Financing Plans

Vodafone Group Plc
21 October 2002

21 October 2002

          VODAFONE ANNOUNCES FINANCING PLANS FOR CEGETEL ACQUISITIONS

Vodafone Group Plc ('Vodafone') announces today its financing plans for the
proposed acquisitions of interests in Cegetel Groupe S.A. ('Cegetel') including
details of a new €3.5bn bank term loan which matures January 2006 (the '
Facility') and which is available on completion of the acquisition.

On 16 October 2002, Vodafone and its wholly-owned subsidiary Vodafone AG
announced an agreement to acquire BT Group plc's ('BT') and SBC Communications
Inc.'s ('SBC') entire Cegetel interests for €6.3bn in cash, and a non-binding
equivalent cash offer of €6.77bn for Vivendi Universal S.A.'s ('Vivendi') 44%
interests in Cegetel.

The Facility, which has been underwritten by six Mandated Lead Arrangers and
Joint Bookrunners comprising ABN AMRO, Bank of America, Barclays Capital,
Citigroup, The Royal Bank of Scotland (the Agent) and WestLB, is available for
drawing provided pre-emption rights which Vivendi has over BT's and SBC's
Cegetel interests are either waived or expire and provided the total
consideration due in respect of the acquisitions in Cegetel exceeds €5bn.

Syndication to Vodafone's core relationship banks and other selected banks is
expected to commence in early November prior to the announcement of Vodafone's
interim results on 12 November 2002.

The drawn margin on the Facility is linked to Vodafone's credit ratings over the
term of the Facility. Fitch affirmed Vodafone's stable outlook and long term
credit ratings at A and short term credit ratings at F1 on 16 October 2002.  On
17 October 2002, Standard & Poor's affirmed Vodafone's stable outlook and long
term credit ratings at A and short term credit ratings at A1 and Moody's,
although changing Vodafone's outlook to negative, affirmed Vodafone's long term
credit ratings at A2 and short term credit ratings at P1.  Based on these
current ratings, had Vodafone drawn on the Facility as of today, the interest on
the Facility would have been EURIBOR plus 40 basis points.

If Vivendi does not exercise its pre-emption rights and accepts Vodafone's
non-binding cash offer of €6.77bn for its 44% interest in Cegetel, Vodafone
would pay €13.07bn in cash to increase its interest in Cegetel to 100%.  In
addition to the €3.5bn Facility, Vodafone currently has over €8 billion of cash
available and, in the event it purchases all remaining interests in Cegetel,
expects to raise further funding using its existing US dollar and Euro
commercial paper programmes, which are supported by an undrawn $11.025bn
revolving credit facility. Vodafone currently has approximately €3bn of total
commercial paper outstandings.

Vodafone does not need to raise funds in the bond markets to finance these
acquisitions.  On 18 October 2002, Vodafone cancelled $174m of its $1,750m
February 2005 dollar bond that had previously been repurchased.



Notes to Editors

Vodafone's core relationship banks are the 35 participants of the existing
$11.025bn revolving credit facility.



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]

Tavistock Communications

Lulu Bridges/John West

Tel:  [phone]




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