2Q04 Earnings Results

Bellsouth Corp 26 July 2004 BellSouth Corporation Consolidated Statements of Income - Reported Basis (unaudited) (amounts in millions, except per share data) Note to Readers: See Normalization Earnings Summary and Reconciliation to GAAP results on pages 3 and 4 for a summary of unusual items included in Reported Basis results. 2Q04 2Q03 Growth 1Q04 Growth Operating Revenues Communications group $4,562 $4,545 0.4% $4,485 1.7% Advertising and publishing 507 520 -2.5% 479 5.8% All other 14 14 0.0% 12 16.7% Total Operating Revenues 5,083 5,079 0.1% 4,976 2.2% Operating Expenses Cost of services and products 1,789 1,765 1.4% 1,798 -0.5% Selling, general & administrative expenses 930 989 -6.0% 909 2.3% Depreciation and amortization 914 953 -4.1% 898 1.8% Provision for restructuring and asset impairments 8 18 -55.6% 13 -38.5% Total Operating Expenses 3,641 3,725 -2.3% 3,618 0.6% Operating Income 1,442 1,354 6.5% 1,358 6.2% Interest Expense 211 233 -9.4% 215 -1.9% Other Income (Expense), net 224 298 -24.8% 630 -64.4% Income from Continuing Operations before Income Taxes, Discontinued Operations and Cumulative Effect of Changes in Accounting Principles 1,455 1,419 2.5% 1,773 -17.9% Provision for Income Taxes 516 511 1.0% 623 -17.2% Income from Continuing Operations before Discontinued Operations and Cumulative Effect of Changes in Accounting Principles 939 908 3.4% 1,150 -18.3% Income (Loss) from Discontinued Operations, net of tax 57 43 32.6% 449 -87.3% Income Before Cumulative Effect of Changes in Accounting Principles 996 951 4.7% 1,599 -37.7% Cumulative Effect of Changes in Accounting Principle - - N/M* - N/M Net Income 996 951 4.7% 1,599 -37.7% Diluted: Weighted Average Common Shares Outstanding 1,836 1,851 -0.8% 1,838 -0.1% Earnings Per Share: Income from Continuing Operations $0.51 $0.49 4.1% $0.63 -19.0% Income from Discontinued Operations $0.03 $0.02 50.0% $0.24 -87.5% Cumulative Effect of Changes in Accounting Principles $0.00 $0.00 N/M $0.00 N/M Net Income $0.54 $0.51 5.9% $0.87 -37.9% * - Not meaningful. Selected Financial and Operating Data Operating income $1,442 $1,354 6.5% $1,358 6.2% Operating margin 28.4% 26.7% 170 bps 27.3% 110 bps Declared dividends per share $0.27 $0.23 17.4% $0.25 8.0% Capital expenditures $731 $677 8.0% $635 15.1% Common shares outstanding 1,831 1,847 -0.9% 1,830 0.1% Book value per share $11.75 $10.32 13.9% $11.48 2.4% BellSouth Corporation Consolidated Statements of Income - Reported Basis (unaudited) (amounts in millions, except per share data) Note to Readers: See Normalization Earnings Summary and Reconciliation to GAAP results on pages 3 and 4 for a summary of unusual items included in Reported Basis results. Year-to-Date 2004 2003 Growth Operating Revenues Communications group $9,047 $9,053 -0.1% Advertising and publishing 986 1,014 -2.8% All other 26 26 0.0% Total Operating Revenues 10,059 10,093 -0.3% Operating Expenses Cost of services and products 3,587 3,440 4.3% Selling, general & administrative expenses 1,839 1,908 -3.6% Depreciation and amortization 1,812 1,902 -4.7% Provision for restructuring and asset impairments 21 138 -84.8% Total Operating Expenses 7,259 7,388 -1.7% Operating Income 2,800 2,705 3.5% Interest Expense 426 491 -13.2% Other Income (Expense), net 854 545 56.7% Income from Continuing Operations before Income Taxes, Discontinued Operations and Cumulative Effect of Changes in Accounting Principles 3,228 2,759 17.0% Provision for Income Taxes 1,139 1,001 13.8% Income from Continuing Operations before Discontinued Operations and Cumulative Effect of Changes in Accounting Principles 2,089 1,758 18.8% Income (Loss) from Discontinued Operations, net of tax 506 108 N/M Income Before Cumulative Effect of Changes in Accounting Principles 2,595 1,866 39.1% Cumulative Effect of Changes in Accounting Principle - 315 -100.0% Net Income 2,595 2,181 19.0% Diluted: Weighted Average Common Shares Outstanding 1,837 1,856 -1.0% Earnings Per Share: Income from Continuing Operations $1.14 $0.95 20.0% Income from Discontinued Operations $0.28 $0.06 N/M Cumulative Effect of Changes in Accounting Principles $0.00 $0.17 -100.0% Net Income $1.41 $1.18 19.5% * - Not meaningful. Selected Financial and Operating Data Operating income $2,800 $2,705 3.5% Operating margin 27.8% 26.8% 100 bps Declared dividends per share $0.52 $0.44 18.2% Capital expenditures $1,366 $1,265 8.0% Common shares outstanding Book value per share BellSouth Corporation Consolidated Statements of Income - Normalized Basis (unaudited) (amounts in millions, except per share data) Note to Readers: Our reported results, as shown on page 1, are prepared in accordance with generally accepted accounting principles (GAAP). The normalized results presented below exclude the impact of certain non-recurring or non-operating items, the details of which are provided on page 3 and 4 of this release. In addition, the normalized results reflect our 40% proportionate share of Cingular's results, the presentation of which is not allowed under GAAP. Normalized results exclude discontinued operations from all periods. Certain reclassifications have been made to prior periods to conform to the current presentation. 2Q04 2Q03 Growth 1Q04 Growth Operating Revenues Communications group $4,510 $4,504 0.1% $4,488 0.5% Domestic wireless 1,662 1,549 7.3% 1,577 5.4% Advertising and publishing 507 520 -2.5% 479 5.8% All other 14 14 0.0% 12 16.7% Total Operating Revenues 6,693 6,587 1.6% 6,556 2.1% Operating Expenses Cost of services and products 2,320 2,264 2.5% 2,339 -0.8% Selling, general, & administrative expenses 1,519 1,490 1.9% 1,464 3.8% Depreciation and amortization 1,140 1,156 -1.4% 1,119 1.9% Total Operating Expenses 4,979 4,910 1.4% 4,922 1.2% Operating Income 1,714 1,677 2.2% 1,634 4.9% Interest Expense 268 297 -9.8% 272 -1.5% Other Income (Expense), net 8 63 -87.3% 4 100.0% Income Before Income Taxes 1,454 1,443 0.8% 1,366 6.4% Provision for Income Taxes 516 523 -1.3% 478 7.9% Net Income $938 $920 2.0% $888 5.6% Diluted: Weighted Average Common Shares Outstanding 1,836 1,851 -0.8% 1,838 -0.1% Earnings Per Share $0.51 $0.50 2.0% $0.48 6.3% Selected Financial and Operating Data Operating income $1,714 $1,677 2.2% $1,634 4.9% Operating margin 25.6% 25.5% 10 bps 24.9% 70 bps Declared dividends per share $0.27 $0.23 17.4% $0.25 8.0% Capital expenditures $731 $677 8.0% $635 15.1% Common shares outstanding 1,831 1,847 -0.9% 1,830 0.1% Book value per share $11.75 $10.32 13.9% $11.48 2.4% Total employees 64,113 66,170 -3.1% 64,651 -0.8% BellSouth Corporation Consolidated Statements of Income - Normalized Basis (unaudited) (amounts in millions, except per share data) Note to Readers: Our reported results, as shown on page 1, are prepared in accordance with generally accepted accounting principles (GAAP). The normalized results presented below exclude the impact of certain non-recurring or non-operating items, the details of which are provided on page 3 and 4 of this release. In addition, the normalized results reflect our 40% proportionate share of Cingular's results, the presentation of which is not allowed under GAAP. Normalized results exclude discontinued operations from all periods. Certain reclassifications have been made to prior periods to conform to the current presentation. Year-to-Date 2004 2003 Growth Operating Revenues Communications group $8,998 $8,973 0.3% Domestic wireless 3,239 3,004 7.8% Advertising and publishing 986 1,014 -2.8% All other 26 26 0.0% Total Operating Revenues 13,249 13,017 1.8% Operating Expenses Cost of services and products 4,659 4,389 6.2% Selling, general, & administrative expenses 2,983 2,894 3.1% Depreciation and amortization 2,259 2,300 -1.8% Total Operating Expenses 9,901 9,583 3.3% Operating Income 3,348 3,434 -2.5% Interest Expense 540 623 -13.3% Other Income (Expense), net 12 93 -87.1% Income Before Income Taxes 2,820 2,904 -2.9% Provision for Income Taxes 994 1,060 -6.2% Net Income $1,826 $1,844 -1.0% Diluted: Weighted Average Common Shares Outstanding 1,837 