ADSB Telecommunications Reaches Agreement With Belgian State on Belgacom IPO.

Business Editors/High-Tech Writers

SAN ANTONIO--(BUSINESS WIRE)--Oct. 2, 2003

Earlier today, ADSB Telecommunications B.V., of which SBC Communications (NYSE:SBC) directly owns 35 percent, announced that it has entered into an agreement with the Belgian State and Belgacom S.A. to proceed with the preparations for a potential Initial Public Offering ("IPO") of Belgacom S.A., the leading provider of telecommunications services in Belgium.

ADSB owns 50 percent less one share of Belgacom and is a consortium of SBC Communications, TDC A/S (33 percent ownership), Singapore Telecommunications (27 percent) and a group of Belgian financial investors (5 percent). Also, SBC owns 41.6 percent of TDC 

As a part of the agreement, ADSB will have the exclusive right from Jan. 1, 2004 until July 31, 2005, subject to certain restrictions, to sell shares in an initial public equity offering of Belgacom. As a condition to the IPO and related transactions and subject to enabling legislation, Belgacom will transfer to the Belgian State the significant liabilities related to its statutory pension plan, proceeds from the sale of pension assets and cash sufficient to fully fund the obligations. This transfer is valued at EUR 5.0 billion and is expected to occur prior to Dec. 31, 2003. The transfer, along with certain other transactions contemplated as part of the IPO, are expected to result in a one-time charge to the equity income of ADSB of between EUR 275 million and EUR 375 million, determined on a U.S. GAAP basis.

Additionally, the agreement calls for Belgacom to offer to buy back from ADSB before year end 2003 approximately 6 percent of the Belgacom shares ADSB holds (representing approximately 3 percent of the Belgacom shares outstanding).

This does not constitute an offer of securities for sale in the United States, Belgium or elsewhere. Any securities offered will not be and have not been registered under the U.S. Securities Act of 1933 and may not be offered or sold in the United States or to U.S. persons absent registration or an applicable exemption from the registration requirements.

Cautionary Language Concerning Forward-Looking Statements Information set forth in this news release contains financial estimates and other forward-looking statements that are subject to risks and uncertainties. A discussion of factors that may affect future results is contained in SBC's filings with the Securities and Exchange Commission. SBC disclaims any obligation to update or revise statements contained in this news release based on new information or otherwise. SBC Communications Inc. (www.sbc.com) is one of the world's leading data, voice and Internet services providers. Through its world-class networks, SBC companies provide a full range of voice, data, networking and e-business services, as well as directory advertising and publishing. A Fortune 30 company, SBC is America's leading provider of high-speed DSL Internet Access services and one of the nation's leading Internet Service Providers. SBC companies currently serve 56 million access lines nationwide. In addition, SBC companies own 60 percent of America's second-largest wireless company, Cingular Wireless, which serves 23 million wireless customers. Internationally, SBC companies have telecommunications investments in 25 countries.