Bell Atlantic Shareowners Approve GTE Merger With More Than One Billion 'Yes' Votes

Bell Atlantic Shareowners Approve GTE
Merger With More Than One Billion 'Yes' Votes

Proposed Combination Passes Third Major Milestone

May 19, 1999

ATLANTA -- The shareholders of Bell Atlantic Corp. (NYSE:BEL) have voted
overwhelmingly to approve the company's proposed merger with GTE Corp. (NYSE:GTE).

In preliminary results announced this morning at Bell Atlantic's annual
meeting, nearly 1.009 billion shares were voted in favor of the merger, or
98.4 percent of shares voted. A simple majority of outstanding shares is
required for shareowner approval, and the favorable vote represents 64
percent of total shares outstanding.

"Today we've taken a giant step forward in our drive to create the
next great communications company," Bell Atlantic Chairman and
CEO Ivan
Seidenberg said. "The combined Bell Atlantic-GTE will start
with the right assets to be a full-fledged global communications provider,
a strong strategic position in high-growth markets, a track record of
delivering value to customers and shareowners, and a higher growth
profile. Our new company will be well prepared to benefit from the
tremendous growth opportunities that are completely transforming our
industry."

The vote marks the third major milestone in the merger process that the
companies have passed in the last two weeks. Yesterday, GTE
shareowners approved the merger with nearly 97 percent of shares voted
supporting the deal. On May 7, the U.S. Department of Justice cleared the
merger of antitrust concerns, rejecting arguments about competitive
effects raised by opponents of the merger.

Bell Atlantic and GTE announced agreement on a merger of equals on
July 28, 1998. The deal also has won the support of the AFL-CIO, the
Communications Workers of America, the International Brotherhood of
Electrical Workers, the League of United Latin American Citizens,
Rainbow PUSH Coalition, and dozens of business and community leaders
from areas served by GTE and Bell Atlantic.

Bell Atlantic is at the forefront of
the new communications and information industry. With 43 million
telephone access lines and nine million wireless customers worldwide,
Bell Atlantic companies are premier providers of advanced wireline voice
and data services, market leaders in wireless services and the world's
largest publishers of directory information. Bell Atlantic companies are
also among the world's largest investors in high-growth global
communications markets, with operations and investments in 23 countries.