1. Ordinary General Shareholders’ Meeting Brussels, 11 April 2007

2. Simultaneous translation English : channel 3

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4. Voting procedure

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11. After the Meeting If you are not participating to the Extraordinary General Shareholders’ Meeting, please return your handset and voting card at the end of the Ordinary General Shareholders’ Meeting.

12. Test question Sporting Anderlecht will be champion of the Jupiler League this season 1.FOR 2.AGAINST 3.ABSTAIN

13. Theo Dilissen Chairman of the Board

14. Dirk Lybaert Secretary General

15. Theo Dilissen Chairman of the Board

16. Two driving forces in 2006 Convergence Customers’ needs

17. Thanks to the involvement of everyone The teams of Belgacom, Proximus, Telindus, WIN, Skynet, Belgacom ICS and other Group entities Constructive social partners Committed Board members Determinated management The main mission for 2007 Transforming the Belgacom Group into an integrated operator

18. Didier Bellens President & CEO

19. 2006 results presentation

20. Buy-out of 25% Vodafone stake in Proximus and commercial partnership Completion of Integration of Telindus Sale of non-strategic assets: Neuf Cegetel and Mobistar stake Belgacom Group revenue increase 7.1% YoY to EUR 6,100 million Belgacom TV 139,665 customers end of 2006 Proximus added 58,000 customers YoY; 71,000 in Q4 2006 Increased shareholder returns: 200 Mio EUR share buy back & 100 Mio EUR interim dividend New customer-centric organization structure Highlights

21. 1.Fixed Line Services

22. 12 Voice VOICE VOLUMES Flat rates success leading to: improved traffic volumes continued growth of traffic market share on own network but no longer limiting access line loss VOICE PRICING Traffic ARPU decrease due to success of flat rates (free minutes) Slight decline of Voice access ARPU driven by promotions

23. 1 2 BROADBAND VOLUMES Growth continues thanks to  Segment specific actions  New & free Internet services Ongoing focus on internet accessibility via hotspots BROADBAND PRICING Growing importance of “ADSL light” on total volume and high focus on customer acquisition & retention via discounts and promotions leading to lower ARPU. Broadband Growthlines EOP 2005Q4 ‘052006 Q4 ‘06 977 1,128 45 42 Residential ADSL ** ARPU/month (EUR) 31.6 33 32.7 20062005 25 Average ADSL ARPU ADSL Light ARPU ADSL GO ARPU

24. 1 MARKET IMPACT Integrated Belgacom-Telindus market approach leading to major new or renewed contracts Telindus 2 REVENUES YoY turnover growth over 10%, with higher growth in regions South and UK Turnover split per quarter remains project driven Q3‘06Q1 ‘06 Telindus Revenue Contribution evolution (EUR mio) Q2 ‘06 179 160 191 172 Q4‘06

25. FLS TV Customers (‘000) 1 VOLUMES Belgacom TV exceeding full year guidance by far Mainly driven by coverage improvement offering expansion promo’s (try & buy) Belgacom TV 33 42 74 103 Q4‘05 Q1‘06 Q2‘06 Q3‘06 FLS TV ARPU (EUR/month) Q4‘06Q1‘06 Q2‘06 11.9 10.1 12.4 140 Q4‘06 12.6 Q3‘06

26. 2.Mobile Communications Services

27. 4,311K Proximus customers at the end of 2006 * 3-month active subscribers During the last quarter, Proximus increased its customer base by 71,000 and further improved its customer portfolio with 91,000 additional postpaid customers. YoY Proximus added 58,000 customers. +71 EOP Active Customer Base *

28. Proximus’ Market Share at 45.5% (*) * 3-month active subscribers Proximus’ active Market Share went down by 2.9pp since end 2005. Customer mix significantly improved: during 2006 Proximus acquired 207,000 new active postpaid customers. (*) BMB estimates Customer Base and Market Share* (%)

29. Initiatives launched in 2006 Segmented new offers: more simplicity & value for money: Prepaid Pay&Go Classic, SME Package Easy & Extended, Vodafone World Exclusive, Data bundles like Data Easy, Mobile Internet Evening&Weekend, Unlimited Roaming Data bundle Proximus M-Pay and PlazZza 3G coverage and HSDPA launch Coverage match by EOY’06 Increase of 3G services ( Mobile TV & Music Download offer, Compatible device (VMCC),…) H1 Family Call Partnering (Plug Mobile) Instant Messaging via Windows Live Messenger M-payment and M-ticketing Q4 Smile 5 Pay&Go Generation: free SMS after 4PM Vodafone World Preferred Acquisition of Euremis Q3

