Good morning, my name is Kanesha and I will be your conference operator today. At this time I’d like to welcome everyone to the American Tower 1Q 2010 Earnings Conference Call. [Operator Instructions] I would like to turn the conference over to Ms. Leah Stearns, Director of Investor Relations. Please go ahead, ma'am.

Thank you, Kanesha. And good morning, and thank you for joining American Tower's conference call regarding our first quarter 2000 financial results. Please note that we have posted a brief presentation to accompany this morning's call on our website, www.americantower.com. If you haven't already done so, you may want to download the presentation, as we will refer to it at various times throughout our prepared remarks. The agenda for this morning's call will be as follows: I'll provide a brief introduction and highlight certain key metrics from our first quarter 2010 financial results. Following this, Tom Bartlett, our Executive Vice President and Chief Financial Officer will deliver go over our financial results and provide an overview of our expectations for 2010. Finally, Jim Taiclet, our Chairman, President and Chief Executive Officer will give closing remarks, including his current thoughts on key industry trends. After these comments, we'll open up the call for your questions. To maximize participation during the Q&A portion of the call, we kindly ask that you limit your questions to no more than two parts. If you do have more than two questions or if you think of additional questions, feel free to line up again in the queue and we'll do our best to answer as many questions as possible in our allotted time. Before I begin, I would like to remind you that this call will contain forward-looking statements that involve a number of risks and uncertainties. Examples of these statements include statements regarding our 2010 outlook, our stock repurchase program, our pending acquisition of Essar Telecom Infrastructure Private Limited and any other statements regarding matters that are not historical facts. You should be aware that certain factors may affect us in the future and could cause actual results to differ materially from those expressed…

Thanks, Leah. Good morning, everyone. I'm pleased to report that our first quarter 2010 results came in right on plan as we continue to execute on our strategic priorities for the year. Please turn to Slide 5. And I'd like to begin with some highlights from our Rental and Management segment. Overall, we reported Rental and Management segment revenue growth of 12.1%. Excluding the impact of foreign currency fluctuations and straight-line lease accounting, our core growth was 9.2% relative to the first quarter of 2009. Our reported revenue was negatively impacted by approximately 1.8% as a result of three discrete items, which we discussed last quarter including: First, incremental churn resulting from the sunset of some analog broadcast services; second, the wind down in the fourth quarter of 2009 of a take or pay agreement with one of our customers; and lastly, the completion of the amortization of a customer settlement, which wrapped up at the end of last year. Excluding the impact of these items, our core growth would've been over 11%. In the U.S., core growth for Tower revenue was 8.8%, excluding the impact of these discrete items. We experienced a strong leasing environment during the quarter with signed new business up by nearly 40% from the same quarter of 2009. Our leasing demand was led by customers like Clearwire, AT&T and Verizon, who continue to invest in their networks as demand for data services grows. Our solid performance in the U.S. was complemented by over a 25% core growth in revenues from our international markets. This is a result of our recent investments we made in both Brazil and India, plus the organic growth which our international portfolios are experiencing. For example, as of the first quarter, the average tenancy on our sites in India, nearly all…

Thanks, Tom, and good morning to everyone on the call. American Tower got off to a strong start in 2010, achieving our objectives for revenue, adjusted EBITDA and recurring free cash flow growth for the first quarter. We also continue to drive opportunities to add new assets that we believe will meet our return on investment criteria. We added 400 new sites in Q1, which increased the size of our portfolio to nearly 28,000. As you can surmise from our actions, we strongly believe in the future of the Tower Leasing business and are continuing to seek attractive opportunities to further expand our asset base, both in the U.S, where we completed our most recent transactions and in selected international markets, as Tom said. In American Tower, we're confident that the advancement of wireless communications and now entertainment to the next major stage is fully in progress. Processes at this stage of the wireless industry’s development can be measured in three dimensions: First, what are the effective transmission rates of wireless devices? Second, how many of those devices are in service and over what period of time are they being adopted? And third, in which markets are these devices being deployed? As to the first question, device average transmission rates on the downlink are inexorably increasing from roughly 500 kilobits a second at 2.5G. to one megabit per second at 3G, to about three megabits per second for upgraded 3G and on to five to 10 megabits per second at 4G. As for the second question of device penetration, deployment of these advanced handsets in the U.S. is increasing rapidly. Our research indicates in the range of about 30% basic 3G or better Smartphone penetration, currently. And that's going to be growing to the range of 60%, we think, over…

[Operator Instructions] Your first question comes from Tim Horan with Oppenheimer. Timothy Horan - Oppenheimer & Co. Inc.: Tom, can you give us a little bit more color on your international? I know you gave revenues, going to be 21% of revenues. What is the EBITDA as a percentage of revenues? And I know you gave some stats there on the EBITDA margins for India, but is there any reason over time that it couldn't be the same as U.S. margins? And then lastly, just on India. Can you give us a little bit more insight what's going on in the competitive market over there? I think there was some talk of the carriers creating consortium to be able to kind of own and run their own towers.

