RNS Number:8110U
Bellsouth Corp
19 April 2002


FOR MORE INFORMATION                          FOR IMMEDIATE RELEASE
Jeff Battcher (404-713-0274)                  April 19, 2002


                    BellSouth Reports First Quarter Earnings

•        108,000 Broadband DSL customers added in first quarter 2002
•        Data revenues exceed $1 billion, grow nearly 15 percent

ATLANTA - BellSouth Corporation (NYSE: BLS) reported earnings per share (EPS) of
61 cents in the first quarter of 2002, compared to 47 cents in the first quarter
of 2001.  Normalized for special items (see below), EPS in the first quarter of
2002 was 54 cents, equal to normalized EPS of 54 cents in the same quarter a
year ago.

Free cash flow (defined as cash flow from operations less capital expenditures)
totaled $1.06 billion in the first quarter of 2002.  The E-Plus disposition and
resulting KPN stock sale (see Special Items below) produced an additional $1
billion in the quarter.  Since the end of 2001, the company has reduced its debt
by over $1 billion, or 5.2 percent.

BellSouth continues to experience the direct impacts of weak economic conditions
in both North American and Latin American markets.  Slowing demand for services
has been exacerbated by business failures, including those in the
telecommunications industry.  As a result of IXC (Inter Exchange Carrier) and
CLEC (Competitive Local Exchange Carrier) business failures, first quarter
earnings were negatively impacted by 2 cents per share.  In the midst of such
conditions, BellSouth remains focused on delivering high quality products and
services to its nearly 45 million customers worldwide.

"Our highest attention is being paid to serving our customers," said BellSouth
Chairman and Chief Executive Officer F. Duane Ackerman.  "Our service levels are
at all-time highs and our retention rate for small business customers is
improving.  We expect to begin adding long distance to our offers in the second
quarter of 2002 and anticipate offering long distance service in all of our
markets by year end."

Data and Broadband

Boosted by continued growth in Broadband DSL Internet access for residential
customers, Communications Group data service revenues were $1.12 billion in the
first quarter of 2002, resulting in a year-over-year growth rate of nearly 15
percent.  Communications Group data service revenues in the first quarter a year
ago were $975 million.  Sales of wholesale data transport services to other
communications providers, including long distance companies and CLECs, were
weak, growing at approximately 7 percent during the quarter.  In contrast, all
other data service revenues grew at a rate of 23 percent.

BellSouth added 108,000 Broadband DSL customers in the first three months of
2002, and had 729,000 retail and wholesale DSL customers at March 31, an annual
growth rate of 141 percent.

Domestic Wireless / Cingular

BellSouth's domestic wireless revenues in the first quarter of 2002 were $1.4
billion, representing the company's 40 percent share of Cingular Wireless.  This
is a gain of 8.2 percent compared to the same quarter a year ago.  BellSouth's
share of Cingular operating income was $266 million in the quarter, 29.8 percent
higher than the same three months a year ago.  First quarter EBITDA margin
(earnings before interest, taxes, depreciation and amortization) expanded 160
basis points to 33.6 percent, year over year.



Cingular added 533,000 net digital postpaid contract customers in the first
three months of 2002, and ended the quarter with 21.8 million total customers,
an annual growth rate of 6.3 percent.



In March, Cingular announced it will continue to roll out its high-speed
wireless data service in major markets during 2002, including the nation's
number one market, New York.  Last Wednesday, Cingular launched the new service,
known as GPRS, in California.  GPRS (for General Packet Radio Service) gives
customers a better wireless Internet experience, with "always-on" access to
faster Web browsing, e-mail and instant messaging.  By the end of this year,
half of Cingular's customers will have access to GPRS, giving them a high-speed
wireless data connection that stays open even while they're talking.



Latin America Group



Consolidated Latin America revenues declined 15.1 percent to $656 million in the
first quarter, reflecting previously disclosed impacts of currency devaluation
and deteriorating economic conditions, principally in Argentina and Venezuela.
Despite these challenges, EBITDA increased 19.1 percent to $181 million.  On a
proportionate basis, BellSouth now serves 7.7 million customers in Latin
America, an annual growth rate of 5.9 percent, adding 310,000 customers in the
first quarter of 2002.  BellSouth and its wireless partners cover a total
population of 224 million in 11 Central and South American countries.



Additional Quarterly Highlights



Reported net income in the three months ended March 31, 2002 was $1.16 billion,
compared to $891 million in the first quarter of 2001.  Normalized net income in
the first quarter of 2002 was $1.02 billion, essentially equal to the same
quarter of 2001.



