DirectTV Strategic Alliance

Bellsouth Corp
27 August 2003

BellSouth and DIRECTV will host a Press Conference today (Aug. 27) at 11:30 a.m.
ET. Participating will be Bill Smith, BellSouth's Chief Product Development and
Technology Officer and Steve Cox, DIRECTV's executive vice president of Sales,
Distribution and Customer Acquisition.

Dial-in information for the conference call is:
Domestic:    [phone]
International: [phone]



Media Contacts

Jeff Battcher          Robert Mercer

BellSouth          DIRECTV

404-249-2793          310-964-4683


              BellSouth(R) and DIRECTV announce agreement to sell

                  digital satellite television service as part

                        of BellSouth Answers(sm) bundle

For immediate release:

August 27, 2003

Atlanta, GA and El Segundo, CA -- Making BellSouth Answers the most
comprehensive bundle of services available in the marketplace, BellSouth and
DIRECTV, Inc., announced today a strategic marketing alliance to offer BellSouth
customers in residential homes, DIRECTV(R) digital satellite television service
in early 2004.

Today, BellSouth customers can make one call to order and receive one bill for
all their communication services through BellSouth:

  • High-speed DSL or dial-up Internet service;
  • Local and long distance service with an array of calling features;
  • Wireless; and
  • Voicemail and e-mail services.

Starting early next year, BellSouth residential customers will be able to bundle
DIRECTV with their other communications services at packaged, discounted savings
each month. Through this agreement, the companies will deliver unsurpassed
value, quality and convenience to their customers.

DIRECTV and BellSouth also announced immediate plans to begin exploring the
integration of digital satellite and DSL technology, including options for
enhanced networking solutions over the BellSouth fiber network.

"Combining BellSouth's comprehensive voice and data communications services,
with DIRECTV's industry-leading video offerings, provides our customers with
another compelling one-stop shop solution," said Duane Ackerman, BellSouth's
Chairman and Chief Executive Officer.

"This alliance is an important extension of our distribution," said Eddy
Hartenstein, Chairman and Chief Executive Officer, DIRECTV, Inc. "DIRECTV sees
this strategic relationship as an important first step in the evolution of
telecommunications and entertainment that will put us in a leading position
against our competitors in this rapidly changing marketplace."

"We are not talking about a short term fix," said Bill Smith, BellSouth's Chief
Product Development and Technology Officer. "We are looking to a long-term
business relationship with DIRECTV."


BellSouth/DIRECTV Agreement Summary

  • BellSouth partners with DIRECTV exclusively for DBS digital satellite
    television
  • BellSouth and DIRECTV discount their respective services, if sold in the
    BellSouth Answers bundle
  • BellSouth markets, sells and schedules the install for DIRECTV service
  • DIRECTV, through its Home Service Provider network, will install the
    DIRECTV System hardware
  • BellSouth and DIRECTV will focus on providing a seamless customer service
    experience for BellSouth bundle customers
  • BellSouth provides the customer with a single, integrated bill
  • BellSouth has significant flexibility in the pricing and packaging of its
    bundles
  • Sales launch planned for early 2004, throughout the entire nine-state
    BellSouth region

BellSouth and DIRECTV plan to immediately begin exploring joint development
activities focused on, among other things, the integration of digital satellite
and terrestrial broadband services.

"BellSouth is already an experienced video entertainment provider," said Smith.
"This agreement with DIRECTV complements our BellSouth Americast digital cable
service, which is available in select BellSouth communities, and offers us yet
another opportunity to offer customers the best value, quality and service for
all their communications and entertainment needs."

"The bundled offer with BellSouth provides consumers with an extremely
compelling alternative to the incumbent cable provider," said Steve Cox,
executive vice president of Sales, Distribution and Customer Acquisition,
DIRECTV, Inc. "The alliance with BellSouth, a leading broadband provider, gives
us an experienced partner in the Southeast and the tools to aggressively compete
against cable's strategy."


"Our interests are solidly aligned," explained Smith. "We look forward to
providing customers with a competitive alternative to their local cable provider
and a true one-stop shopping experience. We will explore how we can jointly take
advantage of every distribution channel available to blanket the southeast with
compelling offers for the BellSouth Answers bundled service that includes
DIRECTV."

DIRECTV has been ranked "#1 in Customer Satisfaction among Satellite/Cable TV
subscribers" for the second consecutive year, according to the J.D. Power and
Associates 2003 Syndicated Cable/Satellite TV Customer Satisfaction StudySM.
BellSouth is an industry leader in customer service, earning an unprecedented
number of J.D Power and Associates awards, and the number one ranking 10
consecutive years in the American Customer Satisfaction Index (ASCI) as well as
other prestigious honors.





About BellSouth Corporation

BellSouth Corporation is a Fortune 100 communications services company
headquartered in Atlanta, Georgia. BellSouth serves more than 45 million local,
long distance, Internet and wireless customers in the United States and 14 other
countries.

Consistently recognized for customer satisfaction, BellSouth provides a full
array of broadband data solutions to large, medium and small businesses. In the
residential market, BellSouth offers DSL high-speed Internet access, advanced
voice features and other services. BellSouth also offers long distance service
throughout its markets, serving both business and residential customers. The
company's BellSouth AnswersSM package combines local and long distance service
with an array of calling features; wireless data, voice and e-mail services; and
high-speed DSL or dial-up Internet service. BellSouth also provides online and
directory advertising services through BellSouth(R) RealPages.comSM and The Real
Yellow Pages(R).

BellSouth owns 40 percent of Cingular Wireless, the nation's second largest
wireless company, which provides innovative data and voice services.

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.

About DIRECTV

DIRECTV is the nation's leading digital multichannel television service provider
with more than 11.5 million customers. DIRECTV and the Cyclone Design logo are
trademarks of DIRECTV, Inc., a unit of Hughes Electronics Corp. HUGHES is a
world-leading provider of digital television entertainment, broadband satellite
networks and services, and global video and data broadcasting. The earnings of
HUGHES, a unit of General Motors Corporation, are used to calculate the earnings
attributable to the General Motors Class H common stock (NYSE: GMH). For more
information, visit www.DIRECTV.com.

This release contains forward-looking statements as defined in the Private
Securities Litigation Reform Act of 1995. Forward-looking statements are
information of a non-historical nature and are subject to risks and
uncertainties that are beyond the Company's ability to control. The Company
cautions note holders and prospective investors that the following factors may
cause actual results to differ materially from those indicated by the
forward-looking statements: regulatory actions, competition within the
multichannel video programming distribution industry; satellite failures or
launch failures or delays; signal theft; the effects of economic conditions; as
well as other factors set forth in the Company's Prospectus and other documents,
which are on file with the Securities and Exchange Commission.






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