Formation of Joint Venture

Bellsouth Corporation
23 February 2000


MEDIA CONTACTS:
David Sutton                                  Erik Curren
BellSouth                                     The Horn Group (for Commerce One)
404/285-3241                                  415/905-4014
[e-mail]                    [e-mail]

Monica Hildebrandt                            Ken Chardos
BellSouth                                     GCI Group (for BellSouth)
404/927-7421                                  404/870-3844
[e-mail]       [e-mail]

                 BELLSOUTH AND COMMERCE ONE LAUNCH JOINT VENTURE
                      TO BUILD GLOBAL INTERNET MARKETPLACE
                         FOR TELECOMMUNICATIONS INDUSTRY

        -JV Marks Industry's First Business-to-Business Trading Community
                               for Global Telcos -

ATLANTA AND WALNUT CREEK, CALIFORNIA, Feb. 23,2000 - BellSouth (NYSE: BLS) and
Commerce One (Nasdaq: CMRC) today announced a memorandum of understanding to
form a joint venture that will develop an Internet marketplace for procurement
in the burgeoning telecommunications industry. The companies expect to sign a
definitive agreement next month. The aim is to create an open electronic
exchange to link buyers and sellers of goods and services across the
telecommunications industry throughout the world.

Both BellSouth and Commerce One will hold minority stakes in the new company.
All telecommunications providers and supporting industry partners will be
encouraged to join the new exchange. A majority of the equity will be held and
earned by as many as six to seven major telecommunications industry partners who
will be anchor tenants of the exchange. Anchor partners will earn equity based
on their level of activity across the exchange and will share the responsibility
for establishing the new company's strategic direction. An equity set-aside will
also be established for an independent management team.

'BellSouth truly understands the power and potential of global, electronic
trading communities,' said Mark Hoffman, president and CEO of Commerce One.
'They are doing the right things both internally and externally to legitimately
declare leadership status as an e-business enabler. Our leadership in e-commerce
combined with BellSouth's tremendous operational expertise and e-business
commitment add a major new marketplace to the Commerce One Global Trading Web.'

The exchange will initially offer procurement management functionality,
reporting and analysis capabilities. The exchange will support BellSouth's
overall strategy aimed at transforming its $16 billion global supply chain and
reducing ongoing costs by $1 billion over the next two to four years. BellSouth
and its affiliated companies plan to implement the Commerce One Solution(TM) to
automate purchasing of goods and services throughout the company. The new online
marketplace is scheduled to go live during the second quarter of 2000, with
staffing from BellSouth, Commerce One and other partner companies.

'Our strategy with this initiative is based on collaboration throughout the
industry's supply chain,' added Pat Shannon, president, BellSouth Exchange
Services. 'We will start by building an electronic marketplace for the
procurement of goods and services across the telecommunications industry. Over
time we will add additional supply chain functionality that will result in
further efficiencies and added value to users of the exchange, and new revenue
streams for its partners.'

In addition to its supply chain initiatives, BellSouth is enabling its customers
to enjoy the benefits of e-commerce. BellSouth previously announced the
development of an Internet trading community for small businesses throughout
BellSouth's nine-state region, based on the Commerce One MarketSite portal.
BellSouth will offer a web-enabled application allowing small business customers
access to global markets as both buyers and sellers. BellSouth's 1.2 million
small business customers generate revenue in excess of $1.3 trillion annually
and procure over $200 billion in goods and services. The Internet-based trading
community for small businesses is scheduled for launch this quarter.

Today's announcement is a natural extension of the work that Commerce One has
been doing with BellSouth and other major corporations around the world, and
represents a major initiative in BellSouth's integrated supply chain, purchasing
and overall e-business strategy. Commerce One has built similar
business-to-business e-commerce exchanges for the automotive industry, the
petroleum industry and the information technology industry. The announcement
today with BellSouth represents the first business-to-business trading community
to be developed solely for the global telecommunications industry.

About Commerce One

Commerce One is the leader in global e-commerce solutions for business. Through
its products, portals and services, Commerce One creates access to worldwide
markets, allowing anyone to buy from anyone, anytime, anywhere. The Commerce One
Global Trading Web is the world's largest business-to-business trading
community. Comprised of many open e-marketplaces running on the Commerce One
MarketSite portal solution, the Global Trading Web provides unprecedented
economies of scale for buying organizations, suppliers and service providers
worldwide. Commerce One is located in Walnut Creek, Calif., and can be reached
by phone at [phone] or [phone] or via the Internet at
http://www.commerceone.com/.

About BellSouth

BellSouth (NYSE: BLS) is a $25 billion communications services company. It
provides telecommunications, wireless and wireless long distance communications,
Internet and data services, advertising and publishing, and video and
entertainment services to nearly 37 million customers in 20 countries worldwide.

NOTE: For more information about BellSouth, visit our Web page at
http://www.bellsouth.com/.


Commerce One, BuySite, BuySite Enterprise Edition, BuySite Hosted Edition and
MarketSite are either trademarks or registered trademarks of Commerce One. Other
product and company names mentioned herein might be the trademarks of their
respective owners.