Consolidated revenues, which do not include Cingular, were $5.53 billion in the
first quarter of 2002, compared to $5.92 billion in the same three months a year
earlier.  Consolidated total operating expenses declined 4.4 percent.  Adjusted
to include BellSouth's 40 percent share of Cingular, total revenues of $7.08
billion were lower by 1.1 percent compared to the first quarter of 2001.
Excluding the impact of currency devaluations in Argentina and Venezuela,
year-over-year revenue growth would have been approximately 1 percent.

Special Items

In the first quarter of 2002, the difference between reported EPS of 61 cents
and normalized EPS of 54 cents is the result of five special items:

E-Plus Disposition and KPN Stock Sale      45 cents    Gain
Qwest Stock Sale and Impairment             8 cents    Charge
Foreign Exchange Impacts (debt related)    11 cents    Charge
Brazil Loan Impairment                     14 cents    Charge
A&P Unbilled Receivable Adjustment          5 cents    Charge

E-Plus Disposition and KPN Stock Sale - On March 14, 2002, BellSouth closed an
agreement with Dutch telecommunications provider Royal KPN that restructured the
relationship between the two companies.  BellSouth exchanged its 22.51 percent
stake in German mobile phone operator E-Plus for 234.7 million shares of KPN,
which BellSouth sold March 19.

Qwest Stock Sale and Impairment - BellSouth recognized charges for the further
impairment of an equity investment in Qwest Communications International, as
well as for losses on open market sales of Qwest common stock.

Foreign Exchange Impacts (debt related) - Reported EPS in the first quarter of
2002 included foreign currency losses of 11 cents per share related to the
impact of currency devaluations in Argentina and Venezuela on U.S.
dollar-denominated debt.  Foreign currency losses in the first quarter of the
previous year were 2 cents per share.

Brazil Loan Impairment - This charge to earnings represents the recognition of
an impairment on shareholder loans to BellSouth's Brazilian equity investments,
as well as the recognition of a guarantee on a portion of those operations'
debt.  BellSouth is currently in negotiations with its partners and banks
regarding the funding requirements for these operations.  The outcome of these
negotiations cannot be predicted, nor can there be any assurance an agreement
will be reached.

Advertising & Publishing Unbilled Receivable Adjustment - During the first
quarter of 2002, BellSouth determined that the unbilled receivable balance at
its advertising and publishing subsidiary was overstated.  To adjust the
balance, BellSouth recorded a charge to operations of $163 million.

2002 Guidance

As a result of continued economic weakness and resulting sector demand, the
following updates to company guidance are provided for full-year 2002:

Total operating revenue growth (including Cingular)     Approximately 1 percent
Normalized earnings per share*                              $2.36 to $2.43
Capital expenditures (excluding Cingular)                 $4.2 to $4.4 billion
Data revenue growth                                            Mid-teens
DSL high-speed Internet customers at 12/31                    1.1 million

*Includes effect of required accounting change under FAS 142.  Excludes foreign
currency gains or losses related to debt.

About BellSouth Corporation

BellSouth Corporation is a Fortune 100 communications services company
headquartered in Atlanta, GA, serving nearly 45 million customers in the United
States and 14 other countries.

Consistently recognized for customer satisfaction, BellSouth provides a full
array of broadband data and e-commerce solutions to business customers,
including Web hosting and other Internet services.  In the residential market,
BellSouth offers DSL high-speed Internet access, advanced voice features and
other services.  BellSouth also provides online and directory advertising
services, including BellSouth(R) Real PagesSM.com.

BellSouth owns 40 percent of Cingular Wireless, the nation's second largest
wireless company, which provides innovative wireless data and voice services.

Further information about BellSouth's first quarter earnings can be accessed at
www.bellsouth.com/investor.  The press release, financial statements and BLS
Investor News summarizing highlights of the quarter are available on the
BellSouth Investor Relations Web site starting today at 8 a.m. Eastern Time.

BellSouth will host a conference call with investors today at 10 a.m. Eastern
Time.  Participating on the call will be BellSouth CFO Ron Dykes and Investor
Relations Vice President Nancy Humphries.  Dial-in information for the
conference call is:

Domestic:  888-370-1863
International:  706-634-1735

A replay of the call will be available beginning at approximately 1 p.m. Eastern
Time today, through April 26.  The replay can be accessed by dialing:

Domestic:       800-642-1687 - Reservation number:  3446019
International:  706-645-9291 - Reservation number:  3446019

In addition to historical information, this document contains forward-looking
statements regarding events and financial trends.  Factors that could affect
future results and could cause actual results to differ materially from those
expressed or implied in the forward-looking statements include: (i) a change in
economic conditions in domestic or international markets where we operate or
have material investments which would affect demand for our services; (ii) the
intensity of competitive activity and its resulting impact on pricing strategies
and new product offerings; (iii) higher than anticipated cash requirements for
investments, new business initiatives and acquisitions and (iv) those factors
contained in the Company's periodic reports filed with the SEC.  The
forward-looking information in this document is given as of this date only, and
BellSouth assumes no duty to update this information.


