Consent Solicitation Commences Relating to AT&T Wireless Services, Inc. Senior Notes



REDMOND, WA. And ATLANTA -/August 19, 2004 - Wi-Fi Technology News/- A solicitation of consents to certain indenture amendments relating to AT&T Wireless' Senior Notes, in connection with the previously announced acquisition of AT&T Wireless (NYSE: AWE) by Cingular Wireless, commenced today. The consummation of the acquisition of AT&T Wireless is not conditioned on the success of the consent solicitation. Citigroup Global Markets Inc. will act as Solicitation Agent.

The proposed amendments, requested by Cingular Wireless, would clarify that, after the acquisition, AT&T Wireless, as well as any guarantor or co-obligor of the Senior Notes, and their respective successors, may convert to and exist as any organizational form in addition to a corporation (e.g., limited partnership, limited liability company, etc.).
In addition, the proposed amendments with respect to the notes issued under the 2002 indenture will permit financial and other reports of Cingular Wireless LLC (which will become a guarantor or co-obligor of the Senior Notes upon the consummation of the acquisition) or any other guarantor or co-obligor of the Senior Notes to be provided to holders of the notes issued under the 2002 indenture in lieu of financial and other reports of AT&T Wireless (or any successor to AT&T Wireless) as would be permitted by the rules of the Securities and Exchange Commission.

The consent solicitation is being made with respect to the $1,000,000,000 7.350% Senior Notes due 2006, $3,000,000,000 7.875% Senior Notes due 2011, $2,500,000,000 8.750% Senior Notes due 2031, $250,000,000 6.875% Senior Notes due 2005, $750,000,000 7.500% Senior Notes due 2007 and $2,000,000,000 8.125% Senior Notes due 2012, upon the terms and subject to the conditions set forth in a consent solicitation statement and consent form to be distributed to all holders of record of the AT&T Wireless Senior Notes on August 18, 2004, which is the record date for the consent solicitation. The consent solicitation will expire at 5:00 p.m., New York City Time, on September 1, 2004, unless extended by AT&T Wireless at the request of Cingular.

Promptly following, and subject to, the consummation of the acquisition, and so long as supplemental indentures reflecting the proposed amendments are effective at such time, AT&T Wireless will make consent payments of $1.00 for each $1,000 of the principal amount of the Senior Notes to holders who have properly granted their consents. The consent must be in effect at the expiration of the consent solicitation in order for a holder to receive payment. If the acquisition of AT&T Wireless is not consummated, no consent fees will be paid to any holders. Once supplemental indentures reflecting the proposed amendments become effective, each present and future holder of the Senior Notes will be bound by the proposed amendments, whether or not such holder consented to such amendments. The supplemental indentures are expected to become effective shortly after the applicable requisite consents are obtained.
Regardless of when the supplemental indentures reflecting the proposed amendments become effective, AT&T Wireless will not have the right to take the actions permitted by the proposed amendments unless and until the acquisition is consummated.

The acquisition of AT&T Wireless is subject to the satisfaction or waiver of a number of customary closing conditions, including the approval of AT&T Wireless' stockholders (which has been obtained) and antitrust and other federal regulatory approvals. AT&T Wireless and Cingular currently expect to complete the acquisition in the fourth quarter of 2004. The consummation of the acquisition is not conditioned on the success of the consent solicitation.

Citigroup Global Markets Inc. is acting as Solicitation Agent in connection with the consent solicitation. The Information Agent is Global Bondholder Services Corporation.

Noteholders should contact Citigroup Global Markets Inc. (with questions regarding the consent solicitation): (Toll Free) (800) 558-3745 or (Collect) (212) 723-6106; or Global Bondholder Services Corporation (to receive documents): (Toll Free) (866) 470-3900 or (Banks and Brokers)(212) 430-3774.

About Cingular Wireless

Cingular Wireless, a joint venture between SBC Communications (NYSE - SBC) and BellSouth (NYSE -BLS), serves more than 25 million voice and data customers across the United States. A leader in mobile voice and data communications, Cingular is the only U.S. wireless carrier to offer RolloverSM, the wireless plan that lets customers keep their unused monthly minutes. Cingular is the largest provider of GSM services in the United States, and has a 100 percent digital GSM/GPRS footprint across its service area. It also launched the world's first commercial deployment of wireless services using Enhanced Data rates for GSM Evolution (EDGE) technology. Cingular also provides corporate e-mail and other advanced data services through its GPRS, EDGE and Mobitex packet data networks.
Details of the company are available at http://www.cingular.com.


About AT&T Wireless

AT&T Wireless (NYSE: AWE) is the second-largest wireless carrier, based on revenues, in the United States. With 21.737 million subscribers as of June 30, 2004, and revenues of more than $16.8 billion over the past four quarters, AT&T Wireless delivers advanced high-quality mobile wireless communications services, voice and data, to businesses and consumers, in the U.S. and internationally.