Transcomm Offer Closed

BT Group PLC
13 April 2004


BT GROUP PLC

OFFER FOR TRANSCOMM PLC
Not for release, publication or distribution in or into the USA, Canada or
Japan.

FOR IMMEDIATE RELEASE
13 April 2004

                         British Telecommunications plc
                             Recommended cash offer
                                      for
                                 Transcomm plc
                       Compulsory acquisition procedures


On 15 March 2004 British Telecommunications plc ("BT") announced that the Offer
had become unconditional in all respects.  By 3.00 p.m. on 13 April 2004 valid
acceptances of the Offer had been received in respect of a total of 97,737,688
Transcomm Shares, representing approximately 93.91 per cent. of the issued share
capital of Transcomm.  The Offer is now closed and is no longer available for
acceptance.

Having received valid acceptances for the Offer in respect of over 90 per cent.
in value of the Transcomm Shares to which the Offer relates, BT intends to give
notice to those Transcomm Shareholders who have not accepted the Offer that it
will compulsorily acquire their Transcomm Shares by applying sections 428 to
430F of the Companies Act.

On 23 January 2004, BT announced that it had received irrevocable undertakings
to accept the Offer in respect of 49,652,107 Transcomm Shares, representing
approximately 48.3 per cent. of the issued share capital of Transcomm.

Neither BT, nor any person acting, or deemed to be acting, in concert with BT
for the purpose of the Offer owned, or controlled, any Transcomm Shares or any
rights over any Transcomm Shares immediately prior to the commencement of the
Offer Period.  Neither BT, nor any person acting, or deemed to be acting, in
concert with BT for the purposes of the Offer has acquired or (other than
pursuant to the Offer) agreed to acquire any Transcomm Shares or (save for the
irrevocable undertakings to accept the Offer referred to in the announcement by
BT on 23 January 2004) any rights over any Transcomm Shares during the Offer
Period. None of the valid acceptances referred to above have been received from
persons acting in concert with BT.

Words and expressions defined in the offer document dated 7 February 2004 have
the same meaning in this announcement, unless the context requires otherwise.


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

PricewaterhouseCoopers LLP, which is authorised and regulated in the United
Kingdom by the Financial Services Authority for designated investment business,
is acting exclusively for BT Group plc and British Telecommunications plc and
for no one else in relation to the Offer and will not be responsible to anyone
other than BT Group plc and British Telecommunications plc for providing the
protections afforded to clients of PricewaterhouseCoopers LLP or for giving
advice in relation to the Offer or any other matter referred to in this
document.



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