Mannesmann Rejects Acquisition Proposal

Vodafone AirTouch PLC
15 November 1999
                                                             15 November 1999
                                             
                                             
              MANNESMANN AG ('MANNESMANN')
                            

The following is the text of a press release made yesterday, 14 November
1999, by Mannesmann:

'NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO AUSTRALIA,
CANADA, JAPAN OR THE UNITED STATES


Mannesmann  rejects  unsolicited acquisition proposal  from  Vodafone
AirTouch


Mannesmann  has  received  an unsolicited acquisition  proposal  from
Vodafone  AirTouch. Mannesmann rejects this unsolicited  proposal  as
wholly  inadequate and not in the best interests of the  company  and
its shareholders.

Vodafone AirTouch proposed to exchange 43.7 Vodafone AirTouch  shares
for each Mannesmann share without cash portion.

Mannesmann  believes  that the value of this  proposal  is  extremely
unattractive for Mannesmann shareholders. Furthermore Mannesmann does
not  consider  a combination with Vodafone AirTouch as  strategically
attractive.

Mannesmann's  innovative telecommunications  strategy  and  focus  on
customers  and  control  have generated outstanding  returns  to  its
shareholders.  With the addition of Orange, Mannesmann  is  convinced
that this strategy will generate shareholder returns significantly in
excess of the value offered by Vodafone AirTouch.

Mannesmann  believes that the growth prospects of  the  shares  being
offered by Vodafone AirTouch are inferior to Mannesmann's. Mannesmann
further  believes  that  its superior growth  prospects  result  from
consistently executing its innovative Pan-European strategy combining
mobile,  fixed-line,  internet  and  broadband  communications.  This
strategy  has positioned Mannesmann as a leading European alternative
communications  operator. Vodafone AirTouch follows a very  different
strategy.

Klaus   Esser,  Executive  Board  Chairman,  commented:  'We   cannot
recommend  to  the Mannesmann shareholders to lose the future  growth
potential  they own. This unsolicited proposal puts in  jeopardy  the
value   and   principles  of  our  joint  ventures,  our  contractual
agreements  and, in particular the constructive relationship  between
Mannesmann and Vodafone AirTouch.'

Mannesmann's   Board  and  management  remain  firmly  committed   to
continuing to build upon its unique market-leading strategy.



'THIS PRESS RELEASE IS NOT BEING ISSUED IN THE UNITED STATES OF AMERICA AND
SHOULD NOT BE DISTRIBUTED TO UNITED STATES PERSONS OR PUBLICATIONS WITH A
GENERAL CIRCULATION IN THE UNITED STATES. THIS DOCUMENT DOES NOT CONSTITUTE
AN OFFER OR INVITATION TO SUBSCRIBE FOR OR PURCHASE ANY SECURITIES. IN
ADDITION, THE SECURITIES OF MANNESMANN AG WILL NOT BE OR HAVE NOT BEEN
REGISTERED UNDER THE UNITED STATES SECURITIES LAWS AND MAY NOT BE OFFERED,
SOLD OR DELIVERED WITHIN THE UNITED STATES OR TO U.S. PERSONS ABSENT FROM
REGISTRATION UNDER OR AN APPLICABLE EXEMPTION FROM THE REGISTRATION
REQUIREMENTS OF THE UNITED STATES SECURITIES LAWS.''


Enquiries:

MANNESMANN                  
Manfred Soehnlein,
Director, Media Relations

Telephone: [phone]
                            

The  members of the Management Board of Mannesmann accept responsibility  for
the information contained in this announcement.  To the best of the knowledge
and  belief  of the members of the Management Board of Mannesmann  (who  have
taken  all  reasonable care to ensure that such is the case) such information
is  in  accordance with the facts and does not omit anything likely to affect
the import of such information.