UNITED STATES OF AMERICA,                       Plaintiff,                   v. BELL ATLANTIC CORPORATION,    GTE CORPORATION, and VODAFONE AIRTOUCH PLC,                   Defendants.

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Civil No.: 1:99CV01119 (LFO)

CERTIFICATE OF COMPLIANCE WITH PROVISIONS
OF THE ANTITRUST PROCEDURES AND PENALTIES ACT

Plaintiff, United States of America, by the undersigned attorney, hereby certifies that, in compliance with the Antitrust Procedures and Penalties Act, 15 U.S.C. § 16(b)-(h), the following procedures have been followed in preparation for the entry of a final judgment herein:

1. Plaintiff and defendants stipulated to the entry of the proposed Final Judgment as of December 6, 1999, and this Stipulation was filed with the Court on December 9, 1999;

2. The proposed Final Judgment was filed with the Court on December 9, 1999;

3. The Competitive Impact Statement was filed with the Court on December 22, 1999;

4. The Stipulation, proposed Final Judgment, and Competitive Impact Statement were published in the Federal Register on January 5, 2000, Volume 65, No. 3, at pages 505-520;⁽¹⁾

5. Copies of the Stipulation, proposed Final Judgment, and Competitive Impact Statement were furnished to all persons requesting them;

6. A summary of terms of the proposed Final Judgment was published in the Washington Post, a newspaper of general circulation in the District of Columbia, beginning on December 30, 1999 and continuing on consecutive days through January 5, 2000;⁽²⁾

7. On December 23, 1999, defendants Bell Atlantic Corporation, GTE Corporation, and Vodafone AirTouch Plc filed with the Court a description of written or oral communications by or on behalf of the defendants, or any other person, with any officer or employee of the United States concerning the proposed Final Judgment, as required by 15 U.S.C. § 16(g);

8. The sixty-day comment period prescribed by 15 U.S.C. § 16(b) and (d) for the receipt and consideration of written comments, during which the proposed Final Judgment could not be entered, commenced on January 5, 2000 and ended on March 5, 2000;

9. As of the date of this certificate of compliance, the United States has received no comments on the proposed Final Judgment. Accordingly, it was not necessary for the United States to file any Response of the United States to Comments with the Court, or to publish any comments or Response in the Federal Register, pursuant to 15 U.S.C. § 16(d).

10. The parties have now satisfied all of the requirements of the Antitrust Procedures and Penalties Act, 15 U.S.C. § 16(b)-(h), as a condition for entering the proposed Final Judgment, and it is now appropriate for the Court to make the public interest determination required by 15 U.S.C. § 16(e) and to enter the Final Judgment.

Dated: March 20, 2000

Respectfully submitted,

_______________/s/________________ Lawrence M. Frankel D.C. Bar No. 441532 Trial Attorney United States Department of Justice Antitrust Division Telecommunications Task Force 1401 H Street, N.W., Suite 8000 Washington, D.C. 20530 (202) 514-5621 Counsel for Plaintiff United States of America

FOOTNOTES

1. A copy of this Federal Register notice and publication is attached as Exhibit A.

2. A copy of the newspaper proof of publication is attached as Exhibit B.