BT Group plc Annual General Meeting 19 July 2007

Sir Christopher Bland - Chairman

Group revenue £20.2bn Earnings per share (1) 22.7p Full year dividend15.1p EBITDA (1) £5.6bn (1)Before specific items FY 2006/7 16% 2% 4% 27% BT Group – Financial headlines

UKGAAP, April 2001 – March 2004, before exceptional items and goodwill from continuing activities IFRS, April 2004 – March 2007, before specific items /22002/32003/42004/52005/62006/7 EPS 22.7p up 16% pence EPS – Five years of continuous growth

Dividends Two thirds payout ratio reached one year early Expect to increase dividends, taking into account our earnings growth, cash generation and our ongoing investment needs Share buy back New £2.5bn programme - expected completion March 2009 Distribution policy Returned £4.8bn in dividends and share buyback over the last 5 years /22002/32003/42004/52005/62006/7 pence Dividend 15.1p up 27%

BT Share price p on 14/07/06 BT Share price p on 16/07/07 44% 17% Share price

22 Mar ’01 26 Mar ‘01 27 Mar ‘01 23 Mar ‘01 20 Mar ‘01 23 Mar ‘01 BT Group – 2001 headlines BT fights to tame £30bn debt BT’s wrong numbers Bloomin’ Terrible BT turmoil as shares slump 66% in a year BT at the end of the line BT buried in debt Company seeks to refinance loans BT poised for cash call dash

My original checklist

– Improved service – Price innovation – Reduce costs / improve margin – Aggressive & creative marketing – Networked IT services – Broadband – Mobility Long term Partnership with our customers... Consistent delivery Defend traditional Grow new wave BT Group strategy 21 st Century Network

Broadband – 11m connections and over 99% coverage Networked IT services - £4.4 billion annual revenue Global capability in over 170 countries Strategy in action BT Vision – multi-channel TV with no compulsory subscription 21 st century network – leading the world in building a broadband IP network for all Transformation into a leading service provider Delivering todayDelivering tomorrow

The way we work BT made Company of the Year by Business in the Community Open, constructive relationship with the regulator

Board changes

18 May ‘07 17 Dec ‘06 21 Dec ‘06 Internet King BT to return £2.5 billion 18 May ‘07 BT Group 2006/7 headlines 18 May ‘07 Bland leaves BT set to reach for the sky BT regains top spot in broadband A Perfect DayBT BonanzaMagic £3 mark

Sir Christopher Bland - Chairman

Bringing it all together Annual General Meeting 19 July 2007

Ben Verwaayen Chief Executive

– Improved service – Price innovation – Reduce costs / improve margin – Aggressive & creative marketing – Networked IT services – Broadband – Mobility Long term Partnership with our customers... Consistent delivery Defend traditional Grow new wave BT Group strategy 21 st Century Network

£bn + 17% - 3% FY 2006/7 – Revenue UP 4%

30% CAGR in 4 years £bn + 20% + 71% + 44% CAGR Revenue – New wave driving transformation Mobility & Other Networked IT Services Broadband

Signed 858 new customers BT Global Services – 2006/7 order intake £9.3bn

Wholesale Retail The UK’s number 1 broadband retailer by market share ISP of the year Mac Magazine 2006 Awards Most trusted ISP 2007 Reader’s Digest > 10.7 million connections at 31/3/07 LLU Other ISP’s Retail * Mar-04Mar-05Mar-06Mar-07 Mn Broadband

Home IT advisor -40,000 users VoIP -1.4m registered users BT Digital Vault -125,000 users Home hubs -Over 1 million BT Vision -National marketing campaign under way BT Total Broadband

Corporates –Networked IT services –Local service, global delivery –Expanded portfolio of capabilities Consumer –BT Together –BT Total Broadband –BT Fusion & BT Vision Business –BT Business One Plan –BT IT Manager –BT Office Anywhere Other operators - Managed Service - Broadband - Local access for telephony and broadband Simpler Higher quality More efficient Faster Delivering Value for our customers

From traditional telco… … to leading services provider with global capabilities Real time Open Global Keys to our transformation