1,856 -1.0% Earnings Per Share $0.99 $0.99 0.0% Selected Financial and Operating Data Operating income $3,348 $3,434 -2.5% Operating margin 25.3% 26.4% -110 bps Declared dividends per share $0.52 $0.44 18.2% Capital expenditures $1,366 $1,265 8.0% Common shares outstanding Book value per share Total employees BellSouth Corporation Normalized Earnings Summary and Reconciliation to Reported Results (amounts in millions, except per share data) Second Quarter 2004 Normalizing Items Discontinued Cingular Operations Rounding Normal- GAAP A F ized Operating Revenues $5,083 $1,610 $- $- $6,693 Operating Expenses 3,641 1,337 - 1 4,979 Operating Income 1,442 273 - (1) 1,714 Interest Expense 211 57 - - 268 Other Income (Expense), net 224 (216) - - 8 Income from Continuing Operations before Income Taxes 1,455 - - (1) 1,454 Provision for Income Taxes 516 - - - 516 Income from Continuing Operations 939 - - (1) 938 Income (Loss) from Discontinued Operations, net of tax 57 - (57) - - Net Income $996 $0 ($57) ($1) $938 Diluted Earnings Per Share $0.54 $0.00 ($0.03) $0.00 $0.51 Year-to-Date 2004 Normalizing Items Sale of Discontinued Cingular Sonofon Operations GAAP A E F Operating Revenues $10,059 $3,140 $- $- Operating Expenses 7,259 2,644 - - Operating Income 2,800 496 - - Interest Expense 426 114 - - Other Income (Expense), net 854 (380) (462) - Income from Continuing Operations before Income Taxes 3,228 2 (462) - Provision for Income Taxes 1,139 2 (167) - Income from Continuing Operations 2,089 - (295) - Income (Loss) from Discontinued Operations, net of tax 506 - - (506) Net Income $2,595 $0 ($295) ($506) Diluted Earnings Per Share $1.41 $0.00 ($0.16) ($0.28) Year-to-Date 2004 Normalizing Items SC Settlement Rounding Normal G -ized Operating Revenues $50 $- $13,249 Operating Expenses (3) 1 9,901 Operating Income 53 (1) 3,348 Interest Expense - - 540 Other Income (Expense), net - - 12 Income from Continuing Operations before Income Taxes 53 (1) 2,820 Provision for Income Taxes 20 - 994 Income from Continuing Operations 33 (1) 1,826 Income (Loss) from Discontinued Operations, net of tax - - - Net Income $33 ($1) $1,826 Diluted Earnings Per Share $0.02 $0.00 $0.99 Second Quarter 2003 Normalizing Items Pension/ Discontinued Normal- Cingular Severance Operations ized GAAP A D F Operating Revenues $5,079 $1,508 $- $- $6,587 Operating Expenses 3,725 1,205 (20) - 4,910 Operating Income 1,354 303 20 - 1,677 Interest Expense 233 64 - - 297 Other Income (Expense), net 298 (235) - - 63 Income from Continuing Operations before Income Taxes 1,419 4 20 - 1,443 Provision for Income Taxes 511 4 8 - 523 Income from Continuing Operations 908 - 12 - 920 Income (Loss) from Discontinued Operations, net of tax 43 - - (43) - Income Before Cumulative Effect of Changes in Accounting Principles 951 - 12 (43) 920 Cumulative Effect of Changes in Accounting Principles - - - - - Net Income $951 $0 $12 ($43) $920 Diluted Earnings Per Share $0.51 $0.00 $0.01 ($0.02) $0.50 Year-to-Date 2003 Normalizing Items A&P Cingular Acctg.Change FAS143 GAAP A B C Operating Revenues $10,093 $2,924 $- $- Operating Expenses 7,388 2,336 - - Operating Income 2,705 588 - - Interest Expense 491 132 - - Other Income (Expense), net 545 (452) - - Income from Continuing Operations before Income Taxes 2,759 4 - - Provision for Income Taxes 1,001 4 - - Income from Continuing Operations 1,758 - - - Income (Loss) from Discontinued Operations, net of tax 108 - - - Income Before Cumulative Effect of Changes in Accounting Principles 1,866 - - - Cumulative Effect of Changes in Accounting Principles 315 - 501 (816) Net Income $2,181 $0 $501 ($816) Diluted Earnings Per Share * $1.18 $0.00 $0.27 ($0.44) * Normalized earnings per share for year-to-date 2003 does not sum due to rounding. Year-to-Date 2003 Normalizing Items Pension/ Discontinued Severance Operations D F Normalized Operating Revenues $- $- $13,017 Operating Expenses (141) - 9,583 Operating Income 141 - 3,434 Interest Expense - - 623 Other Income (Expense), net - - 93 