Tobacco Documents Online

BellSouth Corporation 675 West Peachtree Street, N.E. Atlanta, Georgia 30375 a PROXY STATEMENT This proxy statement and the accompanying proxy/voting instruction card ("Proxy Card") are being mailed to shareholders beginning April 1, 1985, in connection with the solicitation of proxies on behalf of the Board of Directors of BellSouth Corporation for the 1985 Annual Meeting of Shareholders in Atlanta, Georgia. In general, shares can be voted at the meeting only if the shareholder is represented by proxy or is present in person. When Proxy Cards are returned properly signed, the shares represented will be voted by the Directors' Proxy Committee in accordance with shareholders' directions. You are urged to specify your choices by marking the appropriate boxes on the enclosed Proxy Card and signing it. Voting is secret and will not be disclosed, except to the extent necessary to meet any legal requirements. If the Proxy Card is signed and returned without specifying choices, the shares will be voted as recommended by the Directors. A share- holder giving a proxy may revoke it at any time before it is voted at the meeting. W If a shareholder is a participant in the Shareowner ividend Reinvestment and Stock Purchase Plan, the Proxy Card represents the number of full shares in the plan account, as well as shares registered in the participant's name. If a shareholder is a participant in the BellSouth Employee Stock Ownership Plan ("ESOP"), the BellSouth Management Savings Plan ("SP"), the BellSouth Savings and Security Plan for Non-Salaried Employees. ("SSP"), or the BellSouth Voluntary Contribution Plan ("VCP") and the accounts 2 • are registered In the same name, the Proxy Card wi11 also serve as a voting instruction for the trustees of those plans. If cards representing shares in the SP, the SSP and the VCP are not signed and returned, those shares will be voted in the same proportion as the shares for which signed cards are returned by other participants. Shares in the ESOP cannot be voted unless the card is signed and returned. Your vote is important. You are urged to sign and return the Proxy Card whether or not you plan to attend the meeting. If you do attend, you may vote by ballot at the meeting, thereby cancelling any proxy vote previously cast. If a shareholder wishes to assign a proxy to someone other than the Directors' Proxy Committee, all three names appearing on the enclosed Proxy Card must be crossed out and the name(s) of another person or persons (not more than three) inserted. The signed card must be presented at the meeting by the person or persons representing the shareholder. If you plan to attend in person, please mark the appropriate box on the Proxy Card and return the card promptly so that your admission ticket can be mailed to you in advance of the meeting. Shareholders who do not have admission tickets will be admitted only upon presentation of proper identification at the door. Highlights of the meeting will be included in the second quarterly shareholder newsletter. If you wish to receive a more comprehensive report of the meeting, please mark the appropriate box on the Proxy Card. Shareholders with multiple accounts receive more than one Annual Report which is costly to BellSouth and may be inconvenient to these shareholders. You may direct us to discontinue mailing future Annual Reports on the accounts you select by marking the appropriate box on the Proxy Card for those accounts 3