I'll do the first one and Jim can do the second one. With respect to the acquisition in Essar, we would expect that the margins in 2010 would be kind of in the 40% to 45% range. But I don't think that there's any reason that we wouldn't expect them to get up to and approach the levels that we're seeing on a consolidated basis. And we still have the impact of some of the pass-through. But the good news is that given the tenancy of the 1.8, we would fully expect to be able to ramp that back up, particularly with the explosion of and growth in the market place.

And Tim, on the competitive site in India. For a number of years now, there have been a couple of major carrier consortia that operate on mainly a cost-sharing basis for their infrastructure, but they also lease it out as well. There has also been a couple of companies on the carrier side that have gone alone and again, mainly to drive their own network, but leasing some of the towers to others in addition to that. That's typical and we see it in all markets. The consortium is the one thing that might be a bit different. We’ve operated within that environment successfully in the last two years. And now we're the second-largest truly independent operator. So I think we've proven that we can be very successful in that Indian environment.

Just the percentage of revenues in EBITDA. I know it’s 21% of revenues on international. But what's the percent of EBITDA international?

About the same. Just right about at the same levels. I also want to make one point and just terms of EBITDA margins is that while the margins are below where our consolidated is, we're excited about it because it really added, even within a 24-months time, about 100 basis points of growth to our overall consolidated EBITDA growth rates. So that's really what's driving the value and what's driving our excitement about some of these international markets.

You're next question comes from Jason Armstrong.

Maybe first on the 2010 guidance. You guys published a strong quarter. You left the guidance where it is, though, but said new business activity up 40% year-to-year. That matches sort of what others have said about the exit trends from 1Q. Just wondering why that doesn't push you higher here. If you can offer any more granularity around the up 40%, what's contributing to that? And then it’d be just a second question on the capital allocation story. A lot more was sort of pointed towards India Tower builds and U.S. Tower purchases. If you look at the purchase multiples in the U.S., at this point well over 500,000 per tower. I'm just wondering given that sort of entry point, why isn’t that actually push you more towards share repurchases? Or buying land under your towers in the U.S.?

It's Tom. With regards to kind of the first quarter, it's really what we expected. Don't forget, we did just give guidance about a month and a half ago. So we had pretty good visibility in terms of what the first quarter was going to be. So I don't think it's unexpected in terms of what the sign was or even the commence was, which was in the 15% and the 20% with new builds. So I think with regards to the transaction in India that will add the $40 million to $45 million and the incremental EBITDA. So from that standpoint, although we're not including it in guidance because we haven't concluded the deal -- because we hadn't haven't concluded the deal as of yet, we would consider that expected assuming that we do close the deal for the balance of the year. With regards to the kind of the capital allocation, the way we're looking at this allocation has been consistent for a number of years now. Our Tower builds, we believe, average in the 14% to 16% IRR ranges. The acquisitions that we're doing, IRR is in the low teens. The U.S. they're around a 10% range. But offshore, they're in the 14% to 15% range. So I think we feel really good about the kind of IRRs that we're able to generate there. In terms of some of the multiples, you may see some of the larger multiples on some of the larger deals, but there are a number of other transactions that you may not have as much visibility into where the multiples aren't quite as high. And as we produce more cash, then we're able to reinvest back into the business, we feel it is best to return to the shareholders via our buyback programs as our leverage ratios are optimized. So again, we're going to stay right down the middle in terms of what our allocation programs is. And as we say, we feel good about the IRRs we're generating both in builds as well as on the acquisitions.

And Jason, this is Jim. On the signed new business for the first quarter. As Tom said, signed-to-commenced is right on our expectation in Q1. That’s baked into the guidance we have. And so the reasons for that is that at the first quarter of '09 was coming out of the financial crisis. Carriers weren't spending that much. And now we have in addition to that recovery, a broader landscape. As I suggested in the prepared remarks, we're operating in now four major markets. And we can see growth in places like India this year that we didn't even have a chance to capture last year.

