Global Strategy for Mobile Data and Internet

Vodafone AirTouch PLC
11 January 2000


Part I

                                                11 January 2000
                                          

                       Vodafone AirTouch
    Vodafone AirTouch's Global Strategy for Mobile Data and
                           Internet

*  Vodafone  AirTouch  is today announcing the  launch  of  its
   single  global platform and branded portal for  mobile  data
   and  internet. The global platform will be the first of  its
   kind,  with  a  single global brand delivering  service  and
   content worldwide

*  The global internet platform is an architecture and a set of
   hardware  and  software  which will  provide  a  world-class
   mobile  data  and  internet service.  The platform  will  be
   available  to all of Vodafone AirTouch's networks  and  will
   also  be  licensed in other markets where appropriate.   The
   timetable for launch of the first version is July 2000

*  Vodafone  AirTouch is also announcing today the names  of  a
   number  of  major global partners which confirm  the  world-
   class  position  of the platform.  These  partners  will  be
   joined  by  other  leading technology and content  companies
   prior to launch.  Vodafone AirTouch's partners include:

   *  Sun Microsystems - hardware and service delivery platform
   *  IBM - systems integrator
   *  Infospace.com - content and commerce services
   *  Charles Schwab - financial services
   *  Travelocity.com/Sabre - travel information,  flight  status
      and bookings
   *  Palm Computing - handheld computers
   *  Ericsson and Nokia - smart and other phones, and other  key
     systems components
 
*  Vodafone  AirTouch  believes that mobile data  and  internet
   represents  the  biggest  new  growth  opportunity  of  this
   decade.   Vodafone  AirTouch expects to  derive  significant
   increases in revenues as customers take up data and internet
   services.    Further,   following   the   combination   with
   Mannesmann,  there  will be significant data  and  internet-
   related   revenue  benefits,  in  addition  to  the   merger
   synergies quantified by Vodafone AirTouch in November 1999

*  Today, Vodafone AirTouch has an unmatched presence in  major
   mobile markets around the world, clear technology leadership
   in all major mobile standards and applications, and a strong
   track   record  of  achievement  in  each  of  its  markets.
   Vodafone AirTouch has led the development of many of the key
   technical  standards for data including GSM,  GPRS  and  3G.
   For  the future, with its global platform, Vodafone AirTouch
   intends to be the world's leading mobile multimedia operator

*  Those  companies with scale, offering global reach and speed
   to  market, will be the operators and partners of choice for
   potential  technology and content partners.  As demonstrated
   today,  Vodafone  AirTouch  has  these  qualities.  Vodafone
   AirTouch  will  bring  Mannesmann the scale  and  geographic
   presence that it currently lacks

*  By   accepting   Vodafone   AirTouch's   Offer,   Mannesmann
   Shareholders will have the opportunity to participate in the
   explosive growth opportunities of mobile data and internet -
   with  a  global platform covering 25 countries  rather  than
   seven, 48 million customers rather than 18 million and  over
   510 million potential customers compared to Mannesmann's 163
   million

Chris Gent, Chief Executive of Vodafone AirTouch, commented:

'As  the only truly global mobile operator, Vodafone AirTouch's
objective  is  to become the world's leading mobile  multimedia
operator.   Our aim is to empower the mobile phone  to  deliver
the   best   multimedia  information  and  services,   anytime,
anywhere.  Today we are announcing our plans for the launch  of
this  global  platform together with partnerships  with  world-
class companies for systems hardware and operation, information
content and access.

'We  are  opening  a  new  chapter in the  development  of  the
internet,  and  invite Mannesmann Shareholders to  join  us  in
adding a fourth 'W' to the World Wide Web. From now on, it will
be the World Wide Wireless Web.'

This  summary should be read in conjunction with the full  text
of the following announcement.

Copies of this press release and the documentation published in
connection  with  the Offer can be obtained from  the  Vodafone
AirTouch merger website, www.vodafone-update.com, or by calling
one of the dedicated helplines, toll-free, on 0800 169 2853  in
the United Kingdom or 0800 088 77 66 in Germany.

