Directors and Executive Officers Annual Meeting Form 10-K Mark C. Smith Chairman of the Board and Chief Executive Officer  of the Company Howard A. Thrailkill President, Chief Operating Officer and Director of the Company W. Frank Blount Director of the Company, Chairman and Chief Executive Officer of JI Ventures, Inc. (venture capital); former Chairman and Chief Executive Officer of Cypress Communications, Inc.; retired Chief Executive Officer  of Telstra Corporation Ltd.; retired Group President  of AT&T; Director of Alcatel, S.A., Caterpillar, Inc., Entergy Corporation, and Hanson PLC William L. Marks Director of the Company, Chairman of the Board and Chief Executive Officer of Whitney Holding Corp., the holding company for Whitney National Bank of New Orleans; Director of Cleco Corporation Roy J. Nichols Director of the Company, Vice Chairman of the  Board and Chief Technical Officer of Nichols Research Corporation (a defense and information systems  company) from 1976 to its merger with CSC in  1999; Vice Chairman of the Board of Torch  Concepts; Director of SPARTA, Inc.; and  Director of Applied Genomics H. Fenwick Huss Director of the Company, Associate Dean of the  J. Mack Robinson College of Business at  Georgia State University Richard A. Anderson Director of the Company, President of Customer Markets for BellSouth Corporation James L. North Director Emeritus, Counsel to the Company since  it commenced operations in 1986, attorney with  James L. North & Associates, Birmingham, Alabama Lonnie S. McMillian Director Emeritus James E. Matthews Senior Vice President – Finance and Chief Financial Officer Peter C. Voetsch Senior Vice President – Operations Danny J. Windham Senior Vice President and General Manager –  Enterprise Networks Thomas R. Stanton Senior Vice President and General Manager –  Carrier Networks Robert A. Fredrickson Vice President – Carrier Networks Sales Steven L. Harvey Vice President – Enterprise Networks and Service Provider Sales P. Ste ven Lo cke Vice President – Carrier Networks Marketing Everette R. Ramage Vice President – Enterprise Networks Engineering Kevin W. Schneider Vice President – Technology Transfer Agent Wachovia Bank N.A. Charlotte, North Carolina Independent Auditors PricewaterhouseCoopers LLP Birmingham, Alabama General Counsel James L. North, Attorney at Law Birmingham, Alabama  Special Counsel McKenna Long & Aldridge LLP Atlanta, Georgia ADTRAN’s 2002 Annual Report on Form 10-K  (without exhibits) as filed with the Securities and Exchange Commission is available to stockholders  without charge upon written request to: Investor Relations ADTRAN, Inc. 901 Explorer Blvd. P.O. Box 140000 Huntsville, Alabama 35814-4000 256 963-8611 or 256 963-8220 investorrelations@adtran.com (e-mail) The 2003 Annual Meeting of Shareholders will be held  at ADTRAN Corporate headquarters, 901 Explorer Boulevard, Huntsville, Alabama, on Thursday, April 10, 2003, at 10:30 a.m. Central time. 36 ADTRAN 2002 Annual Report