Regional Consortium Awards E-ZPass Bid

OMAHA, NE (April 1, 1997) --

A team led by MFS Network Technologies, a subsidiary of WorldCom,
Inc., and including The Chase Manhattan Bank, Vollmer Associates and
U.S. Public Technologies, has been awarded the bid for the
largest-ever implementation of Electronic Toll Collection and related
systems, by a Consortium of New Jersey-area toll authorities. The
eight-year project is valued at approximately $500 million. Project
management will be handled by MFS Network Technologies'
Moorestown, NJ-based subsidiary, MFS TransTech. The Regional
Consortium is comprised of five toll authorities: The New Jersey
Turnpike Authority, The New Jersey Highway Authority (Garden State
Parkway), The South Jersey Transportation Authority (Atlantic City
Expressway), The Port Authority of NY/NJ, and Delaware Department of
Transportation (DelDOT). The Consortium project is part of a larger
regional conversion to Electronic Toll Collection using the brand
name E-ZPass.

Under the agreement, MFS will serve as the prime contractor to
integrate, install and support a comprehensive communications and ITS
infrastructure providing Electronic Toll and Traffic Management
(ETTM) systems, Electronic Toll Collection (and related Automatic
Vehicle Identification systems), Violation Enforcement Systems, and a
comprehensive regional Customer Service Center operation and services
on the New Jersey Turnpike and Garden State Parkway.

The regional Customer Service Center (CSC) will also support the
South Jersey Transportation Authority (Atlantic City Expressway) and
The Port Authority of NY/NJ. MFS is completing the installation of an
ETTM system, including E-ZPass, on the Atlantic City Expressway under
a separate contract. As a member of this Regional Consortium, DelDOT
will also have the opportunity to have MFS implement E-ZPass and
other related ETTM subsystems through separate contract negotiations.
These E-ZPass implementations will be fully compatible and
interoperable with the other E-ZPass systems operating throughout
this corridor, including those currently operating in the New York
metropolitan area.

Under this contract, MFS will also design, construct and market
the excess capacity of a fiber optic telecommunications network and
infrastructure. This network will serve as the communications
platform for the ETTM, Electronic Toll Collection and CSC
(sub)systems as well as provide the foundation for future Intelligent
Transportation Systems (ITS) applications such as Advanced Traveler
Information Systems and Commercial Vehicle Operations. The Chase
Manhattan Bank will handle operation of the Customer Service Center
functions, including transaction processing and consumer/commuter
marketing.

"The MFS team presented the best, most viable overall
proposal," said Edward Gross, executive director for the New
Jersey Turnpike Authority, the lead agency in the Consortium.
"MFS has a solid reputation in project management and technology
integration. They also presented the most attractive financial
proposal."

The project will be financed by numerous revenue sources including
revenues collected from a new toll-evasion/ violation enforcement
subsystem that will be used to offset the majority of the costs
associated with the ETTM/E-ZPass implementation. As part of their
innovative financing, MFS will build and market/lease excess capacity
in the fiber optic communications network and infrastructure on an
equal and non-exclusive basis to all telecommunications/ information
service providers. Revenue from these lease agreements will further
defray overall project costs.

"We see this Consortium project as a watershed, not just in
Electronic Toll and Traffic Management, but in the areas of
telecommunications and public/private partnerships as well,"
said Kevin P. Moersch, president and CEO of MFS Network Technologies,
referring to the convergence of private sector initiatives in
telecommunications and ITS infrastructures with public sector
facilities, such as roadway Rights-of-Way. "Of the many landmark
telecommunications and ITS projects for which we have served as
systems integrator and co-development partner, this stands out as one
of the finest procurements -- led by a team of forward thinking and
proactive public officials."

"The Consortium, along with Governor Whitman and her
administration, deserve a lot of credit for bringing their dream to
reality," adds William P. Thompson, president and COO of MFS
TransTech, the division handling project management for the
implementation. "Because they (the Consortium) were willing to
think outside the box and fairly and openly consider all available
options, we were able to offer a non-traditional, financially
attractive solution that is one, if not the best, example of a real
public/private partnership anywhere."

MFS Network Technologies, a subsidiary of WorldCom, Inc., is a
leader in facilities-based systems integration for large, complex
communications systems and ITS projects. MFS Network Technologies and
MFS TransTech have to their credit numerous ITS projects around the
world. These projects include providing ETTM systems and the
associated fiber optic communications networks for: The Atlantic City
Expressway (New Jersey), the 91 Express Lanes (Los Angeles), the Ted
Williams Tunnel (Boston), E-470 (Denver), and California's nine
state-owned bridges, St. John Harbour Bridge (Canada), and toll roads
in Foshan City, China. MFS Network Technologies' and
TransTech's clients include federal, state and local government
agencies, telecommunications services companies, regional and state
transportation and transit agencies, public utilities, and private
industry in the U.S. and abroad.

WorldCom is a leading provider of integrated long distance and
local telecommunications service, offering domestic and international
voice, data, Internet, video products and services to business
customers, other carriers, and the residential market. The company
operates a nationwide digital fiber optic network in the United
States and has worldwide network capacity. Its World Wide Web address
is: http://www.wcom.com. The common and depository shares of WorldCom
trade on the Nasdaq National Market under the symbols WCOM and WCOMP,
respectively.

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