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To: kech who wrote (21498)	1/18/1999 9:02:00 AM
From: Jon Koplik	Respond to of 152472

To all - article on Bell Atlantic / non-compete agreement (between BEL and ATI). January 17, 1999 Bell Atlantic Wants Pact Overturned Filed at 5:04 p.m. EST By The Associated Press NEW YORK (AP) -- After losing a bid to buy AirTouch Communications Inc., Bell Atlantic Corp. has asked a court to scrap a noncompetition agreement the two telecommunications companies established for an existing joint venture. The suit was filed in federal court in San Francisco on Friday, the same day AirTouch reached agreement to be acquired by Britain's Vodafone Group PLC. The $56 billion cash-and-stock deal would create the world's biggest cellular phone company, to be called Vodafone AirTouch PLC. Bell Atlantic, which initiated the bidding at the end of last year, already has a joint venture with AirTouch. In 1994, it formed PrimeCo Personal Communications with AirTouch and regional phone companies U S West Inc. and Nynex. Nynex later merged with Bell Atlantic. Primeco is a digital wireless telephone service with more than 700,000 customers in 30 U.S. cities, including Chicago, Miami and New Orleans. After breaking off talks with AirTouch on Friday, Bell Atlantic went to court over a clause in the PrimeCo venture which prohibits the two companies from competing with one another, Bell Atlantic spokesman Jim Gerace said Sunday. ''Since we weren't able to make an acquisition work, this was a last resort, to exit out of that non-compete clause,'' Gerace said. AirTouch spokesman Jonathan Marshall said the San Francisco-based company had not seen the suit and could not comment directly on it. Bell Atlantic is currently working out details in its proposed $62.5 million combination with GTE Corp., a merger expected to be completed in the second half of 1999. Marshall said that if the merger goes through, GTE wireless properties will overlap with PrimeCo properties in Houston; Tampa-St. Petersburg, Fla.; Norfolk-Virginia Beach, Va.; and Austin, Texas. GTE will overlap with AirTouch or other ventures in San Francisco, San Diego, Seattle, Cleveland and Cincinnati. ''They need to deal with those issues,'' said Marshall. ''One solution was a merger. Now they need to reconsider those options. We hope, as they do, that cooperation is more in their interest.'' AirTouch serves customers throughout the western United States, while the New York-based Bell Atlantic dominates the Northeast. Analysts said a merger between the two would have allowed them to establish a nationwide cellular network, making them better able to take on telecom giant AT&T Corp. It's a goal that's still feasible, Marshall said. ''It's possible to achieve the same result for customers through agreements and cooperation as opposed to a merger.'' Gerace declined to comment on reports that the new Vodafone AirTouch was interested in forming a partnership with Bell Atlantic, nor would he comment about the future of PrimeCo. ''We were partners Friday, we'll be partners Monday,'' said Gerace. Copyright 1999 The New York Times Company