BellSouth Corporation
Consolidated Statements of Income - Normalized Basis (unaudited)                                                    
(amounts in millions, except per share data)                                                                        

Note to Readers: Our reported results have been significantly impacted by
several events, including the formation of Cingular Wireless and other one-
time items. To assist in your understanding of our results, we have prepared the
following normalized information, including the notes on page 3 which discuss
the impacts of these events. See page 4 for our reported results.             
                                                                           
                                                                                         1Q02        1Q01      Growth 
                            Operating Revenues                                                                          
                       
                               Communications group                                  $ 4,614     $ 4,612         0.0% 
                               Domestic wireless                                       1,417       1,310         8.2% 
                               Latin America                                             656         773       -15.1% 
                               Domestic advertising and publishing                       379         434       -12.7% 
                               All other                                                  17          34       -50.0% 
                                  Total Operating Revenues                             7,083       7,163        -1.1% 
                                                                                                              
                            Operating Expenses                                                                          
                       
                               Operational and support expenses                        3,905       3,940        -0.9% 
                               Depreciation and amortization                           1,341       1,337         0.3% 
                                  Total Operating Expenses                             5,246       5,277        -0.6% 
                                                                                                              
                            Operating Income                                           1,837       1,886        -2.6% 
                            Interest Expense                                             359         420       -14.5% 
                            Other Income (Expense), net                                   78         113         N/M* 
                            Income Before Income Taxes                                 1,556       1,579        -1.5% 
                            Provision for Income Taxes                                   540         561        -3.7% 
                                  Net Income                                          $1,016      $1,018        -0.2% 

                            Diluted:                                                                                    
                       
                               Weighted Average Common Shares Outstanding           1,888       1,886            0.1% 
                               Earnings Per Share                                      $0.54       $0.54         0.0% 
  * - Not meaningful.                                                                                                 

  Selected Financial and Operating Data                                                                               

  EBITDA (5)                                                                          $3,178      $3,223        -1.4% 
  EBITDA margin (6)                                                                    44.9%       45.0%      -10 bps 
  Dividends per share                                                                  $0.19       $0.19          --  
  Capital expenditures                                                                $1,005      $1,690       -40.5% 

  Common shares outstanding                                                      1,879       1,873               0.3% 
  Book value per share                                                                $10.19       $9.29         9.7% 
  Debt ratio                                                                           49.8%       52.6%     -280 bps 
  Total employees (7)                                                           85,742     107,155             -20.0% 
                                                                                                                      

BellSouth Corporation
Normalized Earnings Summary and Reconciliation to Reported Results
(amounts in millions, except per share data)

  First Quarter 2002                                                   Normalizing Items               

                                     GAAP           A           C        D        E        F        G     Normalized 

  Operating Revenues             $ 5,534        $ 1,386        $ -      $ -      $ -    $ 163      $ -       $ 7,083  
  Operating Expenses               4,126          1,120          -        -        -        -        -         5,246  
  Operating Income                 1,408            266          -        -        -      163        -         1,837  
  Interest Expense                   304             55          -        -        -        -        -           359  
  Other Income (Expense), net        818           (211)    (1,339)     230      383        -      197            78  
  Income Before Income Taxes       1,922              -     (1,339)     230      383      163      197         1,556  
  Provision for Income Taxes         767              -       (482)      80      120       62       (7)          540  
             Net Income           $1,155             $0      ($857)    $150     $263     $101     $204        $1,016  
                                                                                                               
  Diluted Earnings Per Share       $0.61          $0.00     ($0.45)   $0.08    $0.14    $0.05    $0.11         $0.54  


  First Quarter 2001                                                    Normalizing Items               
                                     GAAP           A          B        D        G        H        I      Normalized 

  Operating Revenues             $ 5,919        $ 1,284      $ (28)     $ -      $ -      $ -    $ (12)      $ 7,163  
  Operating Expenses               4,318          1,080        (28)       -        -      (73)     (20)        5,277  
  Operating Income                 1,601            204          -        -        -       73        8         1,886  
  Interest Expense                   360             60          -        -        -        -        -           420  
  Other Income (Expense), net        166           (144)         -       50       41        -        -           113  
  Income Before Income Taxes       1,407              -          -       50       41       73        8         1,579  
  Provision for Income Taxes         516              -          -       18       (2)      26        3           561  
             Net Income             $891             $0         $0      $32      $43      $47       $5        $1,018  
                                                                                                                
  Diluted Earnings Per Share       $0.47          $0.00      $0.00    $0.02    $0.02    $0.02    $0.00         $0.54  
                                                                                                                      

BellSouth Corporation
Notes to Normalized Financial and Operating Data

Our normalized earnings have been adjusted for the following:

(a)            The periods presented have been adjusted to include our 40% 
               proportional share of Cingular Wireless' operating results, net 
               of eliminations for amounts charged by other BellSouth companies 
               to Cingular.