30. Decrease in blended gross ARPU driven by success of bundled tariff offers Despite high credits & discounts, MCS keeps leadership in blended Net ARPU Gross ARPU 3-month active subscribers, includes Machine-to-machine, excludes discounts & promotions Net ARPU : Gross ARPU including discounts & promotions Gross ARPU Credits & Discounts 38.737.7 Net ARPU Blended ARPU (EUR/month) * 38.036.4

31. 3. International Carrier Services

32. Operational Overview Consolidation & insourcing to become ICS worldleader Post Merger Integration Swisscom operations going as planned – last cornerstone in Q1 2007: migration of Swiss traffic to new NGN platform Insourcing project with MTN Group signed 02/06 – implementation underway – MTN outsources international connectivity to BICS Memorandum of Understanding signed with Omantel – BICS reinforces presence in fast growing Middle East region B e “All-IP” ready with infrastructure & services Upgrade switching infrastructure with NGN based capacity extension - deployment of new soft switching platform Successful launch of connectivity product for voice over broadband providers – Hosted VoIP services to be launched in 2007 Move up the mobile value chain Belgacom ICS world leading GRX 1 provider - supports mobile operators in HSDPA deployment New SMS platform implemented in Q3 2007 Numbering and roaming solutions under development 1 GRX = backbone network for mobile data roaming

33. 4. Group Financials

34. Consolidated income statement EUR Mio 20052006 % change. Total Revenues5,6966,100+7.1% Among which non-recurring revenues238 Cost of goods sold-1,555-2,005+28.9% HR expenses-957-1,106+15.5% Other operating expenses-731-841+15.0% Non-recurring expenses-355 Total Operating Expenses-3,598-3,952+9.8% EBITDA2,0982,149+2.4% Depreciations-726-802+10.5% EBIT1,3721,347-1.8% Financial Result64104+62.1% Net Income (Group Share)959973+1.5% Basic earnings per share2.78 EUR2.87 EUR

35. Revenue adjustments Belgacom Group EUR Mio 20052006 % change Total Revenue5,6966,100+7.1% of which non-recurring revenue238 Total Revenue excluding non-recurring items5,4586,100+11.8% Revenue Adjustments Revenue disposed companies (1) -8 Revenue Telindus -702 Adjusted Revenue Group (2) 5,4505,399-0.9% (1) Disposed companies are Digital Age Design SA and Expercom SA (2) Excluding non-recurring revenue

36. EUR Mio 20052006 % change Total Operating Expenses-3,598-3,952+9.8% of which non-recurring expenses-355 Total operating expenses excluding non- recurring items-3,244-3,952+21.8% OPEX Adjustments Operating Expenses disposed companies (1) 3 Operating expenses Telindus 675 Adjusted Operating Expenses Group (2) -3,240-3,277+1.9% Opex adjustments Belgacom Group (1) Disposed companies are Digital Age Design SA and Expercom SA (2) Excluding non-recurring items

37. EUR Mio 20052006 % change Total EBITDA2,0982,1492.4% of which non-recurring items-116 Total EBITDA excluding non-recurring items2,2142,149-3.0% EBITDA Adjustments EBITDA disposed entities (1) -5 EBITDA Telindus -27 Adjusted EBITDA Group (2) 2,2092,121-4.0% Ebitda adjustments Belgacom Group (1) Disposed companies are Digital Age Design SA and Expercom SA (2) Excluding non-recurring items

38. EBITDA (EUR Mio)Revenues (EUR Mio) Result Segments Fixed LineMobileInternational Carrier 2,098 2,149 5,696* 6,100* Non recurring items * Total revenues as reported post inter-segment eliminations +7.1% +2.4%

39. Investments Capex (EUR Mio) 1 1 Excluding the Irrevocable Right of Use of the Belgacom network

40. Agenda

41. Questions & Answers

42. Written questions

43. Oral questions

44. Proposed resolutions

45. Vote on the proposed resolutions

46. Proposed resolution Approval of the annual accounts with regard to the financial year closed on 31 December 2006, including the following allocation of the results : Profit of the period available for appropriation392,830,467.77 € Net transfers from the reserves available257,964,107.04 € Profit to be distributed650,794,574.81 € Remuneration of capital (gross dividends) *631,200,613.17 € Other beneficiaries (Personnel)19,593,961.64 € (*) : for 2006, the gross dividend amounts to € 1.89 per share, entitling shareholders to a dividend net of withholding tax of € 1.4175 per share, from which on 6 December 2006 an interim dividend of € 0.29 (€ 0.2175 per share net of withholding tax) was paid; so that on 17 April 2007 a gross dividend of € 1.60 per share (€ 1.20 per share net of withholding tax) will be paid. 1.FOR 2.AGAINST 3.ABSTAIN

