Bell Atlantic Mobile and Crown Castle International Team to Expand and Manage Carrier's Tower Network

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Bell Atlantic Mobile and Crown Castle International Team to
Expand and Manage Carrier's Tower Network

Companies to Form Joint Venture to Grow Wireless Tower Business

December 9, 1998


Maggie Aloia Rohr, Bell Atlantic Mobile, 908-306-7757

Ken Dennard, Easterly Investor Relations for Crown Castle International Corp.,

BEDMINSTER, N.J. and HOUSTON -- Bell Atlantic (NYSE: BEL)
Mobile and Crown Castle International Corp. (Nasdaq: TWRS) today
announced an agreement to form a joint venture company which will be
majority owned and operated by Crown Castle International ("CCIC").
The new company will own, operate, and actively advance the leasing of
space on Bell Atlantic Mobile's existing extensive network of high-quality
wireless towers throughout the country. In addition, the joint venture
company will help Bell Atlantic Mobile respond to the soaring popularity
of its DigitalChoice SingleRateSM service
by building hundreds of new towers for the carrier. Bell Atlantic Mobile
will lease back space on the towers under a global lease agreement.

The transaction, in which Bell Atlantic Mobile is expected to contribute
in excess of 1,400 existing towers, is valued at approximately $650
million. In addition, the joint venture intends to raise $180 million of
debt, the proceeds of which will be distributed to Bell Atlantic Mobile.
CCIC will own 62.3 percent and Bell Atlantic Mobile will own 37.7
percent of the new company. In addition, the agreement between CCIC
and Bell Atlantic Mobile provides CCIC with the opportunity to
significantly increase its stake after the fourth anniversary of the formation of the joint venture.

The new company will also be responsible for procuring available land
through lease or purchase, pursuing and obtaining all regulatory approvals,
and performing all related site design and construction activities. Bell
Atlantic Mobile will retain control and ownership of all shelters, cell site
equipment, facilities, and switching infrastructure.

"The formation of this joint venture will enable Bell Atlantic Mobile to
more efficiently employ capital on our core wireless operations and
should also enhance our ability to rapidly expand our geographic coverage
to our subscriber base," said Dave Benson, vice president and CFO for
Bell Atlantic Mobile. "We have made a considerable investment to build
the best engineered and highest quality wireless network and this
transaction allows us to maximize the value of our extensive portfolio of
towers. After evaluating a number of competitive proposals from
different operators, we selected Crown Castle because we believe Crown
Castle is the right partner to maintain our high network quality and to
expand the tower portfolio based on their significant operational expertise
and broad industry knowledge."

"We are proud to have been selected as the partner of choice for the
first major tower transaction in the US involving one of the most attractive
footprints available," stated Ted B. Miller, Jr., Crown Castle International
CEO. "We believe this transaction establishes Crown Castle as one of the
premier independent tower operators in the U.S. as well as world-wide.
Our analysis suggests that Bell Atlantic Mobile's significant tower clusters
are extremely well positioned for meaningful build-out and lease-up,
offering significant earnings growth potential and upside value to our
shareholders as additional operators are attracted to current and future
sites. The explosive growth of wireless communications is shifting tower
economics towards this type of infrastructure partnership in order for
carriers to cost-effectively meet the demands of their customers."

The agreements relating to the formation and operation of the joint
venture company will be included as exhibits to a Form 8-K to be filed
soon by CCIC with the Securities and Exchange Commission.

Bell Atlantic Mobile owns and operates the largest wireless network in
the East, covering 116,000 square miles, and the largest chain of retail
outlets devoted exclusively to wireless voice, data and paging. Based in
Bedminster, N.J., Bell Atlantic Mobile has 5.9 million customers and
7,500 employees from Maine to Georgia and, through a separate
subsidiary, in the Southwest. Through its "Wireless at Work..."
community service program, the company uses its technology to help
individuals and communities improve security and emergency
communications. Bell Atlantic Mobile's parent is one of the world's
largest wireless communications companies, with domestic operations in
25 states and international investments in Mexico, Europe and the Pacific
Rim. For more information on Bell Atlantic Mobile visit:; on global operations visit:

Crown Castle International Corp. is a leading provider of
communication sites and wireless network services and provides an array
of related infrastructure and network support services to the wireless
communications and radio and television broadcasting industries in the
United States and United Kingdom. After the Bell Atlantic Mobile
transaction is completed, Crown Castle International will own, operate
and manage over 2,900 communication sites. For more information visit:

This press release contains various forward-looking statements and
information that are based on management's belief as well as assumptions
made by and information currently available to management. Although
management believes that the expectations reflected in such forward-
looking statements are reasonable, it can give no assurance that such
expectations will prove to have been correct. Such statements arc subject
to certain risks, uncertainties and assumptions. Should one or more of
these risks materialize, or should underlying assumptions prove incorrect,
actual results may vary materially from those expected.

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