(b)            Gross versus net presentation - Communications group revenues for
               first quarter 2001 have been reduced by $13 to present all 
               revenues from sales of customer premises equipment on an 
               agency-fee basis (net of associated direct costs).  This 
               adjustment is made to present these revenues on a basis 
               comparable to amounts earned under a new vendor contract entered 
               into during first quarter 2001. Revenues for the same period have
               been reduced by $15 to reflect a change in reporting of gross
               receipts taxes in Florida.  Beginning in the fourth quarter of 
               2001, we are required to account for the tax collected from 
               customers as a pass-through billing (I.e. net presentation).  
               Both of these adjustments are neutral to EBITDA as they reduce 
               revenue and expense by an equal amount.

 (c)           Gain on E-Plus conversion and sale of KPN stock - In March 2002, 
               we exchanged our 22.5% investment in E-Plus, a German wireless 
               carrier, for 234.7 million shares of KPN Royal. As a result of 
               this exchange, we recorded a pretax gain of $1,335 to recognize 
               the difference between the fair value of the KPN shares
               obtained and our investment balance in E-Plus. In addition, we 
               subsequently sold the KPN shares for cash proceeds of $1,076 and 
               recognized a pretax loss of $27.The amount shown also includes 
               income of $20 generated from the settlement of forward contracts 
               associated with advances to E-Plus.  These advances were 
               restructured in conjunction with the ownership exchange.

 (d)           Qwest stock sale and impairment - Represents charges for the 
               further impairment of an equity investment in Qwest 
               Communications as well as for losses on sales of Qwest common 
               stock.  Total shares sold were 18.5 million in first quarter 2002 
               and 22.2 million in first quarter 2001.

(e)            Brazil loan impairments - Represents recognition of an impairment
               on shareholder loans to our Brazilian equity investments, as well
               as the recognition of a guarantee on a portion of those 
               operations' debt.

(f)            A&P unbilled receivable adjustment - During first quarter 2002, 
               BellSouth determined that the unbilled receivable balance at its 
               advertising and publishing subsidiary was overstated.  As a
               result, BellSouth recorded a reduction to advertising and 
               publishing revenues.

(g)            Foreign currency losses - Represents net transaction losses 
               incurred by our international operations related to US Dollar 
               denominated liabilities.  These losses reflect the impact of the 
               weakening of those operations' local currencies against the U.S. 
               Dollar which requires recognition in the current period income 
               statement.

(h)            Postretirement benefit expense  - The amount shown represents 
               expense for changes in postretirement medical benefit 
               obligations.

(i)            Losses (gains) from Wireless Video Business - Represents losses 
               incurred in 2001 related to the exit of the wireless video 
               entertainment business.


BellSouth Corporation
Consolidated Statements of Income - Reported Basis (unaudited)
(amounts in millions, except per share data)

                                                                                          1Q02        1Q01     Growth 
  Operating Revenues                                                                                                  
                               Communications group                                   $ 4,645     $ 4,665       -0.4% 
                               Latin America                                              656         773      -15.1% 
                               Domestic advertising and publishing                        216         434      -50.2% 
                               All other                                                   17          47      -63.8% 
                                   Total Operating Revenues                                  5,534       5,919  -6.5% 
                                                                                                             
  Operating Expenses                                                                                                  
                               Operational and support expenses                         2,965       3,161       -6.2% 
                               Depreciation and amortization                            1,161       1,157        0.3% 
                                   Total Operating Expenses                             4,126       4,318       -4.4% 
                                                                                                              
  Operating Income                                                                      1,408       1,601      -12.1% 
  Interest Expense                                                                        304         360      -15.6% 
  Other Income (Expense), net                                                             818         166         N/M 
  Income Before Income Taxes                                                            1,922       1,407       36.6% 
  Provision for Income Taxes                                                              767         516       48.6% 
             Net Income                                                                     $1,155        $891  29.6% 

  Diluted:                                                                                                            
                               Weighted Average Common Shares Outstanding               1,888       1,886        0.1% 
                               Earnings Per Share                                            $0.61       $0.47  29.8% 
  * - Not meaningful.                                                                                                 

  Selected Financial and Operating Data                                                                               

  EBITDA (5)                                                                           $2,569      $2,758       -6.9% 
  EBITDA margin (6)                                                                     46.4%       46.6%     -20 bps 
  Return on average equity (annualized)                                                 24.7%       20.7%     400 bps 
  Return on average total capital (annualized)                                          14.9%       14.5%      40 bps 
                                                                                                                      