47. Proposed resolution Granting of a discharge to the members of the Board of Directors for the exercise of their mandate during the financial year closed on 31 December 2006. 1.FOR 2.AGAINST 3.ABSTAIN

48. Proposed resolution Granting of a discharge to Mr. Didier Bellens for the exercise of his mandate during the financial year closed on 31 December 2006. 1.FOR 2.AGAINST 3.ABSTAIN

49. Proposed resolution Granting of a discharge to Mr. Pierre-Alain De Smedt for the exercise of his mandate during the financial year closed on 31 December 2006. 1.FOR 2.AGAINST 3.ABSTAIN

50. Proposed resolution Granting of a discharge to Mr. Theo Dilissen for the exercise of his mandate during the financial year closed on 31 December 2006. 1.FOR 2.AGAINST 3.ABSTAIN

51. Proposed resolution Granting of a discharge to Mrs. Carine Doutrelepont for the exercise of her mandate during the financial year closed on 31 December 2006. 1.FOR 2.AGAINST 3.ABSTAIN

52. Proposed resolution Granting of a discharge to Mrs. Martine Durez for the exercise of her mandate during the financial year closed on 31 December 2006. 1.FOR 2.AGAINST 3.ABSTAIN

53. Proposed resolution Granting of a discharge to Mr. Philip Hampton for the exercise of his mandate during the financial year closed on 31 December 2006. 1.FOR 2.AGAINST 3.ABSTAIN

54. Proposed resolution Granting of a discharge to Mr. Georges Jacobs for the exercise of his mandate during the financial year closed on 31 December 2006. 1.FOR 2.AGAINST 3.ABSTAIN

55. Proposed resolution Granting of a discharge to Mr. Maurice Lippens for the exercise of his mandate during the financial year closed on 31 December 2006. 1.FOR 2.AGAINST 3.ABSTAIN

56. Proposed resolution Granting of a discharge to Mr. Michel Moll for the exercise of his mandate during the financial year closed on 31 December 2006. 1.FOR 2.AGAINST 3.ABSTAIN

57. Proposed resolution Granting of a discharge to Mr. Oren G. Shaffer for the exercise of his mandate during the financial year closed on 31 December 2006. 1.FOR 2.AGAINST 3.ABSTAIN

58. Proposed resolution Granting of a discharge to Mr. Robert Tollet for the exercise of his mandate during the financial year closed on 31 December 2006. 1.FOR 2.AGAINST 3.ABSTAIN

59. Proposed resolution Granting of a discharge to Mrs. Lutgart Van den Berghe for the exercise of her mandate during the financial year closed on 31 December 2006. 1.FOR 2.AGAINST 3.ABSTAIN

60. Proposed resolution Granting of a discharge to Mr. Paul Van de Perre for the exercise of his mandate during the financial year closed on 31 December 2006. 1.FOR 2.AGAINST 3.ABSTAIN

61. Proposed resolution Granting of a discharge to Mr. Philippe Van de Vyvere for the exercise of his mandate during the financial year closed on 31 December 2006. 1.FOR 2.AGAINST 3.ABSTAIN

62. Proposed resolution Granting of a special discharge to Messrs. Johny Cornillie, Didier De Buyst and Norbert Van Broekhoven for the exercise of their mandate which expired on 23 December 2006. 1.FOR 2.AGAINST 3.ABSTAIN

63. Proposed resolution Granting of a special discharge to Mr. Johny Cornillie for the exercise of his mandate which expired on December 23, 2006. 1.FOR 2.AGAINST 3.ABSTAIN

64. Proposed resolution Granting of a special discharge to Mr. Didier De Buyst for the exercise of his mandate which expired on December 23, 2006. 1.FOR 2.AGAINST 3.ABSTAIN

65. Proposed resolution Granting of a special discharge to Mr. Norbert Van Broekhoven for the exercise of his mandate which expired on December 23, 2006. 1.FOR 2.AGAINST 3.ABSTAIN

66. Proposed resolution Granting of a discharge to the members of the Joint Auditors for the exercise of their mandate during the financial year closed on 31 December 2006. 1.FOR 2.AGAINST 3.ABSTAIN

