BellSouth announces:

ATLANTA - May 13, 2005 - BellSouth Corporation (NYSE: BLS) announced today it has signed an agreement for the sale of its 34.75 percent equity ownership in Cellcom, a cellular communications operator in Israel.

Discount Investment Corp, Ltd. (TLV: DISI.TA), which currently holds a 25 percent interest in Cellcom, has agreed to pay BellSouth $625 million for BellSouth's entire Cellcom ownership interest. BellSouth expects to record a gain on the transaction based on the book value at closing. Based on current book value, the after-tax gain would be approximately $235 million or 13 cents per share.

The sale is expected to close in the fourth quarter.

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