  BellSouth Corporation                                                                                               
  Consolidated Balance Sheets (unaudited)                                                                             
  (amounts in millions, except per share data)                                                                        
                                                                                            March 31,    December 31, 
                                                                                                 2002            2001 
  Assets                                                                                                              
  Current Assets:                                                                                                     
       Cash and cash equivalents                                                              $2,061            $592  
       Accounts receivable, net of allowance for uncollectibles                                4,667           5,206  
       of $416 and $476                                                                      
       Material and supplies                                                                     341             382  
       Other current assets                                                                      713             675  
         Total Current Assets                                                                  7,782           6,855  

  Investments and Advances                                                                     9,717          10,620  
  Property, Plant and Equipment, net                                                          24,496          24,943  
  Deferred Charges and Other Assets                                                            5,296           5,122  
  Goodwill, net                                                                                1,672           1,672  
  Other Intangible Assets, net                                                                 2,702           2,834  
  Total Assets                                                                               $51,665         $52,046  

  Liabilities and Shareholders' Equity                                                                                
  Current Liabilities:                                                                                                
       Debt maturing within one year                                                          $4,998          $5,111  
       Accounts payable                                                                        1,439           1,656  
       Other current liabilities                                                               3,246           3,301  
         Total Current Liabilities                                                             9,683          10,068  

  Long-Term Debt                                                                              14,078          15,014  

  Noncurrent Liabilities:                                                                                             
                                Deferred income taxes                                          3,884           3,206  
                                Other noncurrent liabilities                                   4,878           5,161  
                                  Total Noncurrent Liabilities                                 8,762           8,367  
                                                                                                           
  Shareholders' Equity:                                                                                               
                                Common stock, $1 par value                                     2,020           2,020  
                                Paid-in capital                                                6,875           6,875  
                                Retained earnings                                             15,895          15,137  
                                Accumulated other comprehensive income                          (618)           (294) 
                                Shares held in trust and treasury                             (4,928)         (4,996) 
                                Guarantee of ESOP debt                                          (102)           (145) 
                                   Total Shareholders' Equity                                 19,142          18,597  

  Total Liabilities and Shareholders' Equity                                                 $51,665         $52,046  
                                                                                                                      

BellSouth Corporation
Consolidated Statements of Cash Flows (unaudited)
(amounts in millions)


                                                                                                      1Q02       1Q01 
  Cash Flows from Operating Activities:                                                                               
  Net income                                                                                      $ 1,155      $ 891  
  Adjustments to net income:                                                                                          
                                                 Depreciation and amortization                      1,161      1,157  
                                                 Net losses on sale or impairment of equity           236         50  
                                                 securities                                                           
                                                 Provision for uncollectibles                         156        106  
                                                 Postretirement benefit curtailment charge              -         72  
                                                 related to Cingular                                                  
                                                 Brazil loan impairments                              383          -  
                                                 A&P unbilled receivable adjustment                   163          -  
                                                 Net losses (earnings) of equity affiliates          (165)       (84) 
                                                 Dividends received from equity affiliates              -         29  
                                                 Minority interests in income of subsidiaries         (81)       (15) 
                                                 Deferred income taxes                                611         16  
                                                 (Gain) loss on sale/disposal of operations        (1,318)         -  
  Net change in:                                                                                                      
                                                 Accounts receivable and other current assets         194       (210) 
                                                 Accounts payable and other current                  (479)      (107) 
                                                 liabilities                                                          
                                                 Deferred charges and other assets                   (185)      (279) 
                                                 Other liabilities and deferred credits               (38)       (29) 
  Other reconciling items, net                                                                        272         76  
  Net cash provided by operating activities                                                         2,065      1,673  

  Cash Flows from Investing Activities:                                                                               
  Capital expenditures                                                                             (1,005)    (1,690) 
  Investments in and advances to equity affiliates                                                     (6)      (115) 
  Purchase of wireless license                                                                          -        (10) 
  Proceeds from sale of equity securities                                                           1,334      1,000  
  Purchases of short-term investments                                                                   -        107  
  Proceeds from disposition of short-term investments                                                   -        (76) 
  Proceeds from repayment of loans and advances                                                       426          5  
  Investment in debt securities                                                                         -       (176) 
  Other investing activities, net                                                                      (4)        15  
  Net cash used for investing activities                                                              745       (940) 

  Cash Flows from Financing Activities:                                                                               
  Net borrowing (repayments) of short-term debt                                                      (962)      (986) 
  Proceeds from long-term debt                                                                          4        744  
  Repayments of long-term debt                                                                        (10)      (517) 
  Dividends paid                                                                                     (357)      (351) 
  Other financing activities, net                                                                     (16)        28  
  Net cash used for financing activities                                                           (1,341)    (1,082) 
  Net Decrease in Cash and Cash Equivalents                                                         1,469       (349) 
  Cash and Cash Equivalents at Beginning of Period                                                    592      1,061  
  Cash and Cash Equivalents at End of Period                                                      $ 2,061      $ 712  
                                                                                                                      
