BellSouth sells Cellcom

Bellsouth Corp
13 May 2005

Media Contact:

Jeff Battcher

BellSouth Media Relations

404-249-2793

[e-mail]




BellSouth Agrees to Sell Stake in Cellcom



ATLANTA - May 13, 2005  - BellSouth Corporation (NYSE: BLS) announced today it
has signed an agreement for the sale of its 34.75 percent equity ownership in
Cellcom (PNK: CJCL.PK), a cellular communications operator in Israel.



Discount Investment Corp, Ltd. (TLV: DISI.TA), which currently holds a 25
percent interest in Cellcom, has agreed to pay BellSouth $625 million for
BellSouth's entire Cellcom ownership interest.  BellSouth expects to record a
gain on the transaction based on the book value at closing.  Based on current
book value, the after-tax gain would be approximately $235 million or 13 cents
per share.



The sale is expected to close in the fourth quarter.





About BellSouth Corporation



BellSouth Corporation is a Fortune 100 communications company headquartered in
Atlanta, Georgia.  BellSouth has joint control and 40 percent ownership of
Cingular Wireless, the nation's largest wireless voice and data provider with
more than 50 million customers.



Backed by award winning customer service, BellSouth offers the most
comprehensive and innovative package of voice and data services available in the
market. Through BellSouth Answers(R), residential and small business customers
can bundle their local and long distance service with dial-up and high-speed DSL
Internet access, satellite television and Cingular(R) Wireless service. For
businesses, BellSouth provides secure, reliable local and long distance voice
and data networking solutions. BellSouth also offers online and directory
advertising through BellSouth(R) RealPages.com(R) and The Real Yellow Pages(R).



BellSouth believes that diversity and fostering an inclusive environment are
critical in maintaining a competitive advantage in today's global marketplace.
More information about BellSouth can be found at www.bellsouth.com.





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In addition to historical information, this document may contain forward-looking
statements regarding events and financial trends. Factors that could affect
future results and could cause actual results to differ materially from those
expressed or implied in the forward-looking statements include: (i) a change in
economic conditions in domestic or international markets where we operate or
have material investments which would affect demand for our services; (ii)
currency devaluations and continued economic weakness in certain international
markets in which we operate or have material investments; (iii) the intensity of
competitive activity and its resulting impact on pricing strategies and new
product offerings; (iv) higher than anticipated cash requirements for
investments, new business initiatives and acquisitions; (v) unfavorable
regulatory actions and (vi) those factors contained in the Company's periodic
reports filed with the SEC. The forward-looking information in this document is
given as of this date only, and, BellSouth assumes no duty to update this
information.


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