67. Proposed resolution Granting of a discharge to ERNST & YOUNG, Réviseurs d’entreprises S.C.C./Bedrijfsrevisoren B.C.V., represented by Mr. Marnix Van Dooren, for the exercise of his mandate during the financial year closed on 31 December 2006. 1.FOR 2.AGAINST 3.ABSTAIN

68. Proposed resolution Granting of a discharge to Mr. Romain Lesage for the exercise of his mandate during the financial year closed on 31 December 2006. 1.FOR 2.AGAINST 3.ABSTAIN

69. Proposed resolution Granting of a discharge to Mr. Pierre Rion for the exercise of his mandate during the financial year closed on 31 December 2006. 1.FOR 2.AGAINST 3.ABSTAIN

70. Proposed resolution Granting of a discharge to CALLENS, GUEVAR, VAN IMPE & Co., represented by Mr. Herman Van Impe, for the exercise of his mandate during the financial year closed on 31 December 2006. 1.FOR 2.AGAINST 3.ABSTAIN

71. Proposed resolution Appointment of the following persons as Board Member for a period which will expire at the annual general meeting of 2013 : Mrs. Carine Doutrelepont, Messrs. Georges Jacobs, Maurice Lippens, Oren G. Shaffer and Guido J.M. Demuynck. The remuneration for the above mandates is fixed according to the decision taken by the shareholders’ meeting of 19 February 2004. 1.FOR 2.AGAINST 3.ABSTAIN

72. Proposed resolution Appointment of Mrs. Carine Doutrelepont as Board Member for a period which will expire at the annual general meeting of 2013. The remuneration for the above mandate is fixed according to the decision taken by the shareholders’ meeting of 19 February 2004. 1.FOR 2.AGAINST 3.ABSTAIN

73. Proposed resolution Appointment of Mr. Georges Jacobs as Board Member for a period which will expire at the annual general meeting of 2013. The remuneration for the above mandate is fixed according to the decision taken by the shareholders’ meeting of 19 February 2004. 1.FOR 2.AGAINST 3.ABSTAIN

74. Proposed resolution Appointment of Mr. Maurice Lippens as Board Member for a period which will expire at the annual general meeting of 2013. The remuneration for the above mandate is fixed according to the decision taken by the shareholders’ meeting of 19 February 2004. 1.FOR 2.AGAINST 3.ABSTAIN

75. Proposed resolution Appointment of Mr. Oren G. Shaffer as Board Member for a period which will expire at the annual general meeting of 2013. The remuneration for the above mandate is fixed according to the decision taken by the shareholders’ meeting of 19 February 2004. 1.FOR 2.AGAINST 3.ABSTAIN

76. Proposed resolution Appointment of Mr. Guido J.M. Demuynck as Board Member for a period which will expire at the annual general meeting of 2013. The remuneration for the above mandate is fixed according to the decision taken by the shareholders’ meeting of 19 February 2004. 1.FOR 2.AGAINST 3.ABSTAIN

77. Ordinary General Shareholders’ Meeting Brussels, 11 April 2007

78. Extraordinary General Shareholders’ Meeting Brussels, 11 April 2007

79. Theo Dilissen Chairman of the Board

80. Questions & Answers

81. Proposed resolutions

82. Vote on the proposed resolutions

83. Proposed resolution Proposal to empower the Board of Directors to acquire the maximum number of shares permitted by law, within an 18-month period, beginning on 11 April 2007. The price of such shares must not be more than 5% above the highest closing price in the 30-day trading period preceding the transaction, and no more than 10% below the lowest closing price in the same 30-day trading period. Pursuant to this decision, proposal to modify Article 13, Section 2 of the Articles of Association as follows: The Board of Directors is hereby empowered to acquire the maximum number of own shares permitted by law. The price paid for these shares must not be more than 5% above the highest closing price in the 30-day trading period preceding the transaction, and no more than 10% below the lowest closing price in that same 30-day trading period. This mandate is granted for a period of eighteen months as of 11 April 2007. 1.FOR 2.AGAINST 3.ABSTAIN

84. Proposal to empower the Board of Directors to acquire the maximum number of shares permitted by law. This mandate is granted for a period of three years starting on the day that this amendment to the Articles of Association is disclosed by the General Meeting of 11 April 2007. The price paid for such shares may not be more than 5% above the highest closing price in the 30- day trading period preceding the transaction, and no more than 10% below the lowest closing price in that same 30-day trading period, in case this acquisition is necessary for preventing any imminent and serious prejudice to the Company. Pursuant to this decision, motion for a resolution to replace “19 February 2004” by “11 April 2007” in Article 13, Section 4 of the Articles of Association. Proposed resolution 1.FOR 2.AGAINST 3.ABSTAIN