The next question comes from Jonathan Atkin.

I wondered if you can comment on international spectrum auctions overseas. And what kind of the outcome you expect from that in terms of your leasing business? Maybe not this year, but in years ahead?

Sure, Jonathan. I mean spectrum auctions historically, wherever they’ve been accomplished, have led to usually one or both of the following: which are either new entrants coming in and building networks or existing carriers adding technologies and faster speeds to what the networks they already have. We think that's going to happen in Mexico, Brazil and India because there are 3G designated bands of spectrum being auctioned in all three countries this year. Auctions tend to take longer than everyone thinks. We expect that there will be spectrum awarded in 2010 in all three markets and processes are ongoing, as you know, in a couple of those already. And by the end of this year, there'll be lots of network planning going on. The winners of the auctions will know who they are. Those who didn't win will know who they are. And they'll be planning for deployments in 2011, which is a timeframe we think we'll see material commencements of leases that then hit our revenue based on these auctions.

And then overseas. Do you find the site density in general for the trusted networks is it comparable to the U.S. in terms of POPs per site or subscribers per site?

It tends to be comparable when two variables coalesce. One is what spectrum band is being utilized. The higher spectrum bands, of course, require denser networks. And then how many higher-speed devices or broadband users do you have on that network. And as those things begin to approach U.S. levels, the physics is essentially the same no matter where in the world you are. You're going to have those densities get there as well.

And then finally and Tom mentioned this in the guidance you’ve given only a short number of weeks ago and you’re pretty much on target. But if you look at the different moving parts, are there any particular types of [indiscernible] activity by the carriers that are more active than you originally anticipated? And are there any that you're probably be less active? If you could maybe provide a little bit of color into the moving parts there that would be interesting.

Sure, without necessarily naming individual carriers, 3G adoption on touch screen Smartphones is taking off pretty nicely. And our counterparts providing the networks and our carrier customers, I think, are addressing that actively for those carriers that have a fair amount of those kind of touch screen phones out there or plan to do more. So I'd say that's the most important thing going on right now.

You're next question comes from Brett Feldman.

I know you guys don't get into the nitty-gritty of quarter-by-quarter guidance, but just to sort of help to avoid some surprises here. One of your peers had a very nice improvement and their outlook for their year, although it was very back-end loaded with maybe a more stable trend into Q2. I know everyone's business is a bit different. But is there any color you can give us in terms of how you think demand is going to load throughout the year?

I think as we said previously, we would expect a stronger second half of the year than we did first half, which is typical in 2009. And what I've seen in years past, which lines up, I think, pretty accurately with how the capital gets spent by the carriers. So I would expect that kind of similar types of growth. And from a commence standpoint, I would expect a natural growth of commence new revenue on a quarter-by-quarter basis, which I think would again, would step up in the second half of the year. I think with regards to capital, I think probably 2/3 of our capital on new towers will be spent in the second half of the year, which is both a function of growth in the United States, as well as growth in our international markets, particularly India.

And then just from a spending standpoint, is there anything seasonal going on? I mean, we did see that at least one other operator had a relatively low repair and maintenance expense in the first quarter because of the weather. Was that similar for your business? And should we expect the seasonal uptick as we go into the summer?

You're right. We expected data for OpEx in the first quarter, which I think is pretty traditional given some of the weather issues. We expected it. It was in our guidance. I'm sure we will see a bit of an uptick in OpEx -- Tower OpEx, if you will, going forward throughout the balance of the year, which is also just baked into our outlook.

And Brett, this is Jim. Just to add one item. Speaking of teams working hard and getting things done, our team that handles property tax in the U.S. actually did some really good work and was able to get a reduction in that in the first quarter, which is something we're taking now and won't be repeated necessarily the next couple of quarters.

You talked about the increase in SG&A spend and why you went ahead and did that. Are we kind of at the new run rate now? Or is there any reason why that might change as we go into the rest of the year?

It may take up a little bit as we continue to bring on some more sales people and continue to develop it, but not significantly.

And we're going to be adding enough staff to handle 4,500 new towers in India as well, so that’ll contribute a bit also.

You're next question comes from Mike McCormick. Michael McCormack - JP Morgan Chase & Co: I know it's sort of early days on the LT build. But can you give us some thoughts around what you're seeing the carriers do? We’ve heard various things about swapping radios out, extending lease terms. I know we’ve had discussions in the past about whether these will be amendment or new leases. So just some thoughts in your heads on that. And then maybe sort of attached to that as well as the discussion around this phased approach, I know Verizon discussed it out at the CTIA, whether or not there's some sort of delay between phases and just your thoughts around that process.

