The New Bell Atlantic Opens for Business

The New Bell Atlantic Opens for Business

Company to Focus on Customers, Growth, Innovation

August 15, 1997

NEW YORK, -- The new Bell Atlantic (NYSE:BEL) opened

for business today with a commitment to growth, innovation, superior

customer care and greater consumer choice in local and global

telecommunications.

The merger of Bell Atlantic and NYNEX became effective late yesterday,

following approval by the Federal Communications Commission (FCC).

The $25.6 billion merger brings together two companies with sustained

double-digit earnings growth, strong demand in their core businesses

and bright prospects for growth in new markets.

"Today marks the dawn of a dynamic company that has the market

reach, financial resources and customer focus to compete and win

in the most exciting industry in the world," said Bell Atlantic

Chairman and CEO Raymond W. Smith. "The new Bell Atlantic

will better anticipate and respond to market needs through product

innovation and forward-thinking solutions. At the same time, we

will realize the cost efficiencies inherent in this merger and

attain greater overall growth in earnings and shareholder value

than either company could have achieved separately.

"Bell Atlantic has strengthened its position as a leader

in the global telecommunications marketplace. Our opportunities

today range far beyond our traditional regional borders. It will

be my challenge as chairman and CEO -- and Ivan's when he takes

my place -- to make the most of them."

Ivan Seidenberg, the former NYNEX chairman who is now Bell Atlantic's

vice chairman, president and chief operating officer, said, "Now

that the merger is official, it's time to roll up our sleeves

and begin delivering the benefits to our customers and our investors.

We will be a leader in the global marketplace and we will remain

firmly committed to the people in the communities we have always

served. We will always work to be our customers' first choice

-- no matter where they are -- for their communication and information

needs."

Seidenberg will become chief executive officer of the new company

by August 1998 and chairman of the board upon Smith's retirement

at the end of 1998.

Smith and Seidenberg have scheduled a full day of activities on

the first day of the new Bell Atlantic, meeting with employees

at various work locations and unveiling the new Bell Atlantic

logo at the company's world headquarters at 1095 Avenue of the

Americas in midtown Manhattan. Other senior managers will participate

in celebrations with the company's more than 140,000 employees.

Relationship with Customers Is Key to Company's

Success

With operations and investments in 20 countries as well as key

markets in the United States, the new Bell Atlantic is among the

world's major providers of wireline and wireless communications

and information services.

Bell Atlantic subsidiaries serve 39 million telephone lines in

13 eastern states, from Maine to Virginia, and the District of

Columbia. This region includes nearly one-quarter of the U.S.

population and is by almost any measure the world's richest communications

and information marketplace. Located within the region are Wall

Street, the nation's capital, the nation's major media and the

headquarters of one-third of the Fortune 500 as well as

hundreds of other corporations, universities, research centers

and other information-intensive industries. Major cities in the

region include New York City, Boston, Philadelphia, Pittsburgh,

Baltimore and Washington, D.C.

Growth Opportunities Abound

The local market for communications services is growing at an

unprecedented rate as residential and business customers require

more access lines, advanced network and wireless services and

higher bandwidth for data transport.

"The new Bell Atlantic serves the world's largest, most sophisticated

communications market," said Smith, "and demand for

advanced services across our region will continue to fuel robust

growth in our core business and new markets." Smith noted

that Bell Atlantic already has more ISDN (Integrated Services

Digital Network) lines in service than any other U.S. communications

company.

Seidenberg added, "Our combined market presence, advanced

network and highly skilled employees will help jump-start our

entry into new markets in our home territory, including long distance,

data connectivity, Internet access and video."

Building on a year of success in maintaining and improving service

quality while meeting unprecedented demand, Bell Atlantic will

further intensify its focus on customer care.

The company expects to invest approximately $5 billion in 1997

to maintain quality and add new capabilities to its U.S. wireline

network.

"In a competitive telecommunications marketplace, we must

win our customers every day," said Seidenberg. "We make

more than 100 million customer contacts each year, and each one

is an opportunity to show the people we serve that we will do

the job for them."