To improve – Customer service – Efficiency – Free cash flow To deliver – Right first time service – Where our customers are – A simplified organisation To reduce – Complexity – Cost base – Time to market To enable – Customer to focus on what they do best – Software solutions – Global delivery and reach Transformation to Service Provider

* Before specific items and leavers Bringing it all together Strategy built around convergence & innovation –17% growth in new wave revenues Corporate transformation –From traditional telco to leading services provider with global capabilities Strong momentum with track record of delivery –Twenty quarters of EPS growth –Thirteen quarters of revenue growth –Five quarters of EBITDA growth Continue to grow revenue, EBITDA*, EPS* and dividends in 2007/8

BT Group plc Annual General Meeting 19 July 2007

Against Vote Withheld For Proxy Votes Resolution 1 Reports and accounts 4,690,961,416 7,879,073 1,540,670

Against Vote Withheld For Proxy Votes Resolution 2 Directors’ remuneration report 3,039,747, ,725,306 1,529,908,007

Against Vote Withheld For Proxy Votes Resolution 3 Final Dividend 4,698,432, ,005 1,270,541

Against Vote Withheld For Proxy Votes Resolution 4 Re-elect Sir Christopher Bland 4,665,303,524 32,179,017 2,898,618

Against Vote Withheld For Proxy Votes Resolution 5 Re-elect Andy Green 4,676,367,376 18,232,668 5,781,115

Against Vote Withheld For Proxy Votes Resolution 6 Re-elect Ian Livingston 4,678,250,916 19,041,422 3,088,821

Against Vote Withheld For Proxy Votes Resolution 7 Re-elect John Nelson 4,685,502,100 11,541,397 3,337,662

Against Vote Withheld For Proxy Votes Resolution 8 Elect Deborah Lathen 4,683,490,802 12,907,229 3,983,128

Against Vote Withheld For Proxy Votes Resolution 9 Elect François Barrault 4,684,502,467 11,963,701 3,914,991

Against Vote Withheld For Proxy Votes Resolution 10 Reappointment of auditors 4,679,050,873 7,394,391 13,935,895

Against Vote Withheld For Proxy Votes Resolution 11 Remuneration of auditors 4,678,136,507 7, ,267,311

Against Vote Withheld For Proxy Votes Resolution 12 Authority to allot shares 4,655,261,395 41,386,501 3,733,263

Against Vote Withheld For Proxy Votes Resolution 13 Authority to allot shares for cash* *Special resolution 4,686,626,092 9,444,399 4,310,668

Against Vote Withheld For Proxy Votes Resolution 14 Authority to purchase own shares* *Special resolution 4,609,658,522 6,594,827 84,127,810

Against Vote Withheld For Proxy Votes Resolution 15 Authority to use electronic communications* *Special resolution 4,680,669,745 12,524,737 7,186,677

Against Vote Withheld For Proxy Votes Resolution 16 Authority for political donations 4,579,323,754 62,870,366 58,187,039

Poll on Resolution X Using your Form of proxy/Admission card: If voting all shares “for”, place a tick ( ) in “For” box If voting all shares “against”, place a tick ( ) in “Against” box If voting all shares “vote withheld”, place a tick ( ) in “Vote withheld” box If splitting vote, indicate the number of shares voting “for” “against” and “vote withheld” Please sign the card Place completed card in ballot box as you leave Please ask a marshal if you have any questions

Poll on Amendment to Resolution X Using your voting paper: If voting all shares “for” amendment, tick “For” box in Column 2, alongside appropriate resolution number If voting all shares “against” amendment, tick “Against” box in Column 3 If splitting vote, enter the appropriate number of shares in Columns 2 and 3 Write name, address and account number in Box 1 Sign the voting paper in Box 2 and hand it to marshal at end of row Please ask a marshal if you have any questions

Poll on Procedural Resolution X Using your voting paper: Delete Box A If voting “for” procedural resolution, place a tick ( ) in Box 1 headed “For” If voting “against” procedural resolution, place a tick ( ) in Box 2 headed “Against” If splitting vote, enter the appropriate number of shares in Boxes 1 and 2 Write name, address and account number in Box 3 Sign the voting paper in Box 4 and hand it to marshal at end of row Please ask a marshal if you have any questions`

BT Group plc Annual General Meeting 19 July 2007