Analyst and Press Presentations

Vodafone  AirTouch  will present its mobile data  and  internet
strategy  on Tuesday, 11 January 2000 at The Brewery,  Chiswell
Street, London EC1 at the following times:

Analysts - 08.30 am (UK time)
Press    - 11.00 am (UK time)

A  satellite  link will be available in Germany at  the  Hilton
Hotel,  Hochstrasse 4, Frankfurt am Main and the Hilton  Hotel,
Georg-Glock Strasse 20, Dusseldorf as follows:

Analysts and institutional investors - 09.30 am (German time)
Press - 12.00 pm (German time)

A  webcast  of  the presentation can be viewed at www.vodafone-
update.com.

Enquiries:

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

Goldman Sachs International
Scott Mead
Simon Dingemans
Tel:  [phone]

Warburg Dillon Read
Warren Finegold
Mark Lewisohn
Tel:  [phone]

Tavistock Communications
Lulu Bridges
Tel:  [phone]



Part II
                                                11 January 2000
                                            

                       Vodafone AirTouch
    Vodafone AirTouch's Global Strategy for Mobile Data and
                           Internet

Vodafone AirTouch is today announcing the launch of its  single
global  platform  and  branded  portal  for  mobile  data   and
internet.  The global internet platform is an architecture  and
a set of hardware and software which will provide a world-class
mobile data and internet service.

Vodafone  AirTouch  is  strongly  positioned  to  capture   the
explosive growth expected from mobile data and internet.

*  Vodafone AirTouch operates in 24 countries, 10 of which  are
   controlled, and has 420 million proportionate POPs

*  In the fourth quarter of 1999 Vodafone AirTouch added almost
   4  million  proportionate customers to its  global  customer
   base,  to  bring  the  total  to  over  35  million.    This
   represents  growth of 38% versus the comparable  quarter  in
   1998

*  Vodafone  AirTouch  believes that mobile data  and  internet
   represents the biggest new growth opportunity of this decade

Vodafone AirTouch's Strategy for Mobile Data and Internet

Vodafone  AirTouch's strategy is to become the world's  leading
mobile multimedia operator.

To  achieve this, Vodafone AirTouch aims to provide a  complete
range  of  services - from messaging, enriched voice  services,
desktop  applications and information services to e-commerce  -
through  the widest possible range of access devices, from  the
standard  mobile phone to handheld computers. The communication
media  will  be  audio,  text, graphics  and  video.   Vodafone
AirTouch's   objective  is  to  provide  information   anytime,
anywhere, to anyone.

Vodafone AirTouch's strategy is to establish:

*  A global internet platform and branded portal

*  A superior mobile data transmission system

*  Partnerships with world-class companies

*  The  highest  quality applications and services,  with  both
   global and location-specific content

*  Provision of global access to the largest customer  base  in
   the world

The Global Internet Platform

Vodafone  AirTouch's  platform is designed  to  achieve  global
reach  with  a  single  unified  delivery  platform.   Vodafone
AirTouch  will  use its global position to bring  together  the
best  capabilities from around the world to reduce the cost  of
deployment, to attract world-class partners and speed  time  to
market  in  all of its operations.  All of Vodafone  AirTouch's
local  networks will be able to utilise the global architecture
and  interfaces  to  facilitate and improve  their  own  mobile
internet  strategy.   At the same time the flexibility  of  the
platform  will  allow  them  to implement  the  specific  local
content  and e-commerce capabilities which are being  developed
for their local customers.

Vodafone AirTouch has completed the preliminary design  of  the
platform   and   has   begun  development   of   the   platform
infrastructure.  The key suppliers have also been chosen.

