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Panafon Hellenic Tel (PFHD)

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Tuesday 25 July, 2000

Panafon Hellenic Tel

Strategic Merger

Panafon Hellenic Telecom Co S.A.
25 July 2000


     STRATEGIC MERGER OF PANAFON EMPORIKI AND UNIFON
                            
The  Boards  of  Panafon  Emporiki  S.A  and  Unifon  S.A
announce that they have decided unanimously to propose to
shareholders  that  the  two  companies  merge  under   a
corporate scheme whereby Unifon will acquire the whole of
the  issued  share capital of Panafon Emporiki.  The  new
company    will    become   Panafon's   largest    mobile
communications service provider and will provide  a  full
range of Panafon's Internet products and services as well
as multimedia services.

The  new  company  will  own an  extensive  and  national
distribution network of retail outlets trading under  the
name   'e-motion',  and  will  have   the   largest   and
strategically  most  significant  network  of   corporate
customers.   It   will  capitalise  upon   the   existing
management   skills,   capital,  management   information
systems, and human resources of both companies.  It  will
continue  to provide and promote products and information
services  through its 'e-motion' retail  chain  targeting
the small office - home office supplies market.

Following  the completion of valuation procedures,  legal
requirements  from the necessary authorities (Competition
Committee,  BOD  of  Athens Stock Exchange,  Ministry  of
Development etc) and the necessary approvals  from  the
two  company's  shareholders, the new company's  revenues
will  exceed  GRD 200bn per annum and will be responsible
for  managing  more than 2/3 of Panafon's total  customer
base which exceeds 1.9 customers.

Panafon has undertaken a full review of the opportunities
that   will  result  from  the  liberalisation   of   the
telecommunications market at the end of this year.   This
strategic  merger  reflects the results  of  this  review
which   highlights   the   importance   of   an   overall
geographical spread and strong corporate ventures.

The  exact shareholdings will be decided upon the receipt
and evaluations of independent external auditors. The new
company  Board  of Directors will include  representation
from Unifon's main shareholders:  Mr P. Marinopoulos,  D.
Palaiologos and T. Fessas who will continue  to  play  an
active role within the Company.

This strategic move aims to strengthen Panafon's position
as  the  leader  in  Greek  telecoms  market  by  further
developing its commercial network and expanding the  wide
variety  of products and the quality of services  offered
to its customers.


Note:

Panafon  currently  owns 100% of  the  share  capital  of
Panafon Emporiki and has a 19.01% shareholding in Unifon.
The final structure of the merger and further details  of
the transaction will be announced in due course.

Unifon is listed in the Athens Stock exchange since  June
1999,   and  is  trading  under  the  following  symbols:
Bloomberg: UFON GA, Reuters: UNIr.AT


Contact:

George Stefanopoulos,
Panafon Group Investor Relations Executive,
Tel: +301 6160061
[email protected], website www.panafon.gr

Lulu Bridges
Tavistock Communications
Tel:  +44 20 7600 2288

Nicolas Bornozis
Capital Link
Tel: + 1 212 661 7566


Notes to Editors:

1.Panafon's  shares are quoted on  the  Athens  Stock
  Exchange  and  its GDSs are quoted on the London  Stock
  Exchange.  The shares began trading on Monday 7 December
  1998.

2.   Panafon has 512, 500,000 shares in issue.

3.   Panafon is a shareholder in:
     Panafon Emporiki (previously Panavox)100.00 per cent
     Panafon Services                     100.00 per cent
     Radio Korassidis Telecom              26.11 per cent
     Unifon                                19.01 per cent (listed
                                           on the ASE)
     Mobitel                               25.01 per cent
     Ideal Telecom                         51.00 per cent (following          
                                           completion of all
                                           legal procedures)
     
4.Panafon  was  awarded a licence to  operate  a  GSM
  network  in Greece for a period of 20 years  in  August
  1992.  The network commenced operations on 1 July 1993.

5.   Panafon's shareholding structure is as follows:
     Vodafone AirTouch Plc         55 per cent
     France Telecom                 3 per cent
     Intracom S.A.                 10 per cent
     Free float                    32 per cent

PANAFON listings:
Shares:  Athens SE, Reuters PANr.AT. Bloomberg  PANF  GA.
Nominal  value GRD 100. ISIN GRS 307 333 005.  SEDOL  556 0349.
GDRs:  LSE . Reuters PANq.L. Bloomberg PFH GR,  PFHD  LI.
ISIN US 6981 132 060. SEDOL 556 0361.
Rule  144A: Bloomberg Nasdaq 2250Q US. ISIN US  6981  131 070. SEDOL 230 2629
Indices:  FTSE/ASE  20, FTASE, 3.267%. Bloomberg  Europe,
BE500, .140%.
BBG  Eur  Telecom,  BETELES,  1.190%.  BBG  Europ  Techn,
BETECH, 1.237%.


                                                                            

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