  BellSouth Corporation                                                                                               
  Results by Segment (amounts in millions) (unaudited)                                                                
  Communications Group (1)                                                                                            
                                                                                          1Q02       1Q01      Growth 
  Operating Revenues                                                                                                  
                                Local service                                              $2,941     $2,898     1.5% 
                                Network access                                          1,205      1,235        -2.4% 
                                Long distance                                             205        171        19.9% 
                                Other                                                     331        367        -9.8% 
                                  Total Operating Revenues                              4,682      4,671         0.2% 
                                                                                                              
  Operating Expenses                                                                                                  
                                Operational and support expenses                        2,304      2,185         5.4% 
                                Depreciation and amortization                           1,015        976         4.0% 
                                   Total Operating Expenses                             3,319      3,161         5.0% 
                                                                                                              
  Operating Income                                                                      1,363      1,510        -9.7% 
  Interest Expense                                                                        125        168       -25.6% 
  Other Income, net                                                                         -         12         N/M* 
  Income Before Income Taxes                                                            1,238      1,354        -8.6% 
  Provision for Income Taxes                                                              468        499        -6.2% 
        Segment Net Income(1)                                                                $770       $855    -9.9% 

  * - Not meaningful.                                                                                                 

  Selected Financial and Operating Data                                                                               
  (amounts in millions)                                                                                               

  EBITDA (5)                                                                                $2,378     $2,486   -4.3% 
  EBITDA margin (6)                                                                          50.8%      53.2%   -240 bps
  Data service revenues                                                                     $1,117       $975   14.6% 
  Calling feature revenues                                                                    $592       $563    5.2% 
  Access minutes of use                                                                     25,583     28,430  -10.0% 
  Toll messages                                                                                 96        111  -13.5% 
  Capital expenditures                                                                        $922     $1,477  -37.6% 

  Equivalent access lines in service (thousands):                                                                     
                                Access lines                                                25,425     25,898   -1.8% 
                                Access line equivalents                                     41,398     31,227   32.6% 
  Total equivalent access lines in service                                                  66,823     57,125   17.0% 
  Wholesale Lines                                                                            1,921      1,408   36.4% 
  DSL customers (thousands)                                                                    729        303  140.6% 
                                                                                                                      
  BellSouth Corporation                                                                                               
  Results by Segment (unaudited)                                                                                      
  Supplemental Operating Data (in thousands)                                                                          

  Communications Group - Network Access Lines In Service(a)                                                           
                                                                                            1Q02       1Q01    Growth 
  Access lines (b)                                                                                                    
                         Residence                                                       16,608     17,192      -3.4% 
                         Business                                                         8,616      8,464       1.8% 
                         Other                                                              201        242     -16.9% 
                                                  Total access lines in service          25,425     25,898      -1.8% 
                                                                                                              
                                                                                                               
  Access line equivalents(c)                                                                                          
                         Selected digital data services:                                                                
      
                                                                                                             
                                                  DS0 & ADSL                              5,121      2,513     103.8% 
                                                  DS1                                     6,635      5,985      10.9% 
                                                  DS3 & higher                           29,642     22,729      30.4% 
                                                  Total digital data lines in service    41,398     31,227      32.6% 
                                                                                                         
                                                                                                               
  Total equivalent access lines in service                                               66,823     57,125      17.0% 

  (a)                    Prior period operating data are often revised at later 
                         dates to reflect updated information.  The above 
                         information reflects the latest data available for the 
                         periods indicated.          

  (b)                    Access line counts include amounts for switched access 
                         lines, Basic Rate ISDN, Primary Rate ISDN and UNE 
                         Combos.                                                                         

  (c)                    Access line equivalents represent a conversion of 
                         non-switched data circuits to a switched access line 
                         basis and is presented for comparability purposes. 
                         Equivalents are calculated by converting 
                         high-speed/high-capacity circuits to the equivalent of 
                         a switched access line based on transport capacity. 
                         While the revenues generated by access line equivalents 
                         have a directional relationship with these counts, 
                         revenue growth rates cannot be compared to line  
                         growth rates on an equivalent basis.                                                         
                                                                                                                      
  BellSouth Corporation                                                                                               
  Results by Segment (amounts in millions) (unaudited)                                                                

  Domestic Wireless Segment (1)(a)                                                                                    
                                                                                       1Q02       1Q01        Growth 
  Operating Revenues                                                                                                  
                               Service revenues (4)                                       $1,326       $1,205   10.0% 
                               Equipment and other revenues                          91            105         -13.3% 
                                   Total Operating Revenues                       1,417          1,310           8.2% 
                                                                                                              
  Operating Expenses                                                                                                  
                               Operational and support expenses                     971            925           5.0% 
                               Depreciation and amortization                        180            180           0.0% 
                                   Total Operating Expenses                       1,151          1,105           4.2% 
                                                                                                              