Key features of the platform are:

*  It  will offer a significant set of applications which  will
   be rolled out in several phases

*  The  power  of  the  platform will be its ability  to  offer
   personalised  location-specific  services  in   a   seamless
   fashion across all Vodafone AirTouch's markets and therefore
   leverage Vodafone AirTouch's significant customer base

*  The  platform will be accessed through a portal  carrying  a
   new global brand, which will be announced at the time of the
   launch of Version 1.0

*  The platform will be supported by a major marketing campaign
   to promote Vodafone AirTouch's internet portal brand in each
   of Vodafone AirTouch's markets, with the support of Vodafone
   AirTouch's global team

*  The benefits of this high-quality unified platform will also
   be  available  to  operators that are not Vodafone  AirTouch
   networks  through licensing opportunities in countries  that
   Vodafone AirTouch does not currently serve

*  The  platform will be continuously upgraded with  additional
   value-added  services.  Version  1.0  of  the  platform   is
   expected  to be launched in July 2000, followed  by  Version
   2.0 by the end of this year

Vodafone  AirTouch's  services will be designed  primarily  for
mobile  use,  but  will also be accessible through  fixed  line
service providers, to offer customers maximum flexibility.  For
example,  customers  will  be able to  configure  their  mobile
internet  experience  from  their  desktop,  allowing  them  to
synchronise desktop and mobile information easily.

Version 1.0

The key global services of Version 1.0 will be:

*  Messaging - synchronisation of desktop applications, webmail
   and two way Short Message Service (SMS)
*  Information  services  - games and entertainment,  news  and
   directories,  personalised  information,  calendar,  address
   book,  weather forecasts, movie listings, humour and lottery
   results
*  E-commerce  - travel and financial services including  stock
   trading and banking

Local  markets will be able to add applications efficiently  in
addition  to these select global applications.  Ultimately  all
successful local applications will be incorporated into the set
of services offered across all of Vodafone AirTouch's networks.

Version 2.0

Version 2.0 will offer additional access capabilities including
mobile  access  to  Virtual Private Networks (VPNs)  and  voice
navigation.

Version 2.0's messaging service enhancements will include:

*  Unified messaging
*  Remote   handset   synchronisation  with  desktop   Parallel
   Iterative Method (PIM) applications
*  GPS location-based technology
*  Higher bandwidth
*  Instant messaging
*  Voice access PIMs
*  Remote synchronisation

The additional e-commerce services will include:

*  New  end-to-end services such as personal commerce, enhanced
   travel and e-customer care
*  WAP-based lottery
*  MP3 download
*  E-wallet

Vodafone  AirTouch  believes  that  this  leading-edge  service
platform  and  mobile  portal will offer  the  most  attractive
service in a seamless fashion across geographic markets.

Vodafone AirTouch's Partners

Vodafone AirTouch is announcing today a number of major  global
partners  across the mobile internet value chain of technology,
content  and handsets.  Appendix I provides further details  on
each of these partners.

Technology Partners

Sun Microsystems, IBM and Infospace.com are synonymous with the
internet.   They are the key technology partners  for  Vodafone
AirTouch's global internet platform.

*  Sun  Microsystems and the Sun-Netscape Alliance will provide
   the  carrier-grade,  scaleable platform hardware,  operating
   system, messaging platform and professional services  needed
   to implement the platform.  Vodafone AirTouch will work with
   Sun on the Java 2 Micro Edition platform, to bring the power
   of Java to mobile devices

*  IBM  will be the systems integrator, essentially integrating
   all  of the components brought by each of the partners.   In
   addition,  IBM  will  assist with the hosting  strategy  and
   Vodafone  AirTouch  and IBM are exploring  more  partnership
   opportunities in this area

*  Infospace.com's role will be to deliver content and commerce
   services  across the world in a unified package to  Vodafone
   AirTouch's  customers.  Infospace.com will also ensure  that
   content is readily available from all mobile devices and the
   desktop

Content Partners

Vodafone  AirTouch  will  work  with  a  group  of  world-class
partners, which are still in the process of being selected,  in
order  to  create  end-to-end applications for  its  customers.
These   applications  will  combine  information,   transaction
capability  and  the power of mobility to create  high  quality
applications for Vodafone AirTouch's customers.  The  following
partners are being announced today:

