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To: MangoBoy who wrote (28515)	11/10/1997 11:24:00 AM
From: MangoBoy	Read Replies (1) \| Respond to of 31386

[sources: GTE offered $45/shr for MCI] NEW YORK, Nov 10 (Reuters) - GTE Corp offered $45 per share in cash for MCI Communications Corp, a $5 per share increase to GTE's first offer, but too little to sway the MCI board from approving a $51 per share merger agreement with WorldCom, according to sources close to the situation. Early Monday, MCI and WorldCom Inc (NASDAQ:WCOM) announced a $37 billion merger whereby MCI shareholders will get $51 per share in WorldCom stock while 20-percent MCI shareholder British Telecommunications Plc (ISEL:BT) will get the same amount in cash. WorldCom's original offer, announced five weeks ago, was $41.50 per MCI share in WorldCom stock for all shareholders. "GTE came over in the afternoon (Sunday). Chuck Lee (GTE chairman) met with Bert Roberts (MCI chairman). This was their shot and they came over to give the best -- $45 per share. They wanted more time, but the gap (between the GTE and WorldCom offers) was so vast that the board was comfortable going with WorldCom," according to a source close to MCI. A second source close to the situation said GTE "absolutely knew about" WorldCom's new MCI offer. "We know they (GTE) had meetings with MCI on Sunday." "$45 (per MCI share) was as high as they could go. There was some indication that that was also soft -- after all the whole thing had to be financed," according to the first source. The MCI source said MCI received the revised WorldCom offer Friday night and then told GTE of the new offer. After the meeting between Lee and Roberts, the MCI board met last night to approve the WorldCom offer. A GTE spokesman declined to comment on any counteroffer made for MCI.