Sale of Infostrada

Vodafone Group PLC
11 October 2000
                            
 VODAFONE AGREES SALE OF INFOSTRADA TO ENEL FOR EUR 12.1
                         BILLION
                            
                            
Vodafone  Group  Plc  ('Vodafone')  announces  that   its
subsidiary  Mannesmann AG has reached agreement  for  the
sale  of Infostrada S.p.A. ('Infostrada') to Enel  S.p.A.
('Enel').

*    The  sale  values  Infostrada at  EUR  12.1  billion
     comprising  EUR 11.0 billion for the  whole  of  the
     issued  share  capital  of Infostrada  and  EUR  1.1
     billion in relation to the assumption of net debt at
     30  June  2000. The net debt of Infostrada  at  this
     date  comprised EUR 0.8 billion of intra-group  debt
     owed  to  Vodafone Group companies, the net  present
     value  of  long term payments owed to  the  Ferrovie
     dello  Stato of EUR 0.2 billion and other  financial
     debt

*    The  consideration for the equity will  be  EUR  5.5
     billion  in cash, EUR 2.5 billion of 1-year unlisted
     bonds  and  EUR 3.0 billion of 3-year listed  bonds.
     The bonds will be guaranteed by Enel

*    Under  the terms of the agreement, the 1-year  bonds
     are required to be held until maturity. In the first
     year  following issue, any sale of the 3-year  bonds
     is  subject to Enel's consent. Vodafone intends that
     the 3-year bonds be disposed of in due course

*    The   agreement  includes  a  market-related   price
     adjustment. This adjustment may increase or decrease
     the  consideration by a maximum of EUR  0.6  billion
     over  a  period of approximately 9 months  following
     signing,  depending  on the performance  of  certain
     agreed stock market indices

*    The  agreement  is subject to the  approval  of  the
     Mannesmann  Supervisory Board  and  Italian  and  EU
     regulatory clearances

*    The  sale  is  expected  to complete  in  the  first
     quarter of 2001

*    Vodafone  will  apply the proceeds of  the  sale  to
     reduce group debt

Chris Gent, Chief Executive of Vodafone, commented: 'This
transaction  will  raise  considerably  more  cash   with
greater certainty than we could have achieved in  an  IPO
and  is  in  the  best interests of our shareholders.  In
addition, we believe that Infostrada as part of  Enel  is
better positioned to be a leading fixed line operator  in
Italy.'


INFOSTRADA

Infostrada  is  Italy's  largest alternative  fixed  line
operator, with over 3.1 million voice customers  and  2.7
million internet subscribers as at 30 June 2000.

Infostrada recorded revenues for the six months ended  30
June  2000 of EUR 451 million, and a net loss of EUR  109
million.  Revenues for the year ended  31  December  1999
were EUR 726 million, and net losses were EUR 89 million.

Net assets at 30 June 2000 were EUR 192 million.

ENEL

Enel  is  Italy's national electricity provider  and  its
largest integrated utility. Enel has a 56.6% shareholding
in Wind, a fixed and mobile telecom operator serving both
residential and business customers. France Telecom  holds
the remaining 43.4% in Wind.

Vodafone was advised by UBS Warburg.


Enquiries:

Vodafone Group Plc
Terry Barwick, Director of Corporate Affairs
Tim Brown, Investor Relations Director
Melissa Stimpson, Senior Investor Relations Manager
Mike Caldwell, Corporate Communications Director
Telephone: [phone]

Tavistock Communications
Lulu Bridges
Telephone:  [phone]

UBS Warburg Ltd
Warren Finegold
Alberto Franzone
Andre Sokol
Telephone:  [phone]


This  announcement has been issued by  and  is  the  sole
responsibility of Vodafone Group Plc. UBS Warburg Ltd., a
subsidiary  of UBS AG, which is regulated in  the  United
Kingdom  by The Securities and Futures Authority Limited,
is  acting for Vodafone Group Plc and for no one else  in
connection with the proposed transaction and will not  be
responsible to anyone other than Vodafone Group  Plc  for
providing  the protections afforded to customers  of  UBS
Warburg Ltd., or for providing advice in relation to  the
transaction.