*  Charles  Schwab,  the largest online broker  in  the  United
   States  and one of the largest e-commerce companies  in  the
   world,  will  bring  stock  market information  and  trading
   capability to customers

*  Sabre,   through   Sabre  Business  Travel   Solutions   and
   Travelocity.com, which is leading the way in bringing travel
   to  the internet, will combine the latest travel information
   (including  changes in flight status, such as  delays)  with
   the ability to book itineraries in real time, on the move  -
   a vital service for highly mobile customers

Handset Partners

Vodafone  AirTouch  is  focused  on  ensuring  availability  of
devices  for  the launch of new services and on the development
over  time  of  devices  that work more  effectively  with  its
networks.   Vodafone  AirTouch  will  work  with  the  industry
leaders  in  devices  to  ensure that  its  customers  have  an
attractive  set  of  equipment to use in accessing  its  mobile
internet  services on current and future generations of  mobile
networks.

*  Palm  Computing will work with Vodafone AirTouch to  combine
   the   capabilities   of  their  industry  leading   handheld
   computers   and  the  power  of  their  global   application
   developer  base  with  Vodafone AirTouch's  mobile  internet
   applications, to create a winning solution for customers

*  Ericsson  and  Nokia  will work with  Vodafone  AirTouch  to
   ensure  that  a  large volume of WAP-enabled  internet-ready
   smartphones  will be available for the July 2000  launch  of
   the  global  platform,  and  to develop  other  key  systems
   components

Over  time  these mobile device leaders will continue  to  work
with  Vodafone  AirTouch to create even more  capable  devices,
designed  to  maximise  customers'  ability  to  use  the  next
generation of mobile internet services.

Over  the  next  few months Vodafone AirTouch  is  planning  to
announce  a  number  of additional partnerships  both  for  the
architecture and the development of new services.

Vodafone AirTouch's Track Record in Technology

Vodafone  AirTouch  has  consistently  been  an  innovator   in
technology.   Examples  of  Vodafone  AirTouch's  technological
leadership are set out in Appendix II.

A key strength for Vodafone AirTouch is mobile data technology,
with  examples  including the scale of Vodafone  AirTouch's  UK
packet  radio  network,  its clear lead  in  GSM  data  through
Europolitan  and  its unmatched experience  with  CDMA  through
AirTouch.

Mobile e-commerce (m-commerce) is in its infancy. However,  the
use of e-commerce services is growing exponentially and the key
will be to offer reliability and security to both customers and
vendors.   Vodafone AirTouch believes its global platform  will
be  a  key  differentiator in this area and, most  importantly,
will  allow  it  to deliver (including Mannesmann)  48  million
proportionate customers, making the platform a very  attractive
partner for e-tailers.

Because  of  its global scale and reach, Vodafone  AirTouch  is
already using and working with technology that others are  only
now learning. This scale and innovation should enhance Vodafone
AirTouch's  competitive position in the future -  in  terms  of
delivering  new  services successfully  as  these  new  markets
develop.

Enhanced Growth From Mobile Data and Internet

Vodafone  AirTouch  believes  that  mobile  data  and  internet
represents  the biggest new growth opportunity of this  decade.
Vodafone  AirTouch expects to derive significant  increases  in
revenues  as customers take up services such as text messaging,
e-commerce,   mobile  internet  and  3G   services   (such   as
videoconferencing  and  broadband  internet  access).  Vodafone
AirTouch estimates that these services will reverse the current
declining  trend in ARPU (Average Revenue Per User),  and  will
increase  its ARPU estimates for the year to 31 March  2004  by
20% to 25%.  These significant developments highlight the power
of Vodafone AirTouch's data and internet strategy.

Further, following the combination with Mannesmann, there  will
be  significant data and internet-related revenue benefits,  in
addition   to  the  merger  synergies  quantified  by  Vodafone
AirTouch in November 1999.

Overall, these new areas of service will significantly increase
Vodafone AirTouch's growth rate alone, and in combination  with
Mannesmann.

