Joint Venture Agreement

Bellsouth Corp
2 March 2000

For more information:

Bell South Corporation                         KPN/The Netherlands
Jeff Battcher                                  Michel Hueber
[phone]                                 (31) 70-332-4500

Bell South and KPN Close E-Plus Deal to Share Control of E-Plus

Bell South has Options to Convert Remaining Interests to KPN or KPN Mobile

ATLANTA , GA(February 24, 2000) - BellSouth Corporation (NYSE:BLS) announced
today that it closed its joint venture agreement with KPN Royal Dutch Telecom
for ownership of E-Plus. With closure, BellSouth and KPN now share equal control
of E-Plus, the third largest mobile operator in Germany, with BellSouth holding
a 22.507 percent share and KPN holding a 77.493 percent share.
     Bell South has options exercisable in 18 months to convert its E-Plus
ownership into an ownership of 100 million shares in KPN or a 33.3 percent stake
in KPN Mobile. BellSouth also has warrants to purchase approximately 46 million
additional shares of KPN.
     'This is a true win-win for BellSouth and KPN and their respective
shareholders,' said F. Duane Ackerman, Chairman and Chief Executive Officer. 'We
have established a relationship with KPN that jointly positions us to take
advantage of additional wireless opportunities throughout Europe. Also, for
BellSouth shareholders, we have turned an initial investment of £150 million
into an asset currently valued at $14 billion'.
The alliance between BellSouth and KPN was announced December 10.

About E-Plus
With nearly 4 million customers at the end of 1999, E-Plus has a market share of
approximately 20 percent. The company operates a GSM 1800 nationwide network of
approximately 7,000 base stations. E-Plus is headquartered in Dusseldorf and has
3,400 employees.

KPN Royal Dutch Telecom
KPN Royal Dutch Telecom is the leading telecommunications company in The
Netherlands. It supplies the whole range of telecommunications and Information
and Communications Technology services in its home country and, either
independently or in co-operation with partners, in other countries, mainly in
West and Central Europe. It focuses on growth in four core activities: mobile,
fixed services, IP/data services and Internet, call center and media services.

KPN Mobile, the holding company for all of KPN's wireless investments, is
expected to go public in the first half of 2000. KPN Mobile footprint currently
comprises operations in: The Netherlands, Belgium (KPNOrange), Hungary (Pannon),
Ukraine (UMC), Bulgaria (Mobkom, acquisition pending) and Indonesia (Telkomsel).

About BellSouth
BellSouth (NYSE: BLS) is a $25 billion communications services company. It
provides telecommunications, wireless and wireless long distance communication,
Internet and data services, advertising and publishing, and video and
entertainment services to nearly 37 million customers in 19 countries worldwide
including: Belgium, Denmark, Germany, the Netherlands and the United Kingdom. In
Latin America, BellSouth provides communications services in 9 countries:
Argentina, Brazil, Chile, Ecuador, Panama, Peru, Nicaragua, Uruguay and
Venezuela. It plans to begin providing service to Guatemala in mid-2000.
BellSouth also provides communications services in China, India and Israel.

NOTE: For more information about Bellsouth, visit our Web page at
http://www.bellsouth.com/