It's Jim. Sure. Just to start off the conversation. Again, the vast majority of this touch screen phone and new tablets, et cetera, is going to be carried by necessity on 3G networks for the next few years. In advance of the next trend of growth, you're right, LTE is starting to be deployed, certainly by one national carrier and in trial a little bit beyond that by a second national carrier. And of course, when you talk about LTE, I think you do need to round out Sprint Nextel's play here, which is just a different chip technology that Clearwire is deploying on their behalf. So let me take those in two pieces. A traditional LTE deployment again, getting into your phased approach point, is going to happen and generally it’s three phases: The first one, Mike, that we talked about in the past is that there'll be certain markets that a signal will be put in place to cover that territory. That signal is not necessarily designed to carry much, if any, traffic. Once Phase 1 is completed then handsets and devices can be sold in those markets. Trends go up, of course, in usage and penetration. And then you get into Phase 2, which is sort of filling in the coverage holes and meeting the demand. And then once you get large numbers of penetration of these technology devices, you're going to have to handle a lot better coverage quality and you're going to have to handle a lot more capacity. So as you sort of suggested, Verizon, we think is, and they’ve said, is most of the way through Phase 1 in certain markets of the country. And so they're going to have a multi-year deployment plan. It's going to definitely be included in their CapEx spending for the next few years at an increasing level, I would imagine, vis-à-vis 3G. And then AT&T, based on the schedule they've announced will follow along after that. And of course, Clearwire right now is one of the largest spenders on network deployments in the country and they're in full swing. And you can probably consider them a sort of a Phase 2 program because of the schedule they have. So hopefully that helps a little bit, but we think this is going to be again another set of demands that feather in over the next few years for Tower space. Michael McCormack - JP Morgan Chase & Co: Jim, when we think about the Clearwire build. And I know you don't want to put any parameters around a particular customer. But how should we be thinking about 2011? Is there a meaningful change in growth rates if they sort of build out to 100 million POPs and then it slows down from there? Or is that not the way we should be thinking about it?

Well, I think assuming that financing is put in place, they'll add more markets in some of their Phase 1/2. And we hope their successful on gaining subscribers and when they do that, they're going to need to do, again, a more robust Phase 2 into Phase 3 in the existing markets. So that’s how I think it’ll play out. We hope that they do great in their deployment and in their gain of subscribers to support that.

You're next question comes from Rick Prentiss from Raymond James. Richard Prentiss - Raymond James & Associates: One quick question on guidance. You left it unchanged. Should we assume that the foreign currency assumptions are also unchanged? I think that was the reais at 1.8 and the peso at 13.25.

Yes, that's right, Rick. Richard Prentiss - Raymond James & Associates: And then on the real estate. A REIT still is it that you guys are going through. Can you update us on your NOLs? And when you think you might burn those up? And have you thought about structuring? Do you need to separate domestic from international on the REIT potential?

Just a couple of thoughts on the REIT. As you know, as we came into the beginning of this year we had about $1.3 billion of NOLs. Current course and speed, we would expect to utilize all the NOLs probably by the middle of 2012. Hopefully, we'll beat that and accelerate more quickly. But right now, kind of current course and speed is looking at the middle of 2012. We're continually moving down the path on a number of different fronts within the evaluation of the REIT. The first thing is that we’re just about ready to apply for a Private Letter Ruling with the IRS, which will connect all the I’s and the Ts. And while we think that our Tower assets are right down the middle in terms of what qualifies as a REIT, we want to make sure of it. Secondly, we are now in the middle of our kind of earnings and profits evaluation and E&P study that we need to do to determine if there will be any purging dividend, if you will, right prior to us moving to a REIT. And we continue to through all the due diligence work internally, looking at all of our MLAs and all of our assets to be well positioned to move into a REIT. So while we have a year and half, if you will, before we ran out of our NOLs, we want to make sure that we’re doing all of our homework right up front. With regards to the international assets, the way we're thinking about that is that most of our international assets, if not all, would fall into the taxable REIT subsidiary status. There are asset tests and income tests, as you well know, in a REIT structure. And we think that our international assets would fit nicely within the TRS structure, as well as perhaps other services that we're doing even within the United States that may not qualify as qualified REIT income. Richard Prentiss - Raymond James & Associates: That's been interesting this last quarter actually the towers are now trading at a discount to the typical REIT, which has been a pretty solid floor for the last six years, so it’s a little bit of a disconnect there on growth companies like the Tower company versus where REITs are trading today.

