Subsid's Acquisition

VODAFONE AIRTOUCH PLC
1 September 1999


VODAFONE ACQUIRES UNIQUEAIR

Vodafone Distribution Limited, a subsidiary of Vodafone AirTouch
Plc, has today announced it has reached agreement with Unipart
Group Limited to acquire its service provider subsidiary UniqueAir
Limited.  The acquisition will be effective from 1 September 1999.

UniqueAir Limited has approximately 291,000 customers, some 70 per
cent of whom are connected to the Vodafone network.  The business
is based in Abingdon, Oxfordshire and has a number of retail
outlets in the South East.  It has approximately 430 employees.

The consideration paid to Unipart is approximately £51 million,
although the final price will be determined on agreement of
completion accounts to be prepared after the acquisition.

Commenting, Peter Bamford, Chief Executive of Vodafone UK, said:
'UniqueAir is one of the leading independent service providers and
will form a valuable part of the Vodafone UK business portfolio.
We have had a successful relationship with UniqueAir for many years
and will be integrating the business into our UK distribution
structure.'

John Neill, Group Chief Executive of Unipart Group of Companies
added:
'The decision to sell UniqueAir was not easy but we were convinced
that the company would have a more secure future as part of a
global mobile telecommunications company. A fundamental part of our
decision to sell to Vodafone was their commitment to maintain the
Abingdon site and provide continuing job opportunities to our
people.'

For further information contact:
Tim Brown                             Mike Caldwell
Investor Relations Director           Corporate Communications Director
Vodafone AirTouch                     Vodafone AirTouch
Telephone [phone]               (01635) 33251

Frank Nigriello                       Tamsin Johnston
Director of Corporate Affairs         Group Communications Officer
Unipart Group of Companies            Unipart Group of Companies
Tel: [phone]                     Tel: [phone]