Hutchison and Vodafone agree to Merge Australian Telecom Operations to form a 50:50 Joint Venture
09 February 2009

Vodafone and Hutchison Telecommunications (Australia) Limited (“HTAL”), a listed subsidiary of Hutchison Whampoa Limited (“Hutchison Whampoa”), announced today an agreement to merge their telecommunications businesses in Australia, Vodafone Australia Limited (“Vodafone Australia”) and Hutchison 3G Australia Pty Limited (“H3GA”), which delivers its mobile services under the “3” brand. Both Vodafone and HTAL will have an equal ownership of 50% in the joint venture, which will be renamed VHA Pty Limited (“VHA”). VHA will market its products and services under the Vodafone brand, but will retain exclusive rights to use the 3 brand in Australia during a transition period and thereafter. To equalise the value difference between the respective businesses, Vodafone will receive a deferred payment of A$500 million from VHA.

Commenting on the transaction, Vittorio Colao, Chief Executive of Vodafone, said: „This transaction will benefit customers in Australia as it creates a company with the necessary scale to compete strongly in the mobile market. Customers can look forward to a wider portfolio of voice and data services, delivered under the Vodafone brand over a high quality network, which through ongoing investment will bring 3G coverage to around 95% of the population. This is an important step in the transformation of the Australian mobile industry.”

Canning Fok, Group Managing Director of Hutchison Whampoa and Chairman of HTAL said: “Since its inception, 3 has established a track record of innovation – from challenging the status quo by launching Australia’s first 3G network with new services such as mobile TV and mobile internet, to changing the market with the introduction of cap plans. Combining with the strengths of Vodafone in Australia means that our partnership will deliver leading propositions, products and services to Australian businesses and consumers across the full range of their mobile communications needs.”

Transaction benefits

The transaction creates a stronger mobile operator better positioned to compete in the Australian telecommunications market with approximately 6 million customers and combined total revenues of approximately A$4 billion for the twelve months ended 30 June 2008.
Utilising existing network arrangements and planned network build, VHA will operate an advanced and comprehensive mobile network with at least 95% population coverage, of which 63% will have access to high speed 3G services. Upon completion of additional network roll outs, VHA’s 3G population coverage is planned to increase to 95%.
Drawing from the best offerings of both Vodafone and 3, VHA will have an even broader product offering, and will continue to provide innovative consumer and business services to the Australian market.
The in-market nature of the transaction is expected to create significant value. Economies of scale across procurement, product development, IT, network, commercial operations and administrative expenses are expected to deliver significant cost savings. The net present value of operating expense and capital expenditure synergies is currently expected to be in excess of A$2 billion, net of integration costs.
The transaction is expected to be enhancing to HTAL’s and Vodafone’s adjusted earnings per share, as well as to the consolidated EBIT performance of Hutchison Whampoa’s 3 Group, from the first full year post completion (after synergies and excluding the impact of intangible asset amortisation and one-off costs).
Management
The Chairman of VHA will be Nick Read (CEO of Vodafone Asia-Pacific & Middle East Region), the CEO will be Nigel Dews (currently CEO of HTAL and H3GA) and the CFO will be Dave Boorman (currently CFO of Vodafone Australia). Russell Hewitt (currently CEO of Vodafone Australia) will be a non-executive Director of VHA.

Other transaction considerations
The A$500 million deferred payment will be structured as a shareholder loan from Vodafone to VHA and take precedence over any shareholder returns and over the repayment of interest and principal of any other VHA indebtedness. The loan is on an arm’s length basis and is expected to be repaid or refinanced within 18 months from completion.

Vodafone will receive an annual brand licensing fee from VHA equivalent to 1% of service revenues.

Following completion of the transaction, Vodafone, HTAL and Hutchison Whampoa will account for VHA as a joint venture.

Board approval and HTAL Directors’ recommendation
The HTAL Board considers that the transaction is in the best interest of HTAL shareholders and has unanimously recommended that HTAL shareholders vote in favour of the transaction (and intend to vote any HTAL shares they own in favour of the transaction) subject to no superior proposal emerging and the independent expert determining that the transaction is fair and reasonable for HTAL shareholders.

Implementation Agreement
The parties have entered into an Implementation Agreement that provides for exclusivity, break fees, and a standstill over Hutchison Whampoa’s shares in HTAL. These arrangements are summarised in the attachment to this release.

Conditions to completion
The transaction is expected to close by mid-2009, subject to the approval of the Foreign Investment Review Board, clearance from the Australian Competition and Consumer Commission and HTAL shareholders’ approval.