Vodafone  AirTouch and Mannesmann Together in Mobile  Data  and
Internet

Combining  Vodafone AirTouch with Mannesmann will  enhance  the
Combined  Group's  position in the  mobile  data  and  internet
markets.  The  Combined Group will be the largest international
mobile operator, with truly global coverage.

The  Combined Group will have one of the largest customer bases
in  the world, with over 48 million proportionate customers. It
will  benefit  from  better commercial terms  and  commissions.
Further,  it  will  have the ability to  make  significant  R&D
investments  and share development risks across its operations,
thus  helping  it  to have a competitive edge in  technological
advancement.

                         Vodafone   Mannesmann   Vodafone AirTouch
                         AirTouch     (Note 1)      and Mannesmann
                                                 combined (Note 2)
                                                                  
Number of countries            24            7                  25
Number of controlled           10            4                  13
  countries
Proportionate customers        35           18                  48
  (m)
Proportionate POPs (m)        420          163                 512

Notes:
1.  Including Orange
2.  Excluding Orange

Vodafone  AirTouch  will bring Mannesmann  the  scale  that  it
currently lacks.  Today Vodafone AirTouch has:

*  An  unmatched  presence in major mobile markets  around  the
   world

*  Clear  technology  leadership in all major mobile  standards
   and applications

A strong track record of achievement in each of its markets

Those companies with scale, offering global reach and speed  to
market,  will  be  the  operators and partners  of  choice  for
potential  technology  and content partners.   As  demonstrated
today,  Vodafone  AirTouch  has  these  qualities.   Mannesmann
cannot  come close to offering either its customers or partners
the equivalent capabilities.

Enquiries:

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

Goldman Sachs International
Scott Mead
Simon Dingemans
Tel:  [phone]

Warburg Dillon Read
Warren Finegold
Mark Lewisohn
Tel:  [phone]

Tavistock Communications
Lulu Bridges
Tel:  [phone]


Words defined in the press release dated 19 November 1999 shall
have  the same meaning in this announcement unless the  context
requires otherwise.

This press release does not constitute an offer to exchange  or
sell or an offer to exchange or buy any securities.

The contents of this announcement have been approved by Goldman
Sachs  International  and Warburg Dillon Read,  the  investment
banking  division of UBS AG, solely for the purposes of Section
57   of   the  Financial  Services  Act  1986.  Goldman   Sachs
International  and  Warburg  Dillon  Read,  each  of  which  is
regulated  in the United Kingdom by The Securities and  Futures
Authority Limited, are acting for Vodafone AirTouch and for  no
one  else  in  connection  with  the  Offer  and  will  not  be
responsible   to  anyone  other  than  Vodafone  AirTouch   for
providing  the  protections afforded to  customers  of  Goldman
Sachs International or Warburg Dillon Read or for giving advice
in relation to the Offer.

The  Offer  in  the  United  States is  being  made  through  a
prospectus which is part of an effective registration statement
filed   with  the  U.S.  Securities  and  Exchange  Commission.
Mannesmann Shareholders who are U.S. persons or are located  in
the   United  States  are  advised  to  read  the  registration
statement because it contains important information relating to
the Offer.  You can inspect and copy the registration statement
relating  to the Offer and documents incorporated by  reference
therein  at the public reference facilities maintained  by  the
U.S.  Securities and Exchange Commission at 450  Fifth  Street,
N.W., Room 1024, Washington D.C. 20549. In addition, copies  of
the  US Offer Document are available from The Bank of New York,
101 Barclay Street, Lobby Window, New York, NY 10286.

For   additional   information   regarding   risks,   see   the
Registration  Statement  on  Form  F-4  and  other  reports  of
Vodafone  AirTouch plc on file with the Securities and Exchange
Commission.  Copies of these filings are available  on  request
directed  to Vodafone AirTouch, Investor Relations,  Tim  Brown
(tel: + 44 1635 682 373).

