Consent Solicitation - Airtouch Debt Securities

Vodafone AirTouch PLC
26 January 2000

                            
       VODAFONE AIRTOUCH GUARANTEES AND COMMENCES
   CONSENT SOLICITATION FOR AIRTOUCH'S DEBT SECURITIES

Vodafone AirTouch Plc (Vodafone AirTouch) announces today
that on 25 January 2000 it unconditionally guaranteed the
outstanding  debt securities issued by its  wholly  owned
subsidiary AirTouch Communications, Inc. (AirTouch) which
are:

*    7.125% Notes Due 2001 (US$250 million),
*    7% Notes Due 2003 (US$250 million),
*    6.35% Notes Due 2005 (US$200 million),
*    7.50% Notes Due 2006 (US$400million),
*    6.65% Notes Due 2008 (US$500 million), and
*    5.50% Notes Due 2008 (DM 400 million)

Vodafone  AirTouch also announces today the  start  of  a
consent solicitation with respect to AirTouch's US Dollar
denominated debt securities (the 'US Debt Securities').

In addition to guaranteeing the AirTouch debt securities,
Vodafone  AirTouch  has  added covenants  and  events  of
default  to the indentures under which they were  issued,
that  are substantially identical to those that  will  be
contained  in the indenture for its new global Rule  144A
US$  bond  offering, which was announced  on  21  January
2000.   The  new  US$  bonds  are  expected  to   include
provisions  under which the interest rates on  the  bonds
will  increase after their original issuance if  Vodafone
AirTouch's  exchange offer for the  shares  and  ADSs  of
Mannesmann  A.G. is declared unconditional or  terminates
without success and thereafter either Moody's or Standard
&  Poor's  confirms  the  ratings  assigned  to  Vodafone
AirTouch's  unsecured senior debt securities at  a  level
below A3 or A-, respectively.

The  actual  amounts of the interest rate increases  will
vary  depending upon the different stated  maturities  of
the several series of the new US$ bonds and the extent of
the  ratings  downgrade. Because  it  believes  that  the
holders  of  AirTouch's  debt securities  should  receive
similar  provisions, Vodafone AirTouch also  agreed  that
if, but only if,

i)   the  new  US$  bonds  include provisions  that  will
     increase  the  interest rates on  such  bonds  after
     their  original  issuance in certain  circumstances;
     and
ii)  the  interest rates on such bonds actually  increase
     as a result of those provisions,

then  Vodafone AirTouch will, or will cause AirTouch  to,
pay  additional  interest on AirTouch's  debt  securities
that  is  commensurate to the increase  in  the  interest
rates   of  the  new  US$  bonds.   Because  the   stated
maturities  of  the different series of  AirTouch's  debt
securities are expected to be different from those of the
series of new US$ bonds, Vodafone AirTouch will have  the
sole  and  absolute  discretion  to  determine,  in   any
equitable  manner,  the  amount  of  additional  interest
payable  with  respect to each series of AirTouch's  debt
securities  that  is commensurate to  the  interest  rate
increases  (if any) on the new US$ bonds. The  amount  is
likely to be different for each series of AirTouch's debt
securities.

In  terms  of the consent solicitation, Vodafone AirTouch
wishes  to  have substantially similar covenants  in  all
public  debt  issued  by  it, or guaranteed  by  it,  and
therefore is seeking consents to a proposed amendment  to
the  indenture  under which the US Debt  Securities  were
issued. This would delete in their entirety the covenants
that restrict the ability of AirTouch and certain of  its
subsidiaries   to  incur  debt  or  liens  and   restrict
AirTouch's  ability  to  merge, consolidate  or  sell  or
otherwise  dispose  of all or substantially  all  of  its
assets. Since Vodafone AirTouch has guaranteed AirTouch's
debt securities, added to the indentures under which they
were issued the same covenants and events of default that
will  apply  to  Vodafone AirTouch's new  US$  bonds  and
provided  for  additional  interest  on  AirTouch's  debt
securities  commensurate to any increase in the  interest
rates  applicable  to the new US$ bonds  after  they  are
issued,  Vodafone AirTouch believes it is appropriate  to
amend  the indenture for the US Debt Securities to delete
the covenants relating to AirTouch. The indenture for the
DM denominated debt securities currently does not contain
any similar covenants. The implementation of the proposed
amendment  is conditioned upon, among other  things,  the
receipt  of  consents from the holders of a  majority  in
aggregate  principal  amount of the outstanding  US  Debt
Securities voting as a single class.

The  consent solicitation will expire at 5:00  p.m.,  New
York City time, on 15 February 2000, unless extended.  If
the  requisite consents have been received and  have  not
been revoked at the expiration of the solicitation period
and certain other conditions are satisfied or waived, the
company  will  promptly pay to the holders of  securities
who have delivered (and have not revoked) a valid consent
in  respect of such securities, for each $1,000 principal
amount  of  securities in respect of which such  consents
have been delivered, an amount equal to a consent fee of:

*    US$2.50 in the case of the 7.125% Notes Due 2001,
*    US$5.00 in the case of the 7% Notes Due 2003,
*    US$6.00 in the case of the 6.35% Notes Due 2005,
*    US$6.50  in  the case of the 7.50% Notes  Due  2006,
     and
*    US$7.50 in the case of the 6.65% Notes Due 2008

If  the  consent  solicitation is successful,  a  fee  of
US$7.50  for  each principal amount of the DM denominated
debt  securities equivalent to US$1,000 will also be paid
to the holders of those securities.

The  new  US$  bonds are not being, and  have  not  been,
registered under the U.S. Securities Act of 1933 and  may
not  be  offered  or  sold in the  United  States  absent
registration  under  that Act or an applicable  exemption
from such registration.

Goldman, Sachs & Co. will act as Solicitation Agents  for
the  consent  solicitation.  The  Information  Agent   is
ChaseMellon Consulting Services, L.L.C.

Persons with questions regarding the consent solicitation
should contact the Information Agent at [phone] or
the Solicitation Agents at [phone].

For further information:

Vodafone AirTouch
Terry Barwick, Corporate Affairs Director
Tim Brown, Investor Relations Director
Melissa Stimpson, Senior Investor Relations Manager
Tel:  [phone]

Tavistock Communications
Lulu Bridges
Tel:  [phone]