Bell Atlantic and Chase Manhattan Sign Credit Card Agreement

Bell Atlantic and Chase Manhattan Sign Credit Card Agreement

August 21, 1997

NEW YORK -- A new Bell Atlantic credit card will debut next year as a

result of the agreement announced today between the telecommunications

company and Chase Manhattan Bank USA, N.A., a subsidiary of The Chase

Manhattan Corp., the nation's largest banking company.

The announcement follows on the heels of last week's merger between

Bell Atlantic and NYNEX that extended Bell Atlantic's service region

from Maine to Virginia.

Chase, which already issues the NYNEX credit card, has purchased the

Bell Atlantic(Visa( portfolio from First Omni Bank, N.A., a subsidiary

of First Maryland Bancorp. Chase will combine the two portfolios and

issue a credit card bearing the new Bell Atlantic signature early in

1998.

Terms of the agreement were not disclosed.

"We're extremely pleased with this opportunity to partner with a bank

that has strong ties throughout the new Bell Atlantic region," said

Marianne Berry, vice president of Bell Atlantic Credit Card Services.

"Chase brings financial strength and broad industry experience to the

Bell Atlantic credit card," she said. "This is a real win for our

cardmembers and one more way we can continue to give top value. I

think our product will attract many new customers when we introduce it

early next year."

Berry stressed that both NYNEX and Bell Atlantic cardmembers may

continue to use their credit cards and will see no change in billing

or services. The Bell Atlantic Visa was named a top rewards card by

Money magazine in its August issue.

"This partnership is a natural extension of our other banking

relationships with Bell Atlantic and NYNEX, prior to their merger,"

said Michael Urkowitz, Chase executive vice president.

"Chase has carefully chosen a few co-brand partners who are leaders

and innovators in their respective industries to offer our customers

the benefits of the best brands in the telecommunications, retail and

oil businesses. We want to do business with companies that are strong

national or regional firms, who have significant market share and

loyal customers. The Bell Atlantic-Chase co-branded card will be a

strong addition to our diverse selection of credit card products,"

said Urkowitz.

Urkowitz said the Bell Atlantic partnership also offers the potential

for alliances in other areas, including cellular, Internet, video and

entertainment services.

Prior to its agreement with Chase Manhattan, Bell Atlantic's Visa was

issued by First Omni Bank. This has been a successful partnership and

the decision to sell the portfolio to Chase was a mutual decision,

said Berry and Richard H. White, president of First Omni.

"First Omni has a strategic commitment to the mid-Atlantic region and

as Bell Atlantic's merger with NYNEX progressed, it became obvious

that it was time to reevaluate our agreement," White said. "Now that

Bell Atlantic has a larger footprint that extends beyond our region,

our bank would have fewer opportunities to develop banking

relationships with our credit card customers."

White said First Omni continues to have an excellent relationship with

Bell Atlantic and will handle customer service and billing on the Bell

Atlantic card until the transfer to Chase is completed in 1998.

"First Omni has played a critical role in developing the rewards

program for the Bell Atlantic card and launching the program. Their

efforts have been a major factor in the card's success and have

positioned us well for the future," added Berry.

The Bell Atlantic Visa was introduced in October 1995 and has grown to

more than 500,000 customers and $350 million in receivables. It

offers cardmembers rewards based on purchases on their credit card,

Bell Atlantic home phone services and calling card calls. Every time

cardholders earn $20 in rewards, they receive a check that can be

applied to their Bell Atlantic phone bill or Bell Atlantic Mobile

bill. Since its introduction, customers have earned more than $20

million in rewards.

At a time when other co-branded cards are pulling back and capping

their reward programs, the Bell Atlantic card has thrived, according

to Berry.

"We think we've found the right formula," she said. "Co-branded cards

are like a three-legged stool. They only stand up if everyone gets

value -- our customers, our partner bank, and Bell Atlantic. We feel

our reward program is an excellent deal for everyone and will hold up

over the long run."

Chase Manhattan, which also issues the Wal-Mart and Shell co-branded

cards, is committed to maintaining a reward program that offers strong

value. "We're making a long-term commitment to the Bell Atlantic

credit card," Urkowitz said.

The Chase Manhattan Corporation (NYSE:CMB) is the largest banking

company in the United States, with over $350 billion in assets. It is

also one of the nation's preeminent financial services companies, with

leading positions in credit cards, consumer finance, mortgage banking,

electronic commerce and investments.

First Maryland Bancorp is the holding company for First National Bank

of Maryland, Dauphin Deposit Bank, the York Bank and First Omni Bank.

Headquartered in Baltimore, First Maryland now operates 291 branches

and nearly 400 ATMs from southern Pennsylvania through Maryland and

the District of Columbia and into northern Virginia. First Maryland

currently has assets of approximately $17 billion.

The new Bell Atlantic - formed through the merger of Bell Atlantic and

NYNEX - is at the forefront of the new communications, information and

entertainment industry. With 40 million telephone access lines and

5.5 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 21 countries.