It is the responsibility of any person receiving a copy of this
announcement in any jurisdiction other than the United Kingdom,
Germany and the United States to satisfy themselves as  to  the
full observance of the laws and regulatory requirements of  the
relevant   jurisdiction,  including  the   obtaining   of   any
governmental  or  other  consent  which  may  be  required   or
observing any other formalities needing to be observed in  such
jurisdiction.  Receipt of this announcement will not constitute
an offer in those jurisdictions in which it would be illegal to
make  such an offer and in such circumstances it will be deemed
to have been sent for information purposes only.

Statements in this press release relating to future  status  or
circumstances,    including   statements    regarding    future
performance,    costs,   revenues,   cash   flows,    earnings,
divestments,  growth  and  other  trend  projections  and   the
synergistic   benefits  of  the  merger   are   forward-looking
statements. These statements may generally, but not always,  be
identified by the use of words such as 'anticipates', 'should',
'expects', 'estimates', 'believes', or similar expressions.  By
their  nature,  forward-looking  statements  involve  risk  and
uncertainty  because  they  relate  to  events  and  depend  on
circumstances that will occur in the future. There  can  be  no
assurance  that actual results will not differ materially  from
those  expressed or implied by these forward-looking statements
due  to  many  factors,  many  of which  are  outside  Vodafone
AirTouch's   control,   including   steps   that   Mannesmann's
management may take to frustrate Vodafone AirTouch's efforts to
obtain managerial control of Mannesmann, increase the costs  or
reduce  the  benefits  of the transaction,  the  triggering  of
change of control provisions in Mannesmann's licences or  other
agreements, the ability to obtain regulatory approvals  without
onerous conditions, the impact of labour disputes, the risk  of
negative  impacts  on Vodafone AirTouch's credit  ratings,  the
potential  costs, including tax costs, of divesting Orange  and
Mannesmann's  industrial  businesses, limitations  on  Vodafone
AirTouch's  ability  to  control  Mannesmann  due   to   voting
restrictions and other provisions of Mannesmann's  charter  and
German law, general economic conditions, competition, technical
difficulties  and  the need for increased  capital  expenditure
(such  as  that resulting from increased demand for usage,  new
business opportunities and deployment of new technologies)  and
the ability to realise benefits from entering into partnerships
for developing data and internet services.

Appendix I
Details of the Partners

Sun Microsystems
Since  its inception in 1982, a singular vision - 'The  Network
Is  The  Computer' (TM) - has propelled Sun Microsystems,  Inc.
(Nasdaq:  SUNW),  to  its position as  a  leading  provider  of
industrial-strength hardware, software and services that  power
the  internet  and  allow companies worldwide  to  'com'  their
businesses.  With USD 12.4 billion in annual revenues, Sun  can
be  found  in  more than 170 countries and on the  internet  at
www.sun.com.

IBM
IBM is the world's largest information technology company, with
80  years  of  leadership in helping businesses  innovate.  IBM
offers  a  wide  range of services, solutions and  technologies
that  enable telecommunications service providers and equipment
suppliers  to take full advantage of the new era of e-business.
IBM   is   uniquely   qualified   to   deliver   the   enabling
infrastructure for wireless access to enterprise  applications.
To extend e-business to wireless, IBM is exploiting its systems
integration  expertise, web hosting experience  and  e-business
application  capability providing the reliability, scalability,
global reach and security that businesses need to succeed.  IBM
can be found on the internet at www.ibm.com.

InfoSpace.com
InfoSpace.com   is   a  leading  global  internet   information
infrastructure  company.  InfoSpace.com provides infrastructure
services   to   consumers,  merchants  and  wireless   devices.
InfoSpace.com's affiliate network consists of more  than  2,100
Web  sites.  The  Company's affiliates include AOL,  Microsoft,
Disney/InfoSeek's GO Network, NBC's Snap, Lycos,  go2net  Inc.,
DoubleClick,  Dow  Jones (The Wall Street  Journal  Interactive
Edition)  and  ABC  LocalNet, among others.  In  addition,  the
Company  provides  services to a network of  wireless  internet
devices   including   PCs,  cellular  phones,   pages,   screen
telephones,  television  set-top  boxes,  online   kiosks   and
personal digital assistants.  These include relationships  with
Acer  America,  AT&T Wireless, Nokia, Nextel,  Sprint,  Mitsui,
Lucent and @Home.