Income from Continuing Operations before Income Taxes 141 - 2,904 Provision for Income Taxes 55 - 1,060 Income from Continuing Operations 86 - 1,844 Income (Loss) from Discontinued Operations, net of tax - (108) - Income Before Cumulative Effect of Changes in Accounting Principles 86 (108) 1,844 Cumulative Effect of Changes in Accounting Principles - - - Net Income $86 ($108) $1,844 Diluted Earnings Per Share * $0.05 ($0.06) $0.99 * Normalized earnings per share for year-to-date 2003 does not sum due to rounding. BellSouth Corporation Notes to Normalized Financial and Operating Data (pages 3 and 4) Our normalized earnings have been adjusted for the following: (a) The periods presented have been adjusted to include our 40% proportional share of Cingular Wireless' operating results, net of eliminations for amounts charged by other BellSouth companies to Cingular. (b) Change in method of accounting related to our directory publishing business from the issue basis method to the deferral method - The 2003 amount is a one-time charge to net income of $501. (c) Adoption of Financial Accounting Standard No. 143 (FAS 143) - Represents a one-time charge related to the adoption of new accounting rules associated with obligations related to the retirement of long-lived assets. The adjustment resulted in a one-time increase to net income of $816. (d) Pension/Severance Costs - During 2003, the number of employees who voluntarily separated and elected to receive lump-sum retirement benefits exceeded thresholds that require current recognition of deferred losses related to these employees. These costs include $33 after-tax of severance related costs. (e) Gain related to the sale of our operations in Denmark. (f) Discontinued Operations - In March 2004, we announced our intention to sell our Latin American properties. Accordingly, the prior period results have been recast to reflect the Latin American operations as Discontinued Operations and thus excluded from normalized results. These amounts are reported net of a $405 tax benefit in the first quarter of 2004, net of a $52 tax expense in the second quarter of 2004, net of a $16 tax benefit in the first quarter of 2003 and net of a $11 tax expense in the second quarter of 2003. (g) SC Regulatory Settlement - In April 2004, BellSouth entered into a settlement agreement with the South Carolina Consumer Advocate with respect to previously disclosed litigation (See 2003 10k). The settlement requires among other things, that BellSouth refund $50 million to its South Carolina customers. The refund was recorded in the first quarter 2004 as a reduction to revenue. BellSouth Corporation Consolidated Balance Sheets (unaudited) (amounts in millions, except per share data) Change Change vs. vs. June 30, December 31, Prior March 31, Prior 2004 2003 Year 2004 Quarter Assets Current Assets: Cash and cash equivalents $6,216 $4,556 $1,660 $5,368 $848 Accounts receivable, net of allowance for uncollectibles of $338, $496, and $396 2,436 2,870 (434) 2,385 51 Material and supplies 319 375 (56) 293 26 Other current assets 870 1,048 (178) 887 (17) Assets of discontinued operations 3,928 0 3,928 3,796 132 Total Current Assets 13,769 8,849 4,920 12,729 1,040 Investments and Advances 8,638 8,552 86 8,206 432 Property, Plant and Equipment, net 22,104 23,807 (1,703) 22,282 (178) Deferred Charges and Other Assets 6,033 5,855 178 5,938 95 Goodwill 249 342 (93) 249 0 Intangible Assets, net 1,501 2,297 (796) 1,525 (24) Total Assets $52,294 $49,702 $2,592 $50,929 $1,365 Liabilities and Shareholders' Equity Current Liabilities: Debt maturing within one year $3,262 $3,491 ($229) $2,618 $644 Accounts payable 883 1,339 (456) 1,047 (164) Other current liabilities 3,301 3,628 (327) 3,059 242 Liabilities of discontinued operations 2,469 0 2,469 2,582 (113) Total Current Liabilities 9,915 8,458 1,457 9,306 609 Long-Term Debt 10,341 11,489 (1,148) 10,506 (165) Noncurrent Liabilities: Deferred income taxes 6,180 5,349 831 5,694 486 Other noncurrent liabilities 