  Operating Income                                                                  266            205          29.8% 
  Interest Expense                                                                   90             82           9.8% 
  Other Income (Expense), net                                                       (25)            20            N/M 
  Income Before Income Taxes                                                        151            143           5.6% 
  Provision for Income Taxes                                                         59             55           7.3% 
            Segment Net Income(1)                                                             $92         $88    4.5% 

  * - Not meaningful.                                                                                                 

  Selected Financial and Operating Data                                                                               

  (amounts in millions, except customer data in thousands)                                                            

  EBITDA (5)                                                                                 $446        $385    15.8% 
  EBITDA margin (6)(c)                                                                      33.6%       32.0%    160 bps
  Average monthly revenue per customer (8)(d)                                                 $50         $50     0.0% 
  Customer net adds in period:                                                                                        
                               Cellular and PCS                                       94            342         -72.5% 
                               Data (Cingular Interactive)                            13             34         -61.8% 
  Customers:                                                                                                          
                               Cellular and PCS                                    8,732          8,214           6.3% 
                               Data (Cingular Interactive)                           306            263          16.3% 
  POPs                                                                            87,600         76,800          14.1% 
  Penetration rate (10)                                                                     11.1%       10.7%     40 bps

  (a)                          The domestic wireless segment is comprised of 
                               BellSouth's 40% share of the reported results of 
                               Cingular Wireless.                                                          
  (b)                          Customer data for 2001 period, including POPs, 
                               penetration rate and average monthly    
                               revenue per customer, is comprised of BellSouth's 
                               40% share of the managed results of Cingular 
                               Wireless.                                                                     
  (c)                          EBITDA margin denominator includes service 
                               revenues only.                              
  (d)                          Average monthly revenue per customer excludes 
                               Cingular Interactive.                    
                                                                                                                      
  BellSouth Corporation                                                                                               
  Results by Segment (amounts in millions) (unaudited)                                                                

  Latin America Group (1)(2)                                                                                          
                                                                                          1Q02        1Q01     Growth 
  Operating Revenues                                                                                                  
                              Service revenues (4)                                            $546        $642 -15.0% 
                              Equipment and other revenues                                110         139      -20.9% 
                              Advertising and publishing revenues                           3           1      200.0% 
                                                           Total Operating                659         782      -15.7% 
                                                           Revenues                                                   
  Operating Expenses                                                                                                  
                              Operational and support expenses                            478         630      -24.1% 
                              Depreciation and amortization                               118         154      -23.4% 
                                                           Total Operating                596         784      -24.0% 
                                                           Expenses                                                   
  Operating Income                                                                         63          (2)       N/M* 
  Interest Expense                                                                         42          60      -30.0% 
  Other Income (Expense), net                                                             (15)          1         N/M 
  Income Before Income Taxes                                                                6         (61)       N/M  
  Provision for Income Taxes                                                                2           2        N/M  
                                                           Segment Net Income(1)               $4          ($63) N/M  
  * - Not meaningful.                                                                                                 

  Selected Financial and Operating Data                                                                               

  (amounts in millions, except customer data in thousands)                                                            

  EBITDA (5)                                                                                  $181         $152   19.1% 
  EBITDA margin (6)                                                                           27.5%       19.4%  810 bps
  Average monthly revenue per customer (9)                                                      $23        $28   -17.9% 
  Customer net adds in period (excluding ownership changes)                               323         715        -54.8% 
  Customers (voice)                                                                     7,908       7,784         1.6% 
  POPs                                                                                162,100     156,200         3.8% 
  Penetration rate (10)                                                                        4.9%        5.0%  -10 bps
                                                                                                              
          BellSouth Corporation                                                                               

          Proportionate Basis(3) - Selected Financial and Operating Data                                      
          (Amounts in millions, except customer data in thousands)                                            

          Latin America Group (1)(2)                                                                          
                                                                            1Q02        1Q01           Growth 
          Operating revenues                                                     $620        $712          -12.9% 
          EBITDA(5)                                                              $178        $154           15.6% 
          EBITDA margin(6)                                                       28.7%       21.6%        710 bps 

          Average monthly revenue per customer (9)                                $23         $28          -17.9% 
          Customer net adds in period (excluding ownership changes)          310         613               -49.4% 

          Customers (voice)                                                7,705       7,278                 5.9% 
          POPs                                                           156,752     151,852                 3.2% 
          Penetration rate (10)                                                  4.9%         4.8%         10 bps 
                                                                                                                      
  BellSouth Corporation                                                                                               
  Worldwide Wireless (unaudited)                                                                                      
  Customers and POPs by Country                                                                                       
  (Proportionate Basis(3) in thousands)                                                                               
                                                                  Customers As of                POPs As of 
  Country                Brand                         1Q02       1Q01     Growth          1Q02        1Q01    Growth 

