Allied Waste Announces Automatic Conversion of Its 6 1/4% Series C Senior Mandatory Convertible Preferred Stock

Date: March 30, 2006

Source: PR Newswire

Allied Waste Industries, Inc. (NYSE: AW) today reported that each of its outstanding shares of 6 1/4% Series C Senior Mandatory Convertible Preferred Stock ("Preferred Stock") will automatically convert into 4.9358 shares of Allied's common stock pursuant to the terms of the certificate of designations governing the Preferred Stock on April 1, 2006. This will increase the Company's common shares outstanding by approximately 34 million shares.

The conversion rate, pursuant to the terms set forth in the certificate of designations, is equal to $50.00 divided by $10.13 (the "threshold appreciation price"), as the average of the closing prices per share of Allied's common stock on each of the 20 consecutive trading days ending on March 29, 2006 (the third trading day preceding the conversion date) was greater than the threshold appreciation price. Each holder of Preferred Stock on the applicable record date will receive a cash payment equal to the amount of accrued and unpaid dividends. As a result of the automatic conversion, Allied will no longer pay any future quarterly dividends in cash or stock in respect of the Preferred Stock. Each holder of Preferred Stock on the conversion date will receive cash in lieu of any fractional shares of common stock issued upon conversion of the Preferred Stock.

More information: www.alliedwaste.com.

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