| 1 | SC TO-T | CYPRESS COMMUNICATIONS, INC./U.S. REALTEL, INC. |
| 3 | EX-99.(A)(1)(I) | OFFER TO PURCHASE, DATED JANUARY 22, 2002 |
| 4 | EX-99.(A)(1)(II) | FORM OF LETTER OF TRANSMITTAL |
| 5 | EX-99.(A)(1)(III) | FORM OFNOTICE OF GUARANTEED DELIVERY |
| 6 | EX-99.(A)(1)(IV) | FORM OF LETTER TO BROKERS, DEALER, COMMERICAL BANK |
| 7 | EX-99.(A)(1)(V) | FORM OF LETTER TO CLIENTS FOR USE BY BROKERS |
| 8 | EX-99.(A)(1)(VI) | FORM OF GUIDELINES FOR CERTIFICATION OF TAXPAYER |
| 9 | EX-99.(A)(5)(I) | JOINT PRESS RELEASE |
| 10 | EX-99.(A)(5)(II) | FORM OF SUMMARY ADVERTISEMENT AS PUBLISHED |
| 11 | EX-99.(A)(5)(III) | PRESS RELEASE ISSUED BY PARENT ON JANUARY 22, 2002 |
| 12 | EX-99.(B) | COMMITMENT LETTER, DATED AS OF JANUARY 10, 2002 |
| 13 | EX-99.(D)(I) | AGREEMENT AND PLAN OF MERGER |
| 14 | EX-99.(D)(II) | AMENDMENT NO. 1 TO THE MERGER AGREEMENT |
| 15 | EX-99.(D)(III) | SHAREHOLDERS' AGREEMENT |