Acq of assets of Telsim

Vodafone Group Plc
13 December 2005


13 December 2005

                 ACQUISITION OF THE ASSETS OF TELSIM IN TURKEY

Vodafone announces that it has agreed to acquire Telsim, the number two mobile
operator in Turkey, from the Turkish Savings Deposit and Investment Fund
('SDIF') for a consideration of US$4.55 billion.

Commenting on the transaction, Arun Sarin, Chief Executive of Vodafone, said:

'We are delighted to have won the tender for Telsim. With a larger population
than every European country except Germany, and a penetration level of
approximately 53%, the Turkish market represents a major growth opportunity. Our
extensive operating experience and unique set of products and services positions
us to compete effectively in such a youthful market and deliver a superior
mobile experience to Turkish customers.'

Principal benefits

The acquisition of Telsim represents a unique opportunity to gain control of a
mobile business in one of the European region's biggest markets and is
consistent with Vodafone's strategy of increasing its exposure to growth
markets.

The principal benefits to Vodafone are:

* Exposure to the attractive and growing Turkish market

  -  Population of 72 million people - the fourth largest market in which
     Vodafone controls an operator

  -  Market penetration of approximately 53% with significant further growth
     potential

  -  Fast growing and young population, forecast to grow at 1.4% CAGR until
     2010 and with approximately 47% under the age of 25

  -  Population expected to be greater than Germany's by 2017


* Full control of a fast growing number two mobile operator

  -  43% revenue growth in the first 7 months of 2005 compared to the same
     period in 2004

  -  Customer growth of 53% and 2.8 million net additional customers in the 12
     months to 30 June 2005

  -  Approximately 9 million customers


* Uniquely positioned to capture the benefits of a turnaround of Telsim

  -  The business has historically been under-managed and suffered from
     under-investment in its network and customer propositions

  -  Vodafone to leverage its position in GSM networks, branding and
     successful customer propositions to turnaround the business

  -  Turkey's proximity to other Vodafone operations enables meaningful One
     Vodafone programme benefits including roaming opportunities from Turkish
     communities present in other Vodafone markets in Europe

  -  Attractive corporate market opportunity


Transaction overview

Vodafone has agreed to acquire substantially all of the assets and business of
Telsim from the SDIF. Vodafone is not acquiring Telsim's liabilities, including
those related to Motorola and Nokia, other than certain minor employee-related
liabilities.

In addition to the consideration price, Vodafone will be required to pay $0.4
billion of VAT which will be recoverable against Telsim's future VAT
liabilities. Vodafone expects to recover this payment over the short to medium
term and this has been included in Vodafone's valuation of Telsim.

The transaction is subject to approval from the SDIF Board and Turkish
regulatory, legal and competition authorities. Vodafone expects the transaction
to close in the first quarter of calendar year 2006.


Investing to capture future growth

Vodafone intends to make a significant investment in the operations and network
of Telsim to deliver a superior product and service offering to the Turkish
market. Vodafone expects that over the short term Telsim will require
approximately US$1 billion of additional funding.

The acquisition is expected to enhance Vodafone's revenue and EBITDA growth
profile, however Vodafone expects Telsim to make net losses in the short to
medium term as it invests in the network, building scale and a stronger customer
and brand proposition. Consequently Vodafone expects the transaction to be
dilutive to adjusted earnings per share in the short to medium term. The 
transaction is not expected to impact Vodafone's share purchase programme  and 
is not expected to impact Vodafone's credit ratings.

                                    - ends -


For further information:

Vodafone Group

Investor Relations                         Media Relations
Telephone: [phone]             Telephone: [phone]


Notes to Editors

About Vodafone

Vodafone is the world's leading mobile telecommunications group with operations
in 27 countries across 5 continents with 171 million proportionate customers
worldwide as at 30 September 2005 as well as 27 partner networks. For further
information, please visit www.vodafone.com.


About Telsim

All references to Telsim in the above release relate to substantially all of the
assets and business of Telsim Mobil Telekomunikasyon Hizmetleri. Telsim is the
number 2 GSM operator in Turkey. At 31 August 2005 it had 8.7 million customers.
Telsim's market share was approximately 21.4% as of June 2005. In 2004 Telsim
generated revenue and EBITDA of US$712m and US$87m respectively. All historical
information regarding Telsim has been extracted from Telsim's unaudited
management accounts. For further information please visit www.telsim.com.


Important information

Adjusted earnings per share represent earnings per share under IFRS before the
results of discontinued operations, non-operating income and expenditure, and
items not reflecting underlying business performance.


Cautionary statement regarding forward looking - statements

This press release contains certain 'forward-looking statements' within the
meaning of the US Private Securities Litigation Reform Act of 1995 with respect
to Vodafone's expectations and plans, strategy, management's objectives, future
performance, costs, revenues, earnings and other trend information, including
statements relating to expected benefits associated with the transaction, plans
with respect to the transaction, and expectations with respect to long-term
shareholder value growth and the actions of credit rating agencies.
Forward-looking statements are sometimes, but not always, identified by their
use of a date in the future or such words as 'anticipates', 'aims', 'due',
'could', 'may', 'should', 'will', 'expects', 'believes', 'intends', 'plans',
'targets', 'goal' or 'estimates'. By their nature, forward-looking statements
are inherently predictive, speculative and involve risk and uncertainty because
they relate to events and depend on circumstances that will occur in the future.

There are a number of factors that could cause actual results and developments
to differ materially from those expressed or implied by these forward-looking
statements. These factors include, but are not limited to: regulatory and merger
control approvals that may require acceptance of conditions with potential
adverse impacts; risk involving our ability to realise expected synergies and
benefits associated with the transaction, including benefits associated with 3G,
GPRS and Vodafone live!TM and other services; the impact of legal or other
proceedings; the risk that average revenues per users (ARPUs) may decline or may
decline more dramatically than expected; the risk that credit rating agencies
downgrade or give other negative guidance with respect to our debt securities
which may increase our financing costs; and the risk that, upon completion of
the transaction, we discover additional information relating to Telsim's
business leading to unanticpated costs, charges or write-offs or with other
negative implications.

In addition to the factors noted above, please refer to Vodafone's annual
reports for additional factors, risks and uncertainties that could cause actual
results and developments to differ materially from the expectations disclosed or
implied within the forward-looking statements made herein. No assurances can be
given that they forward-looking statements in this release will be realised. All
written or oral forward-looking statements attributable to Vodafone Group Plc,
any members of Vodafone Group or persons acting on our behalf are expressly
qualified in their entirety by the factors referred to above. Vodafone Group Plc
does not undertake, and specifically disclaims, any obligation to update or
revise these forward-looking statements, whether as a result of new information,
future developments or otherwise.


Market data

Economic and market data noted in the release has been obtained from publicly
available sources which Vodafone believes to be reliable; however Vodafone Group
Plc has not independently verified such information and makes no representation
about the accuracy of the information and, accordingly, undue reliance should
not be placed on the economic and market data in this release.



                      This information is provided by RNS
            The company news service from the London Stock Exchange