Disposal

Vodafone Group PLC
25 January 2002

25 January 2002

VODAFONE AGREES TERMS FOR THE SALE OF ARCOR'S RAILWAY SPECIFIC FIXED-LINE
TELECOMMUNICATIONS ACTIVITIES TO DEUTSCHE BAHN

Vodafone Group Plc ('Vodafone') announces that Arcor AG & Co. ('Arcor'), a 73.6%
subsidiary of Vodafone AG has agreed terms for the sale of its railway specific
fixed-line telecommunications business, Arcor DB Telematik GmbH ('Telematik'),
to the Deutsche Bahn AG group ('Deutsche Bahn'), the German state owned railway
operator, for a total consideration of €1.15 billion (£713.23 million) in cash.
This transaction will allow Arcor to focus on its core fixed-line
telecommunications business.

The transaction is structured to result in Arcor selling Telematik's physical
infrastructure to Deutsche Bahn.  Arcor will also sell 49.9% of Telematik's
equity to Deutsche Bahn and enter into a put/call arrangement governing the
remaining 50.1%, which will be exercisable at the earliest from 1 July 2002.
Deutsche Bahn remains an 18.2% shareholder in Arcor, but will lose its special
rights, including its veto rights on key decisions.

The sale is expected to complete by April 2002. The transaction has been
approved by the Arcor Supervisory Board and is subject to approval by Arcor's
shareholders and regulatory approvals.

Arcor and Vodafone were advised by UBS Warburg.



                                     -ends-

For further information contact:



Vodafone Group Plc
Tim Brown, Group Corporate Affairs Director
Melissa Stimpson, Head of Group Investor Relations
Bobby Leach, Head of Group Financial Media Relations
Darren Jones, Senior Investor Relations Manager
Jon Earl, Senior Investor Relations Manager
Tel: [phone]

Tavistock Communications
Lulu Bridges
John West
Tel: [phone]

UBS Warburg
Warren Finegold
Charles Butterworth
Tel: [phone]




Notes to editors:



Arcor AG & Co. is the second largest fixed-line telecommunications provider in
Germany. With its own Germany-wide voice and data network covering more than
40,000 km, Arcor utilises the latest technologies to offer its clients a full
range of services for voice and data transfer, including complete ISDN/DSL
connection services.

The main shareholders in Arcor are Vodafone Group Plc, Deutsche Bahn AG and
Deutsche Bank AG.

For more information: http://www.arcor.de







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