4,342 4,694 (352) 4,367 (25) Total Noncurrent Liabilities 10,522 10,043 479 10,061 461 Shareholders' Equity: Common stock, $1 par value 2,020 2,020 0 2,020 0 Paid-in capital 7,748 7,729 19 7,708 40 Retained earnings 18,126 16,540 1,586 17,626 500 Accumulated other comprehensive income (460) (585) 125 (471) 11 Shares held in trust and treasury (5,918) (5,992) 74 (5,827) (91) Total Shareholders' Equity 21,516 19,712 1,804 21,056 460 Total Liabilities and Shareholders' Equity $52,294 $49,702 $2,592 $50,929 $1,365 BellSouth Corporation Consolidated Statements of Cash Flows (unaudited) (amounts in millions, except per share data) Year-To-Date 2Q04 2Q03 1Q04 2004 2003 Cash Flows from Operating Activities: Income from Continuing Operations $939 $908 $1,150 $2,089 $1,758 Adjustments to income from continuing operations: Depreciation and amortization 914 953 898 1,812 1,902 Provision for uncollectibles 80 128 115 195 287 Net losses (earnings) of equity affiliates (151) (177) (104) (255) (348) Deferred income taxes 434 236 169 603 506 Net (gains) losses on sale or impairment of equity securities - 8 3 3 8 Pension income (121) (133) (121) (242) (267) Pension settlement (gains) losses - 20 - - 87 Stock-based compensation expense 30 33 28 58 60 (Gain) loss on sale/disposal of operations - - (462) (462) - Net change in: Accounts receivable and other current assets (110) 169 (14) (124) 63 Accounts payable and other current liabilities 43 157 41 84 124 Deferred charges and other assets (52) 45 (25) (77) 131 Other liabilities and deferred credits 17 20 3 20 (36) Other reconciling items, net 46 10 47 93 12 Net cash provided by operating activities 2,069 2,377 1,728 3,797 4,287 Cash Flows from Investing Activities: Capital expenditures (731) (677) (635) (1,366) (1,265) Investments in debt and equity securities (276) (7) (140) (416) (21) Proceeds from sale of securities and operations - 26 559 559 26 Proceeds from repayment of loans and advances - 1,899 109 109 1,899 Settlement of derivatives on advances - (352) (17) (17) (352) Other investing activities, net 10 2 (5) 5 (1) Net cash provided by (used for) investing activities (997) 891 (129) (1,126) 286 Cash Flows from Financing Activities: Net borrowing (repayments) of short-term debt 23 (186) (362) (339) (398) Proceeds from long-term debt 696 - - 696 - Repayments of long-term debt (214) (1,044) (7) (221) (1,556) Dividends paid (457) (388) (457) (914) (759) Purchase of treasury shares (99) (67) - (99) (322) Other financing activities, net 3 9 48 51 22 Net cash used for financing activities (48) (1,676) (778) (826) (3,013) Net Increase/(Decrease) in Cash from Continuing Operations 1,024 1,592 821 1,845 1,560 Net Increase/(Decrease) in Cash from Discontinued Operations (176) 88 (9) (185) 80 Net Increase (Decrease) in Cash and Cash Equivalents 848 1,680 812 1,660 1,640 Cash and Cash Equivalents at Beginning of Period 5,368 2,442 4,556 4,556 2,482 Cash and Cash Equivalents at End of Period $6,216 $4,122 $5,368 $6,216 $4,122 BellSouth Corporation Results by Segment (amounts in millions) (unaudited) Communications Group (1) 2Q04 2Q03 Growth 1Q04 Growth Operating Revenues Voice $3,153 $3,171 -0.6% $3,169 -0.5% Data 1,116 1,065 4.8% 1,092 2.2% Other 334 350 -4.6% 314 6.4% Total Operating Revenues 4,603 4,586 0.4% 4,575 0.6% Operating Expenses Cost of services and products 1,730 1,712 1.1% 1,745 -0.9% Selling, general, & administrative expenses 778 768 1.3% 772 0.8% Depreciation and amortization 903 944 -4.3% 888 1.7% Total Operating Expenses 3,411 3,424 -0.4% 3,405 0.2% Segment Operating Income 1,192 1,162 2.6% 1,170 1.9% Interest Expense 89 101 -11.9% 91 -2.2% Other Income (Expense), net 7 18 -61.1% 6 16.7% Income Before Income Taxes 1,110 1,079 2.9% 1,085 2.3% Provision for Income Taxes 408 400 2.0% 398 2.5% Segment Net Income(1) $702 $679 3.4% $687 2.2% Selected Financial and Operating Data (amounts in millions) Segment operating income $1,192 $1,162 2.6% $1,170 1.9% Segment operating margin 25.9% 25.3% 60 bps 25.6% 30 bps Long