Stmnt re AB Cellular Holding

Bellsouth Corp
4 December 2000


     BellSouth Exercises Option on Houston Wireless Properties 

       Houston and Galveston to be part of Cingular Wireless 


Atlanta, December 4, 2000 - BellSouth (NYSE: BLS) today as part of a venture
agreement with AT&T Wireless Services (NYSE: AWE), exercised its option to
redeem the 55.6% partnership interest of AT&T in AB Cellular Holding, LLC by
distributing to AT&T the Los Angeles area cellular business. Closing of the
transaction with AT&T is expected by the end of the year and requires Department
of Justice approval. At that time BellSouth will hold the remaining assets of
the AB Cellular partnership, which includes, 100% of the Houston-area cellular
market, 87.35 % of the Galveston, Texas, area market and more than $1 billion in
cash already held by the partnership. BellSouth then will contribute Houston,
Galveston and the cash to Cingular Wireless after Federal Communications
Commission approval, which is also expected by the end of the year. 

This transaction satisfies the Department of Justice requirements imposed as
part of the formation of Cingular Wireless to divest one of the overlapping
wireless properties of BellSouth and SBC Communications Inc. (NYSE: SBC) in Los
Angeles. Cingular will retain its 20 MHz PCS license in Southern California,
which includes the Los Angeles market. 

Prior to the ending of the partnership with AT&T, BellSouth has held a 44.4%
interest and AT&T has held the remaining 55.6% interest in a partnership that
held 100% of the Los Angeles and Houston area cellular systems, 87.35% of the
Galveston, Texas cellular system and the cash. AT&T joined BellSouth as a
partner in Los Angeles and Houston in 1994, through AT&T's acquisition of McCaw
Cellular Communications. 

BellSouth expects to report a one-time gain in the fourth quarter associated
with this transaction. 

About BellSouth Corporation
BellSouth Corporation is an integrated communications services company
headquartered in Atlanta, GA serving more than 41 million customers in the
United States and 16 other countries. BellSouth, consistently recognized for
customer satisfaction, provides residential, business and wholesale customers
with integrated voice, video and data services to meet their communications
needs. BellSouth is a Fortune 100 company with total revenues exceeding $26
billion. 

About Cingular Wireless (a joint venture with SBC Communications)
Through Cingular Wireless, the nation's second largest wireless company,
BellSouth provides innovative wireless voice and data services. Cingular
Wireless serves 19 million subscribers and reaches 190 million potential
customers with a full set of services, including interactive messaging in
addition to attractive national rate plans and bundles of other communications
services.