Where most of the work that I’ve been doing over the last six months is ensuring that this is a check-the-box type of an event for us. And that nothing gets in the way of our fundamental operating model. And that’s Jim and my mantra. I mean to the extent that we ever thought it would, we would not go down this path. To-date, we don't think it will. So we’re confident that we’ll be able to generate the kinds of cash flow to be able to reinvest back into the business, as well as dividend out 90% to 100% of the pre-tax income.

Rick, I think you're hitting on something important which is, should we elect to go towards the REIT structure, we think we’ll be a pretty unique opportunity for investors there as to our size, as to our growth and as to our sort of global exposure in certain key markets that most REITs don't offer. So it should be, I think, a really interesting event potentially for investors if we go there. Richard Prentiss - Raymond James & Associates: Plus a large percent of your revenues and EBITDA come from some pretty big-named customers, nice concentrations in some big names.

Your next question comes from David Barden from Bank of America.

You talked about this major customer and the lease extension that you did there. Could you give us just some more color around that? Was that something that was just part of the natural evolution of the contract? What was the tenure of the new transaction? That sort of thing would be kind of helpful. Also second, I'd love to get maybe, Jim, you're color or perspective on whether you think that SkyTerra is real and could become kind of out-of-the-blue this incremental new network. Obviously, they don’t have funding yet, but it's getting a lot more attention. I was wondering if you're seeing anything in the background that might lead you to believe that they’re a serious potential new source of demand.

Sure, David. This is Jim. As to the lease extension, we want to position ourselves as a trusted partner with our customers. And as a result of that, we don't discuss individual, either transactions or extensions. But it's something we do in the normal course of our discussion, which are ongoing with each of our customers. We want to do a few things with them. As I said, we want to line-up strategically our investments. And we have the capacity to do that with what they need. We want to make sure that we extend the relationship as long as we can and don't have any sort of towers of lease terminations that might happen in any given year, et cetera. So those are constant discussions going on. We try to align all the interests and make adjustments to our master lease agreements once it's the right time to do that. Secondly to SkyTerra, it is certainly real. It's got a financial backer and it's got spectra. When we expect to get a commenced lease it depends on four things: One is the spectra being available. The second is not only the investor, but the full funding, as you said, needs to be in place. The third thing is a business plan that other investors can believe in over time and it is credible, which we're anticipating seeing hopefully from SkyTerra, but haven't necessarily yet in complete form. And then finally, you got to have as a carrier OEM and device selections, handsets and suppliers that are willing to support the spectrum you have and the business model that you're talking about. So when those four things are in place, we'll expect commenced leases. In advance of that, we're going to help customers like SkyTerra plan their network in hopes of them being successful.

Are you helping them plan that today?

Again, don't want to talk about specific customers, but someone with spectrum and business plan aspirations and potential funding, I think in any case, you would expect that our people would be making the time to work with them.

And your final question comes from Michael Rollins of Citi Investment.

First, with respect to the cancellations and take-and-pay settlements that you guys highlighted on the revenue bar chart. Can you give us a sense of timing whether all of that impact is fully in the first quarter in terms of the, what would be unusually large in terms of churn that you're experiencing. And then the second thing, if you look out to 2011, what's the normalized level of cancellations American Tower should expect in any given year versus this year where you have, I think, a few transitory things going on?

Michael, this is Tom. Good questions. I mean I think with regards to the cancellations they're principally done in the first quarter. There will be a little bit more in the second quarter and that's why in my remarks I said it will be completed within the first half on the broadcast cancellations. And I think also what I remarked was that you would expect it to get back down in the 1.5% to the 2.0%, which is what we've been experiencing over the last several years. So I think that's what you should expect going forward and even into the latter half of the year. With regards to the other discrete items in the quarter, I think you would expect them to be pretty well spread out throughout the year, a little bit more in the first half of the year and then winding down into the third quarter and into the fourth quarter. But pretty well and evenly spread throughout the year.

There are no further questions. Do you have any closing remarks?

Great, everybody. I really appreciate you being here with us this morning. If you have any follow-on questions, please give us a call. And have a great day. Thanks.

This concludes today's conference call. You may now disconnect.