  United States          Cingular                    8,732      8,214        6.3%       87,600      76,800      14.1% 
                         Wireless                                                                                     
  Argentina              Movicom                       981      1,094      -10.3%       24,375      23,270       4.7% 
                         BellSouth                                                                                    
  Brazil                 BCP                         1,249      1,097       13.9%       20,783      20,500       1.4% 
  Chile                  BellSouth                     939        757       24.0%       15,400      15,100       2.0% 
  Colombia               BellSouth                     810        738        9.8%       28,375      27,451       3.4% 
  Ecuador                BellSouth                     368        217       69.6%       11,443      11,086       3.2% 
  Guatemala              BellSouth                      67         17     N/M (a)        7,020       7,140      -1.7% 
  Nicaragua              BellSouth                     153        116       31.9%        2,581       2,581         -- 
  Panama                 BellSouth                     133         98       35.7%        1,311       1,223       7.2% 
  Peru                   BellSouth                     429        369       16.3%       25,428      24,403       4.2% 
  Uruguay                Movicom                        68         62        9.7%          966         966         -- 
                         BellSouth                                                                                    
  Venezuela              Telcel BellSouth            2,508      2,713       -7.6%       19,070      18,132       5.2% 
  Total Latin America                                7,705      7,278        5.9%      156,752     151,852       3.2% 

  Denmark                Sonofon                       464        408       13.7%        2,465       2,465         -- 
  Israel                 Cellcom                       796        687       15.9%        2,119       2,119         -- 
                                                     1,260      1,095       15.1%        4,584       4,584         -- 

  Total Worldwide Wireless                          17,697     16,587        6.7%      248,936     233,236       6.7% 

  (a) - Not meaningful.                                                                                               
                                                                                                                      
  BellSouth Corporation                                                                                               
  Results by Segment (amounts in millions) (unaudited)                                                                

  Domestic Advertising & Publishing (1)                                                                           
                                                                                     1Q02      1Q01      Growth 
  Total Operating Revenues                                                          $ 383     $ 437             -12.4% 
  Operating Expenses                                                                                                  
                               Operational and support expenses                       205       204               0.5% 
                               Depreciation and amortization                            6         7             -14.3% 
                                      Total Operating Expenses                        211       211               0.0% 
  Operating Income                                                                    172       226             -23.9% 
  Interest Expense                                                                      3         8             -62.5% 
  Other Income, net                                                                     -         4               N/M* 
  Income Before Income Taxes                                                          169       222             -23.9% 
  Provision for Income Taxes                                                           65        85             -23.5% 
                                       Segment Net Income(1)                               $104      $137       -24.1% 

  EBITDA (5)                                                                               $178      $233       -23.6% 
  EBITDA margin (6)                                                                       46.5%     53.3%     -680 bps 
  * - Not meaningful.                                                                                                 
                                                                                                                      

BellSouth Corporation
Notes

(1)                     Segment net income (loss) is based on normalized results
                        which exclude certain one-time transactions and certain 
                        corporate intercompany billings.  Intersegment revenues 
                        are not eliminated for purposes of management reporting.

(2)                     Results for the Latin America segment are reported one 
                        month in arrears.

(3)                     Proportionate basis financial and operating data reflect
                        our ownership interest in the total operating results 
                        for each of our wireless properties, both domestic and 
                        international, whether or not consolidated for financial
                        statement presentation purposes.

(4)                     Wireless service revenues includes activation fees, 
                        access, airtime, roaming, long distance and value added 
                        services.  Roaming revenues are included on a gross 
                        basis for the Domestic Wireless segment and on a net 
                        basis for the Latin America segment.

(5)                     EBITDA is defined as operating revenues less operational
                        and support expenses.

(6)                     EBITDA margin is calculated by dividing EBITDA by 
                        operating revenues.

(7)                     The decrease in employees reflects the transfer of 
                        employees from our former domestic wireless operations 
                        to Cingular as well as the effect of workforce reduction 
                        measures announced during 2001.

(8)                     For the Domestic Wireless segment, average monthly 
                        revenue per customer is calculated by dividing average 
                        monthly revenue by average customers.  Average monthly 
                        revenue includes activation fees, access, airtime, 
                        roaming (gross), long distance and value added services.

(9)                     For the Latin America segment, average monthly revenue 
                        per customer is calculated by dividing average monthly 
                        revenue by average customers.  Average monthly revenue 
                        includes activation fees, access, airtime, roaming 
                        (net), long distance and value added services.

(10)                    Penetration rate is calculated by dividing customers by 
                        POPs (excludes POPs in markets where service has not 
                        been initiated).



                      This information is provided by RNS
            The company news service from the London Stock Exchange

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