Charles Schwab Corporation
The Charles Schwab Corporation, through its principal operating
subsidiary,  Charles  Schwab & Co, Inc,  is  one  of  America's
largest   financial  services  firms,  with  17,400   employees
providing  investing  services to 6.4 million  active  accounts
with  USD  663  billion in customer assets through  331  branch
offices,  four  regional  customer telephone  service  centres,
automated telephonic channels and a website.

Internationally,  the  company has  operations  in  the  United
Kingdom, Hong Kong, Canada, Cayman Islands and Japan,  and  has
recently  announced plans to enter the Australian market.   The
company  serves  Spanish speaking customers through  its  Latin
American  centre in Miami and provides Asian language  services
through  its  Asia Pacific Services unit.  For more information
visit www.schwab.com.

Travelocity.com/Sabre
Travelocity.com   is   owned  and  operated   by   Sabre   Inc.
Travelocity.com provides reservations capabilities for  95%  of
all  airline seats sold, more than 46,000 hotels, more than  50
car  rental  companies and more than 70,000 vacation  packages.
This  reservations capability is paired with access to  a  vast
database of destination and interesting information.  To  date,
Travelocity.com  has sold more than 3 million  airline  tickets
online  and,  since its launch in March 1996, the award-winning
website  has registered more than 10 million members  and  logs
more than 100 million page views per month.

Sabre  is  the global leader in applying information technology
to  meet  the needs of the travel and transportation industries
with  advanced  and  innovative technology  skills  to  deliver
progressive  solutions.  Headquartered  in  Dallas/Fort  Worth,
Texas, the company has more than 10,000 employees worldwide who
span  45  countries.  Sabre reported 1998 revenues of  USD  2.3
billion,  up 29% from 1997. Net earnings were USD 232  million,
up  16%  from  the  prior year. More information  on  Sabre  is
available  on  the Web at www.sabre.com.  Sabre and  the  Sabre
logo are registered trademarks of an affiliate of Sabre Inc.

Palm Computing
Palm  Computing, Inc., a 3Com company, is the leading  provider
of  personal companion products (IDC, May 1999), including  the
best-selling Palm III, Palm V and Palm VII series  of  handheld
computers. The Palm Computing platform is the premier  handheld
development  environment and is the foundation for the  market-
leading  handheld  computers from Palm  Computing  as  well  as
products from Palm Computing's strategic partners such as  IBM,
QUALCOMM,  Franklin Covey, Handspring and Symbol  Technologies.
Designed  to support the increasingly mobile and geographically
dispersed  nature  of  information  management,  the  company's
handheld  solutions allow people to carry their  most  critical
information  in  their  pockets. For  more  information,  visit
www.palm.com.

With  over  300  million customer connections  worldwide,  3Com
Corporation   connects   more  people  and   organisations   to
information  and  each  other in more  innovative,  simple  and
reliable  ways than any other networking company. 3Com delivers
e-Networking solutions through information access products  and
network  systems  to enterprises, small businesses,  consumers,
carriers and network service providers. For further information
visit  3Com's  Web site at www.3com.com or the  press  site  at
www.3com.com/pressbox.

3Com,  Palm  Computing,  Palm  OS and  HotSync  are  registered
trademarks  and  Palm, Palm Portable Keyboard, Palm  III,  Palm
IIIx,  Palm IIIc,  Palm V and Palm VII are trademarks  of  3Com
Corporation  or its subsidiaries. All other brands and  product
names  may be trademarks of the respective companies with which
they are associated.

Ericsson
Ericsson  is  the  leading provider in the new telecoms  world,
with  communications solutions that combine telecom and datacom
technologies with freedom of mobility for the user.  With  more
than  100,000  employees in 140 countries, Ericsson  simplifies
communications  for its customers - network operators,  service
providers,  enterprises and consumers - the  world  over.   For
further information visit www.ericsson.com.