85. Proposal to empower the Board of Directors, for a period of three years starting from the day that this amendment to the Articles of Association is disclosed by the General Meeting of 11 April 2007, to increase capital, in any and all forms, including a capital increase where the pre-emptive rights of shareholders are restricted or withdrawn, even after receipt by the Company of notification from the Belgian Banking, Finance and Insurance Commission of a takeover bid for the Company’s shares. Where this is the case, however, the capital increase must comply with the additional terms and conditions laid down in Article 607 of the Commercial Companies Code. Pursuant to this decision, motion for a resolution to replace, in Article 5, Section 3, Sub-section 2 of the Articles of Association, the text “for a period of three years from the date on which this mandate comes into effect” by "for three years starting on the day of disclosure of the amendment of these Articles of Association by the General Meeting of Shareholders of 11 April 2007”. 1.FOR 2.AGAINST 3.ABSTAIN Proposed resolution

86. Cancellation of own shares Proposal to cancel 23,750,000 shares with reduction of the special reserve of own shares not available for distribution, amounting to 644,100,000 EUR. Pursuant to this decision, proposal to modify Article 4, Section 2 of the Articles of Association as follows: “The share capital is represented by 338,025,135 no-par-value shares, each of which represents 1/338,025,135th share in the company’s share capital and ranks pari passu.” Proposed resolution 1.FOR 2.AGAINST 3.ABSTAIN

87. In order to comply with the changes in Belgian legislation regarding the abolition of bearer shares and the conversion of shares into dematerialized form, proposal to amend Article 10, Section 1 of the Articles of Association as follows: Shares of the Company may take registered, dematerialized or bearer form, within the limitations of the Law of 14 December 2005 regarding the abolition of bearer shares. Under Article 60/1, §2 of the Law of 21 March 1991, all shares representing share capital held by a public authority – as defined in Article 6, Section 2 of these Articles of Association – must be in registered form. Without prejudice to the foregoing, the holders of registered shares may, at any time and at their own expense, request that their shares be converted into registered or dematerialized shares. In accordance with Article 463 of the Commercial Companies Code, a register of shareholders must be kept at the Company’s registered office. Dematerialized shares are held by being booked to an account, in the name of the owner or holder, with an authorized account holder or a clearing body. Bearer shares issued by the Company and held in a securities account on 1 January 2008, will exist in dematerialized form as from that date. The other bearer stocks will also be automatically dematerialized as and when they are registered on a securities account as from 1 January 2008. (…) Proposed resolution

88. Proposal to amend Article 14, Section 2 of the Articles of Association as follows: Without prejudice to Article 6, Section 1, of these Articles of Association, the Company may, at any time, issue bonds convertible into shares and stock- purchase warrants, up to the ceiling for authorized capital, by resolution of the GM, deliberating and deciding on the basis of the quorum and majority required for amendment of these Articles of Association, or by resolution of the Board of Directors. Notwithstanding Article 6, Section 1, of these Articles of Association, and within the limitations of the Law of 14 December 2005 regarding the abolition of bearer shares, these obligations and warrants will be issued in registered, bearer or dematerialized form. Proposed resolution 1.FOR 2.AGAINST 3.ABSTAIN

89. Composition of the Board of Directors Motion for a resolution: reduction of the number of Board members from no more than 18 members to no more than 16 members. Proposal to amend Article 16, Section 1 of the Articles of Association as follows: Section 1 - Board of Directors The Board of Directors is composed of no more than 16 members, including the person appointed as Chief Executive Officer. Proposed resolution 1.FOR 2.AGAINST 3.ABSTAIN

90. Notice convening general meetings Proposal to simplify the procedure for convening meetings, in accordance with Article 533 of the Commercial Companies Code. Proposal to amend Article 33, Sections 1 and 2 of the Articles of Association as follows: “Notices convening general meetings must include the agenda and must be published in the Belgian Gazette and in at least one Dutch-language and one French-language national newspaper at least 24 days before the meeting.” Proposed resolution 1.FOR 2.AGAINST 3.ABSTAIN

91. Proposed resolution Proposal to grant all powers to the Secretary General, including that of replacement, for the purpose of coordinating the Articles of Association to reflect the resolutions above. 1.FOR 2.AGAINST 3.ABSTAIN

92. Extraordinary General Shareholders’ Meeting Brussels, 11 April 2007