Bell Atlantic will offer in-region long distance service as soon

as possible. The company is well positioned to apply for approval

to offer this service, as demonstrated by the commitments to local

competition made in the merging companies' July 19 filing with

the FCC.

In-region long distance is a $20 billion opportunity for the combined

company, with 45 percent of all long distance calls made within

the 13 states and Washington, D.C., originating and terminating

in its region. "We aim to capture at least 25 percent of

the long distance market in our region over the next five years,"

Seidenberg added.

Seidenberg also noted that Bell Atlantic's domestic customers

account for approximately 35 percent of all U.S. international

calls. "Because we serve the Eastern Seaboard, we are extraordinarily

well positioned to meet customers' needs for global connectivity,"

he said.

"The bottom line," Seidenberg said, "is that this

merger means a more competitive company -- and that's good news

for our customers, employees, shareowners and the communities

we serve."

New Businesses, Global Opportunities

Bell Atlantic is also one of the world's largest investors in

wireless communications, international wireline telecommunications

and information services.

Bell Atlantic and NYNEX have jointly operated a wireless communications

company since July 1995, which today will begin operating as Bell

Atlantic Mobile. Smith noted, "The success of Bell Atlantic

Mobile is an example of what the newly merged company can

accomplish with a unified strategy, single brand name and more

efficient operating structure."

Bell Atlantic Mobile and PrimeCo Personal Communications, Bell

Atlantic's PCS partnership, have wireless operations in 14 of

the top 20 markets, covering the East Coast and areas in the South,

Southwest and Midwest, including Chicago. Bell Atlantic also oversees

some of the world's fastest-growing wireless businesses, including

partnerships in Mexico, Italy, the Czech and Slovak republics,

Greece and Indonesia.

Bell Atlantic also has stakes in successful international wireline

ventures, including Telecom Corporation of New Zealand, Cable

& Wireless Communications, TelecomAsia and FLAG, the world's

longest undersea fiber optic cable.

In addition, Bell Atlantic's Information Services Group is the

world's largest provider of directory information, publishing

600 Yellow Pages editions and Big Yellow^SM, the leading

on-line shopping directory. Bell Atlantic also has major initiatives

in Internet solutions and electronic commerce.

New Shares Issued, New Board Elected

In accordance with the terms of the merger,

NYNEX shareowners receive 0.768 of a share of Bell Atlantic common

stock in exchange for each share of NYNEX common stock currently

owned and, pending board approval, the Bell Atlantic quarterly

dividend rate is expected to increase from $0.74 to $0.77 per

share with the next quarterly dividend in November. As a result,

former NYNEX shareowners' dividend payments will be equivalent

to what they would have received from the historic NYNEX quarterly

dividend of $0.59 per share.

The new Board of Directors, elected yesterday, is composed of

11 former directors or officers of NYNEX and 11 members of Bell

Atlantic's pre-merger board.

In addition to Smith, Seidenberg and 16 outside directors, board

members include:

• Lawrence T. Babbio, Jr., president and CEO - Network Group

  and chairman - Global Wireless Group.

• James G. Cullen, president and CEO - Telecommunications Group.
• Frederic V. Salerno, senior executive vice president and chief

  financial officer.

• Morrison DeS. Webb, executive vice president - External Affairs

  and Corporate Communications.

A list of the outside directors of the corporation is attached.

Bell Atlantic currently has a program authorizing the repurchase

of up to $1 billion of its common stock during the two-year period

ending Dec. 31, 1997. Authorization remains under this program

to repurchase up to approximately 10 million shares at the current

price level. The new Bell Atlantic will follow pooling-of-interest

accounting rules in repurchasing shares of its common stock, which

means that the corporation plans to repurchase no more than approximately

35 million shares during the two years following

the consummation of the merger.

NOTE: This press release contains statements

about expected future events and financial results that are forward-looking

and subject to risks and uncertainties. For those statements,

we claim the protection of the safe harbor for forward-looking

statements contained in the Private Securities Litigation Reform

Act of 1995. Discussion of factors that may affect future results

is contained in our recent filings with the Securities and Exchange

Commission.

