Bell Atlantic, BET to Jointly Market Telecommunications Services

Bell Atlantic, BET to Jointly Market Telecommunications Services

Market Test Targets African American Consumers

May 21, 1998

WASHINGTON -- Bell Atlantic and BET Holdings, Inc. (BET), owners
and operators of Black Entertainment Television, plan to test market
packages of telecommunications services to respond to the growing needs
of African American consumers.

The alliance is designed to help Bell Atlantic continue its outreach to the
African American community and to extend BET's brand name to the
telecommunications marketplace.

"We are constantly looking for imaginative ways to serve customers," said
Bruce Gordon, group president - retail for Bell Atlantic. "This is another
example of how we'll use our marketing creativity to win loyalty in this
important community."

"This is an innovative, first-of-its-kind arrangement between BET and a
local telephone service provider," said Robert L. Johnson, founder,
chairman and CEO of BET Holdings, Inc.

The companies signed a letter of intent yesterday, and representatives will
meet shortly to determine the locations and duration of the trial and the
services to be marketed. The trial will include a number of Bell Atlantic's
optional services, and may include cellular, paging, voice mail and Internet
access. The services will be sold through Bell Atlantic Plus, a subsidiary
based in Arlington, Va.

"Customers like to purchase packages of services that simplify their busy
lives," said Bell Atlantic Plus President and CEO Mary Ellen Payne. "We
intend to offer some unique combinations of telecommunications products
to meet those needs."

Under terms of the agreement, Bell Atlantic will be responsible for taking
sales orders and providing back-office support, and will be able to use the
BET brand name in its advertising and promotional activities and material.
BET will assist Bell Atlantic in marketing these services to consumers in
the Bell Atlantic region.

"This is another impressive dimension to Bell Atlantic's firm and long-
standing commitment to diversity," said Bell Atlantic Chairman and CEO
Raymond W. Smith. "I am especially proud of this agreement and of our
ongoing ability to respond to the diversity of our customers."

"The strength of the BET brand, combined with the telecommunications
expertise of Bell Atlantic, will create a package of distinctive products and
services which serve the needs of African American consumers," Johnson
added.

In recent years, Johnson began leading an effort to use business alliances to
leverage the BET brand to new products and services. Simultaneously,
Gordon began exploring creative ways to heighten Bell Atlantic's visibility
within the African American community and other diverse markets.

"This is a good fit," Gordon said. "It establishes a relationship alliance
with one of the nation's premier African American businesses. We will be
able to combine our knowledge and expertise about the African American
market to meet its growing telecommunications needs. I look forward to
expanding our relationship going forward."

Bell Atlantic -- formed through the merger of Bell Atlantic and NYNEX --
is at the forefront of the new communications and information industry.
With 41 million telephone access lines and 6.7 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 22
countries.

BET Holdings, Inc. is a multi-media entertainment company, publicly
traded on the New York Stock Exchange (NYSE:BTV). BET is the first
national cable targeted network targeted toward African American
consumers and is currently seen in nearly 54 million cable households
nationwide according to Nielsen media research.

Recognized for the second consecutive year by Forbes magazine as one of
"America's Best Small Companies," BET Holdings, Inc. also owns and
operates BET on Jazz: The Cable Channel™; BET Movies/STARZ3; BET
Action Pay Per View; BET International™; Emerge and BET Weekend
magazines; BET SoundStage Restaurants; MSBET, an Internet based joint
venture with Microsoft Corp.; and a BET-branded Visa card through BET
Financial Services, a joint venture with Chevy Chase Bank.

Recently, BET Holdings, Inc. introduced a new men's clothing line called
EXSTO XXIV VII from the BET Design Studio, and has joint ventures
with Walt Disney Resorts to open BET SoundStage Club at Disney's
Pleasure Island in Orlando, Florida in June of 1998 and a BET SoundStage
hotel and casino in Las Vegas with Hilton Hotels.