Outcome of Offer for Telecel

Vodafone Group Plc
01 April 2003

1 April 2003



                    OUTCOME OF VODAFONE'S OFFER FOR TELECEL

                   VODAFONE TO INCREASE SHAREHOLDING TO 94.4%

Vodafone Group Plc ('Vodafone') today announces the outcome of its public offer
for the outstanding shares in Vodafone Telecel-Comunicacoes Pessoais, S.A. ('
Telecel') that it did not already own (the 'Offer').  The results of the Offer
were assessed at a Special Market Session of the Euronext Lisbon which took
place today.  The acceptance period for the Offer ended on 31 March 2003.



After acquiring the Telecel shares tendered in the Offer, Vodafone will own
directly and indirectly a total of 202,972,612 Telecel shares, representing
approximately 94.4% of the share capital of Telecel and 94.6% of the total
voting rights in Telecel.  Payment of the Offer price of EUR 8.50 per share in
respect of the Telecel shares tendered will be made on 4 April 2003.



As Vodafone's shareholding exceeds 90% of the voting rights in Telecel, Vodafone
intends to exercise its rights under Portuguese law to implement a compulsory
acquisition procedure in order to acquire 100% of the shares in Telecel.
De-listing of the Telecel shares will occur automatically upon the registration
by the CMVM (the Portuguese Securities Market Commission) of the implementation
of the compulsory acquisition procedure.



For further information contact:

Vodafone Group Plc

Tim Brown, Group Corporate Affairs Director

Melissa Stimpson, Director of Group Investor Relations

Bobby Leach, Head of Group Financial Media Relations

Darren Jones, Senior Investor Relations Manager

Tel:  [phone]



Goldman Sachs International

Simon Dingemans

Tel:  [phone]



Tavistock Communications

Lulu Bridges / John West

Tel:  [phone]



Notes for editors:



n       Since 27 March 2003, Vodafone increased its shareholding in Telecel
through market purchases of 2,868,975 Telecel shares on the Euronext Lisbon,
representing approximately 1.3% of the total voting rights in Telecel, at a
price per Telecel share of EUR 8.50 or below and for an aggregate consideration
of approximately EUR 24 million.



This announcement has been issued by Vodafone Group Plc and is the sole
responsibility of Vodafone Group Plc and has been approved solely for the
purposes of Section 21 of the Financial Services and Markets Act 2000 by Goldman
Sachs International.





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