News Release

Verizon Wireless To Purchase Qwest Wireless Spectrum, Network Assets

June 30, 2004

Nancy Stark
Nancy.Stark@VerizonWireless.com
908-306-6762Carey Madsen
Qwest Communications
carey.madsen@qwest.com
303-896-3265

BEDMINSTER, NJ and DENVER, CO — Verizon Wireless and Qwest Communications International Inc. today announced a definitive agreement for Verizon Wireless to purchase Qwest Wireless' assets for $418 million, increasing Verizon Wireless' capacity in key existing markets and expanding its network into new markets.

The transaction is expected to close in the fourth quarter of this year or early 2005.

The agreement includes spectrum licenses in 62 markets in 14 western and mid-western states, covering a population of 30.8 million people. These licenses, all in the 1900 MHz PCS frequency range, average nearly 10 MHz per market. The transaction also includes Qwest Wireless' network switching centers, cell sites and related network equipment, which operate on the CDMA standard, the same as the Verizon Wireless network.

Fifty-three of the licenses being purchased are in markets where Verizon Wireless already operates its network, and will be used to expand capacity to meet growing demand for voice and data services. These markets include the major cities of Phoenix, Albuquerque, Tucson, Salt Lake City, Minneapolis-St. Paul, Denver, Portland (OR), Seattle, and Omaha.

The spectrum licenses also include several new markets for Verizon Wireless, and will expand the company's network footprint, the largest in the country, to an additional 1.5 million people. These new markets include: Rochester and St. Cloud, MN; Lincoln, NE; and Longview, WA.

The definitive agreement does not include Qwest Wireless' subscriber base.

About Verizon Wireless
Verizon Wireless is the nation's leading provider of wireless communications. The company has the largest nationwide wireless voice and data network and 40 million customers. Headquartered in Bedminster, NJ, Verizon Wireless is a joint venture of Verizon Communications (NYSE:VZ) and Vodafone (NYSE and LSE: VOD). Find more information on the Web at www.verizonwireless.com. To receive broadcast-quality video footage of Verizon Wireless operations, log onto www.thenewsmarket.com/verizonwireless.  

Verizon Wireless and Qwest have signed a definitive agreement for Verizon Wireless to purchase Qwest's spectrum licenses and network assets in the following 62 markets:

Southwest
Phoenix, AZ
Tucson, AZ
Prescott, AZ
Flagstaff, AZ
Albuquerque, NM
Santa Fe, NM
Nogales, NM

West Rockies
Salt Lake City-Ogden, UT
Provo-Orem, UT
Boise-Nampa, ID
Idaho Falls, ID
Twin Falls, ID
Pocatello, ID
Lewiston-Moscow, ID
Billings, MT
Bozeman, MT
Great Falls, MT
Helena, MT
Missoula, MT
Butte, MT

East Rockies
Denver, CO
Colorado Springs, CO
Fort Collins-Loveland, CO
Grand Junction, CO
Greeley, CO
Pueblo, CO
Casper-Gillette, WY
Cheyenne, WY
Riverton, WY

Midwest
Omaha, NE
Lincoln, NE*
Fergus Falls-Alexndra, MN*
Rochester-Austin, MN*
Minneapolis-St. Paul, MN
Willmar-Marshall, MN*
St. Cloud, MN*
Sioux City, IA
Fargo, ND
Bismarck, ND
Rapid City, SD
Scottsbluff, NE*
Grand Island-Kearney, NE*

Oregon
Portland, OR
Eugene-Springfield, OR
Salem-Albany-Corvallis, OR
Bend, OR
Klamath Falls, OR
Medford-Grants Pass, OR
Roseburg, OR
Walla Walla, WA-Pendelton, OR
Coos Bay-North Bend, OR*

Washington
Bellingham, WA
Seattle-Tacoma, WA
Olympia-Centralia, WA
Longview, WA*
Spokane, WA
Bremerton, WA
Wenatchee, WA
Port Angeles, WA
Kennewick, WA
Aberdeen, WA
Yakima, WA

* New Markets for Verizon Wireless

####