Nokia
Nokia  is  the  leading  mobile phone supplier  and  a  leading
supplier  of  mobile, fixed and IP networks  including  related
services. An innovator in mobile internet solutions,  Nokia  is
paving  the  way  to the Mobile Information Society.   It  also
supplies  multimedia terminals and computer displays. In  1998,
net  sales  totalled  EUR  13.3  billion  (USD  15.7  billion).
Headquartered  in  Finland, Nokia is listed  on  the  New  York
(NOK),  Helsinki, Stockholm, London, Frankfurt and Paris  stock
exchanges  and employs more than 53,000 people worldwide.   For
further information visit www.nokia.com.

Appendix II
Vodafone AirTouch's Technological Leadership

Set  out  below are some examples of Vodafone AirTouch's  track
record in technological leadership.

Messaging

*  Messaging is one of Vodafone AirTouch's greatest short  term
   revenue   and   profitability  drivers.  In  December   1999
   operators  in  which Vodafone AirTouch has an interest  sent
   over  1  billion SMS messages.  Further, in various  markets
   Vodafone  AirTouch has e-mail notification via SMS operating
   currently and e-postcards in planning

*  Vodafone   AirTouch  is  now  planning  messaging   services
   including  unified messaging that combine  video,  text  and
   voice to create multimedia e-postcards

Voice-Plus Video

*  Historically  Vodafone AirTouch has led in  voice  services,
   with  the  first international roaming call in the world  in
   1991.  More recently, Vodafone AirTouch led the introduction
   of  pre-pay services, which have brought mobile telephone to
   the mass market

*  In  Japan, the centre of 3G developments worldwide, Vodafone
   AirTouch  is  testing videoconferencing  at  384  Kbits  per
   second.  In  the  UK, Vodafone AirTouch  is  conducting  the
   largest  3G trials outside Japan and is already testing  in-
   call video services
  
Desktop Applications

*  Vodafone AirTouch has always been the operator of choice for
   corporate customers and will expand in this capacity in  the
   data and internet market

*  Europolitan  is  one  of Vodafone AirTouch's  most  advanced
   properties  in this field.  It has been offering  commercial
   wireless  office services since 1998.  It already  has  over
   10,000  users  benefiting from its  mobile  office  service,
   which   offers   full  LAN  interoperability   from   mobile
   terminals.  Europolitan is also planning to launch  wireless
   internet office solutions during 2000

Information Services

*  Vodafone   AirTouch's  existing  platform  for   information
   services  already  offers  mobile access  to  sports,  news,
   weatherline and financial information

*  Vodafone  AirTouch  has already developed portal-based  text
   information services

*  Vodafone  AirTouch was the first UK operator to  demonstrate
   WAP services

*  In  Sweden, Europolitan was the first operator in the  world
   to  launch wireless internet in 1996.  In December  1999  it
   launched a WAP portal available to all customers

E-commerce

*  Vodafone  AirTouch  has  already  launched  mobile   banking
   services  in Australia with Commonwealth Bank and in  Sweden
   with PostGirot

*  Vodafone  UK's e-commerce trials programme includes  betting
   services with Mondex in France and car parking with VisaCash
   in the UK


Mobile Data Technology

*  Packet   data  services  are  part  of  Vodafone  AirTouch's
   heritage.   Vodafone AirTouch's dedicated data  networks  in
   the UK deliver over 1 billion packets per year

*  Vodafone AirTouch has demonstrated a clear lead in GSM  data
   -  both in dial-up to ISDN services and by setting the  pace
   in  the GPRS rollout.  Europolitan was the first network  to
   launch  High  Speed Circuit Switched Data services  at  43.2
   Kbits per second

*  Vodafone  AirTouch  is  a leader in CDMA  through  AirTouch.
   This experience is vital prior to the launch of 3G.  In  the
   UK,  for  example, Vodafone AirTouch is currently conducting
   the  largest  3G  trials outside Japan, in  addition  to  J-
   Phone's own trials in Japan