distance revenues $479 $305 57.0% $440 8.9% Access minutes of use 22,753 23,053 -1.3% 23,293 -2.3% Capital expenditures $713 $665 7.2% $612 16.5% (amounts in thousands) Wholesale Lines 3,139 2,359 33.1% 2,960 6.0% DSL customers 1,738 1,225 41.9% 1,618 7.4% LD customers 5,131 2,786 84.2% 4,596 11.6% Consumer ARPU (4) $55.47 $51.23 8.3% $53.68 3.3% BellSouth Corporation Results by Segment (amounts in millions) (unaudited) Communications Group (1) Year-To-Date 2004 2003 Growth Operating Revenues Voice $6,322 $6,334 -0.2% Data 2,208 2,155 2.5% Other 648 673 -3.7% Total Operating Revenues 9,178 9,162 0.2% Operating Expenses Cost of services and products 3,475 3,337 4.1% Selling, general, & administrative expenses 1,550 1,532 1.2% Depreciation and amortization 1,791 1,881 -4.8% Total Operating Expenses 6,816 6,750 1.0% Segment Operating Income 2,362 2,412 -2.1% Interest Expense 180 219 -17.8% Other Income (Expense), net 13 21 -38.1% Income Before Income Taxes 2,195 2,214 -0.9% Provision for Income Taxes 806 826 -2.4% Segment Net Income(1) $1,389 $1,388 0.1% Selected Financial and Operating Data (amounts in millions) Segment operating income $2,362 $2,412 -2.1% Segment operating margin 25.7% 26.3% -60 bps Long distance revenues $919 $562 63.5% Access minutes of use 46,046 45,848 0.4% Capital expenditures $1,325 $1,231 7.6% (amounts in thousands) Wholesale Lines DSL customers LD customers Consumer ARPU (4) BellSouth Corporation Results by Segment (unaudited) Supplemental Operating Data (in thousands) Communications Group - Network Access Lines In Service Reported (a) 2Q04 2Q03 Growth 1Q04 Growth Access lines Residence Retail Primary 11,876 12,836 -7.5% 12,200 -2.7% Additional 1,447 1,758 -17.7% 1,525 -5.1% Total Retail Residence 13,323 14,594 -8.7% 13,725 -2.9% Wholesale Resale 127 238 -46.6% 160 -20.6% UNE-P 2,149 1,369 57.0% 1,963 9.5% Total Wholesale Residence 2,276 1,607 41.6% 2,123 7.2% Total Residence 15,599 16,201 -3.7% 15,848 -1.6% Business Retail Total Retail Business 5,282 5,542 -4.7% 5,354 -1.3% Wholesale Resale 63 75 -16.0% 67 -6.0% UNE-P 740 634 16.7% 714 3.6% Total Wholesale Business 803 709 13.3% 781 2.8% Total Business 6,085 6,251 -2.7% 6,135 -0.8% Other Retail/Wholesale Lines Retail 42 123 -65.9% 48 -12.5% Wholesale 60 43 39.5% 56 7.1% Total Other Retail/Wholesale Lines 102 166 -38.6% 104 -1.9% Total Access Lines in Service 21,786 22,618 -3.7% 22,087 -1.4% ISDN line equivalents Residence 11 16 -31.3% 12 -8.3% Business 1,477 1,516 -2.6% 1,457 1.4% Total ISDN Adjusted ALIS 23,274 24,150 -3.6% 23,556 -1.2% Access Line Equivalents (b) Selected digital data services: Unbundled Loops 343 359 -4.5% 354 -3.1% DS0 & ADSL 10,695 7,647 39.9% 9,977 7.2% DS1 7,475 7,000 6.8% 7,341 1.8% DS3 & higher 32,547 31,832 2.2% 32,154 1.2% Total digital data lines in service 51,060 46,838 9.0% 49,826 2.5% Total equivalent access lines in service 74,334 70,988 4.7% 73,382 1.3% (a) Prior period operating data are often revised at later dates to reflect updated information. The above information reflects the latest data available for the periods indicated. (b) Access line equivalents represent a conversion of non-switched data circuits to a switched access line basis and is presented for comparability purposes. Equivalents are calculated by converting high-speed/high-capacity circuits to the equivalent of a switched access line based on transport capacity. While the revenues generated by access line equivalents have a directional relationship with these counts, revenue growth rates cannot be compared to line growth rates on an equivalent basis. BellSouth Corporation Results by Segment (amounts in millions) (unaudited) Domestic Wireless Segment (1)(a) 2Q04 2Q03 Growth 1Q04 Growth Operating Revenues Service revenues (2) $1,521 $1,447 5.1% $1,423 6.9% Equipment and other revenues 141 102 38.2% 154 -8.4% Total Operating Revenues 1,662 1,549 7.3% 1,577 5.4% Operating Expenses Cost of services and products 579 536 8.0% 584 -0.9% Selling, general, & administrative expenses 585 507 