EDITORS:

• Photo opportunities at our work sites in New York and other

  events scheduled today can be arranged by calling 212-395-0500.

• Smith and Seidenberg will unveil the new Bell Atlantic logo

  at 11 a.m. today in front of the company's headquarters at 1095

  Avenue of the Americas (at 42nd Street).

• A news conference with Smith and Seidenberg will be held in

  the lobby of the building at 11:15 a.m. The dial-in number for

  the press conference is 800-821-1449.

• The news conference will be broadcast live on the Internet

  through Bell Atlantic's Web site <http://www.bellatlantic.com/new>.

  To access, viewers will need a Netscape browser and a 28.8 Kbps.

  or faster modem. Viewers also will need the plug-in RealPlayer

  4.0, which can be downloaded from <http://www.real.com>

  or by linking from Bell Atlantic's Web site.

• A video news release that includes footage from today's events

  and B-roll of the merged companies' operations will be available

  via satellite feed from 1:00-1:15 p.m. New York City time. The

  coordinates are: Galaxy 4, Transponder 22, Audio 6.2/6.8.

# # #

THE NEW BELL ATLANTIC

PROFILE

1996 Financial Data (unaudited pro forma)

Total Assets $53.3 billion

Operating Revenues $29.2 billion

EBITDA $11.4 billion

Net Income $3.4 billion

Earnings per Share $4.40

Weighted Average Shares Outstanding 773.3 million

Shareowners 1.3 million

Debt Ratio 58.7%

Domestic Network Capital Expenditures:

Wireline Network Facilities $4.9 billion

Wireless Network Facilities $935 million

1996 Fortune 500 Rank 23rd

Statistical Data (as of 6/30/97)

Employees 141,600

States Served: Wireline 13 (and D.C.)

States Served: Wireless 19 (and D.C.)

Nations With Bell Atlantic Operations or Investments 21

Domestic Access Lines 39.0 million

Domestic Wireless Customers* 5.0 million

ISDN Lines In Service 386,000

Worldwide Access Lines* 39.9 million

Worldwide Wireless Customers* 5.5 million

Worldwide Wireless POPs* 173 million

Worldwide Video Subscribers* 148,000

Worldwide Directories Distributed 80 million

On-Line Directory Visits Per Month 1.8 million

* includes proportionate share of partnerships and

joint ventures

# # #

Outside Board Members:

Richard L. Carrion

President and Chief Executive Officer

Banco Popular de Puerto Rico

Lodewijk J.R. de Vink

President and Chief Operating Officer

Warner-Lambert Company

James H. Gilliam, Jr.

Executive Vice President and General Counsel

Beneficial Corporation

Stanley P. Goldstein

Chairman of the Board and Chief Executive Officer

CVS Corporation

Helene L. Kaplan

Of Counsel

Skadden, Arps, Slate, Meagher & Flom LLP

Thomas H. Kean

President, Drew University

Former Governor of New Jersey

Elizabeth T. Kennan

Retired President

Mount Holyoke College

John F. Maypole

Managing Partner

Peach State Real Estate Holding Company

Joseph Neubauer

Chairman, President and Chief Executive Officer

ARAMARK Corporation

Thomas H. O'Brien

Chairman and Chief Executive Officer

PNC Bank Corporation

Eckhard Pfeiffer

President and Chief Executive Officer

Compaq Computer Corporation

Hugh B. Price

President and Chief Executive Officer

National Urban League, Inc.

Rozanne L. Ridgway

Co-chair, The Atlantic Council of the United States

Former Assistant Secretary of State for Europe and Canada

Walter V. Shipley

Chairman of the Board and Chief Executive Officer

The Chase Manhattan Corporation

John R. Stafford

Chairman of the Board, President and Chief Executive Officer

American Home Products Corporation

Shirley Young

Vice President, China Strategic Development

General Motors Corporation