15.4% 548 6.8% Depreciation and amortization 226 203 11.3% 221 2.3% Total Operating Expenses 1,390 1,246 11.6% 1,353 2.7% Segment Operating Income 272 303 -10.2% 224 21.4% Interest Expense 80 92 -13.0% 79 1.3% Other Income (Expense), net (52) (39) -33.3% (47) -10.6% Income Before Income Taxes 140 172 -18.6% 98 42.9% Provision for Income Taxes 51 68 -25.0% 39 30.8% Segment Net Income (1) $89 $104 -14.4% $59 50.8% Selected Financial and Operating Data (amounts in millions, except customer data in thousands) 2Q04 2Q03 Growth 1Q04 Growth Segment operating income $272 $303 -10.2% $224 21.4% Segment operating margin 16.4% 19.6% -320 bps 14.2% 220 bps Cellular/PCS Operating Metrics: Total Customers 10,018 9,056 10.6% 9,847 1.7% Net Customer Additions 171 216 -20.8% 222 -23.0% Partitioned Customers and/or Adjustments (1) 6 -116.7% 15 -106.7% Churn 2.7% 2.5% 20 bps 2.7% 0 bps Wireless Service ARPU (3) $50.32 $53.12 -5.3% $47.95 4.9% Minutes Of Use Per Subscriber 523 445 17.5% 488 7.2% Licensed POPs (4) 97 94 3.2% 96 1.0% Penetration (4) 11.1% 10.2% 90 bps 10.9% 20 bps Cingular Interactive Operating Metrics: Total Customers 294 315 -6.7% 307 -4.2% Net Customer Additions (14) (19) 26.3% (8) -75.0% (a) The domestic wireless segment is comprised of BellSouth's 40% share of the reported results of Cingular Wireless. BellSouth Corporation Results by Segment (amounts in millions) (unaudited) Domestic Wireless Segment (1)(a) Year-To-Date 2004 2003 Growth Operating Revenues Service revenues (2) $2,944 $2,804 5.0% Equipment and other revenues 295 200 47.5% Total Operating Revenues 3,239 3,004 7.8% Operating Expenses Cost of services and products 1,163 1,023 13.7% Selling, general, & administrative expenses 1,133 994 14.0% Depreciation and amortization 447 398 12.3% Total Operating Expenses 2,743 2,415 13.6% Segment Operating Income 496 589 -15.8% Interest Expense 159 182 -12.6% Other Income (Expense), net (99) (70) -41.4% Income Before Income Taxes 238 337 -29.4% Provision for Income Taxes 90 132 -31.8% Segment Net Income (1) $148 $205 -27.8% Selected Financial and Operating Data (amounts in millions, except customer data in thousands) Year-To-Date 2004 2003 Growth Segment operating income $496 $589 -15.8% Segment operating margin 15.3% 19.6% -430 bps Cellular/PCS Operating Metrics: Total Customers 10,018 9,056 10.6% Net Customer Additions 393 292 34.6% Partitioned Customers and/or Adjustments 14 6 133.3% Churn 2.7% 2.6% 10 bps Wireless Service ARPU (3) $49.15 $51.95 -5.4% Minutes Of Use Per Subscriber 505 425 18.8% Licensed POPs (4) 97 94 3.2% Penetration (4) 11.1% 10.2% 90 bps Cingular Interactive Operating Metrics: Total Customers 294 315 -6.7% Net Customer Additions (22) (12) -83.3% (a) The domestic wireless segment is comprised of BellSouth's 40% share of the reported results of Cingular Wireless. BellSouth Corporation Results by Segment (amounts in millions) (unaudited) Advertising & Publishing (1) 2Q04 2Q03 Growth 1Q04 Growth Operating Revenues Advertising and publishing revenues 466 480 -2.9% 466 0.0% Commission revenues 45 45 0.0% 16 181.3% Total Operating Revenues 511 525 -2.7% 482 6.0% Operating Expenses Cost of services 90 82 9.8% 80 12.5% Selling, general, & administrative expenses 167 184 -9.2% 156 7.1% Depreciation and amortization 7 7 0.0% 7 0.0% Total Operating Expenses 264 273 -3.3% 243 8.6% Segment Operating Income 247 252 -2.0% 239 3.3% Interest Expense 2 2 0.0% 2 0.0% Other Income (Expense), net 1 2 -50.0% - N/M* Income Before Income Taxes 246 252 -2.4% 237 3.8% Provision for Income Taxes 96 95 1.1% 90 6.7% Segment Net Income(1) $150 $157 -4.5% $147 2.0% Segment operating income $247 $252 -2.0% $239 3.3% Segment operating margin 48.3% 48.0% 30 bps 49.6% -130 bps * - Not meaningful. BellSouth Corporation Results by Segment (amounts in millions) (unaudited) Advertising & Publishing (1) Year-To-Date 2004 2003 Growth Operating Revenues Advertising and publishing revenues 932 961 -3.0% Commission revenues 61 62 -1.6% Total Operating Revenues 993 1,023 -2.9% Operating Expenses Cost of services 170 160 6.3% Selling, general, & administrative expenses 323 354 -8.8% Depreciation and amortization 14 14 0.0% Total Operating Expenses 507 528 -4.0% Segment Operating Income 486 495 -1.8% Interest Expense 4 4 0.0% Other Income (Expense), net 1 1 0.0% Income Before Income Taxes 483 492 -1.8% Provision for Income Taxes 186 186 0.0% Segment Net Income(1) $297 $306 -2.9% Segment operating income $486 $495 -1.8% Segment operating margin 48.9% 48.4% 50 bps * - Not meaningful. BellSouth Corporation Notes (1) Segment net income (loss) is based on normalized results which exclude certain one-time transactions and certain corporate intercompany billings. Intersegment revenues are not eliminated for purposes of management reporting. (2) Wireless service revenues includes activation fees, access, airtime, roaming, long distance and value added services. Roaming revenues are included on a gross basis for the Domestic Wireless segment. Average monthly revenue per customer is calculated by dividing average monthly service revenue by average customers. (3) Management uses average revenue per unit (ARPU) as an indicator of operating performance of the business. Consumer ARPU - is defined as consumer revenues during the period divided by average primary access lines during the period. Wireless Service ARPU - Cellular/PCS is defined as Cellular/PCS service revenues during the period divided by average Cellular/PCS subscribers during the period. This metric is used to compare the recurring revenue amounts being generated on our network to prior periods and internal targets. We believe that each of these metrics provides useful information concerning the performance of our initiatives to attract and retain high value customers and the use of our network. (4) Licensed POPs refers to the number of people residing in areas where Cingular and its partners, Salmon and T-Mobile USA, Inc., have licenses to provide cellular or PCS service, including the New York City metropolitan area, and in areas where Cingular has not yet commenced service, such as the Salt Lake City area. As a result of the consolidation of Salmon, effective January 1, 2003, Salmon's licensed POPs of 4 million (BellSouth's 40% share) are included in the 2003 total licensed POPs. Penetration calculation is based upon licensed operational POPs of 89 million (BellSouth's 40% share). The New York City metropolitan area is also included in the penetration calculation. BellSouth Corporation Non-GAAP Measures - Reconciliation (amounts in millions) (unaudited) Segment Net Income Reconciliation to GAAP Net Income Year-to-Date 2Q04 2Q03 1Q04 2004 2003 Communications group segment net income $702 $679 $687 $1,389 $1,388 Domestic wireless group segment net income 89 104 59 148 205 Advertising and publishing group segment net income 150 157 147 297 306 Corporate, eliminations and other (3) (20) (5) (8) (55) Normalized net income 938 920 888 1,826 1,844 Add back Excluded non-recurring or non-operational items (a) 58 31 711 769 337 Consolidated GAAP net income $996 $951 $1,599 $2,595 $2,181 Free Cash Flow Year-to-Date 2Q04 2Q03 1Q04 2004 2003 Net cash provided by operating activities $2,069 $2,377 $1,728 $3,797 $4,287 Less Capital Expenditures (731) (677) (635) (1,366) (1,265) Operating Free Cash Flow $1,338 $1,700 $1,093 $2,431 $3,022 Net Debt June 30, December 31, March 31, 2004 2003 2004 Total Debt $13,603 $14,980 $13,124 Less Cash (6,216) (4,556) (5,368) Net Debt $7,387 $10,424 $7,756 Communications Group Operating Income before Depreciation and Amortization Year-to-Date 2Q04 2Q03 1Q04 2004 2003 Operating Revenues $4,603 $4,586 $4,575 $9,178 $9,162 Operating Income 1,192 1,162 1,170 2,362 2,412 Add back Depreciation and amortization 903 944 888 1,791 1,881 Operating Income before Depreciation and Amortization $2,095 $2,106 $2,058 $4,153 $4,293 Margin 45.5% 45.9% 45.0% 45.2% 46.9% (a) See pages 3 and 4 for detail of excluded items. 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