HTAL shareholders will be asked to approve the transaction and it is expected that an extraordinary general meeting will be held in April 2009 to enable HTAL shareholders to vote on the transaction. HTAL shareholders will shortly be sent a Notice of Meeting and Explanatory Statement (including an independent expert’s report on the transaction) which will contain detailed information relating to the transaction, including the basis for the HTAL Directors’ recommendation.

For further information:
Vodafone Group
Investor Relations
+44 (0) 1635 664447
Media Relations
+44 (0)1635 664444

Vodafone Australia
Public Relations
Greg Spears
Australia
+61 (0) 406 315 014

HTAL / 3
Investor & Media Relations
Tanya Bowes
Australia
+61 (0) 433 831 435

Hutchison Whampoa
Media Relations
Laura Cheung
Hong Kong
+852 2128 1235

About Vodafone
Vodafone is the world’s leading mobile telecommunications company, with equity interests in 27 countries and Partner Markets in more than 40 countries. As of 31 December 2008, Vodafone had approximately 289 million proportionate customers worldwide. For further information, please visit http://www.vodafone.com.
About Hutchison Whampoa
Hutchison Whampoa is a leading international corporation committed to innovation and technology with businesses spanning 56 countries. Its diverse array of holdings range from some of the world’s biggest port operators and retailers to property development and infrastructure to the most technologically-advanced and marketing-savvy telecommunications operators.

Hutchison Whampoa’s global group of companies is one of Australia’s biggest foreign investors. Throughout the world, under the 3 brand, Hutchison Whampoa’s 3 Group provides 3G services to over 19 million people in 9 countries. For further information, please visit http://www.hutchison-whampoa.com.

About Vodafone Australia
Vodafone Australia is a wholly owned subsidiary of Vodafone Group Plc. Vodafone Australia is the no. 3 mobile operator in Australia with over 4.2 million customers (including MVNO customers ). For the fiscal year ended 31 March 2008, the company recorded total revenues of A$2.4 billion and EBITDA of A$499 million2,3, implying an EBITDA margin of 20.5%. As at 31 March 2008, Vodafone Australia had total gross assets of A$2.6 billion2.

About HTAL
Hutchison Telecommunications (Australia) Limited (“HTAL”) is a subsidiary of Hutchison Whampoa and is listed on the Australian Securities Exchange with the ticker HTA. For the twelve months ended 30 June 2008, HTAL recorded total revenues of A$1.5 billion and EBITDA of A$173 million , implying an EBITDA margin of 11.8 %. As at 30 June 2008, HTAL had total gross assets of A$2.7 billion.

About H3GA
H3GA is a wholly owned subsidiary and the principal operating entity of HTAL. H3GA delivers mobile services under the “3” brand and operates HTAL’s 3G network in Australia. HTAL launched Australia’s first 3G mobile network – 3 – in April 2003, and today has over 2 million customers.

Vodafone Disclaimer
This press release does not constitute, or form part of, any offer or invitation to sell, or any solicitation of any offer to purchase any security in any jurisdiction.

Information in this press release about the yield on shares cannot be relied upon as a guide to future performance.

This press release contains “forward-looking statements” within the meaning of the US Private Securities Litigation Reform Act of 1995 with respect to Vodafone’s expectations and future performance resulting from the proposed transaction. Forward-looking statements are sometimes, but not always, identified by their use of a date in the future or such words as “anticipates”, “aims”, “could”, “may”, “should”, “expects”, “believes”, “intends”, “plans” or “targets”. In particular, such forward-looking statements include, but are not limited to, statements with respect to expected 3G coverage, product and service offerings, cost savings, adjusted earnings per share and synergies in operating expenses and capital expenditures. By their nature, forward-looking statements are inherently predictive, speculative and involve risk and uncertainty because they relate to events and depend on circumstances that will occur in the future.

There are a number of factors that could cause actual results and developments to differ materially from those expressed or implied by these forward-looking statements. These factors include, but are not limited to regulatory approvals that may require acceptance of conditions with potential adverse impacts; risk involving our ability to realise expected benefits associated with the transaction, the impact of legal or other proceedings; and continued growth in the market for mobile services and general economic conditions in Australia.

Furthermore, a review of the reasons why actual results and developments may differ materially from the expectations disclosed or implied within forward-looking statements can be found by referring to the information contained under the heading „Principal Risk Factors and Uncertainties” in Vodafone Group Plc’s Annual Report for the year ended 31 March 2008 and „Other Information – Forward-Looking Statements” in Vodafone Group Plc’s Half-Year Financial Report for the six months ending 30 September 2008. No assurances can be given that the forward-looking statements in this document will be realised. Neither Vodafone nor any of its affiliates intends to update these forward-looking statements.

Hutchison Disclaimer
This press release Hutchison and Vodafone agree to Merge Australian Telecom Operations to form a 50:50 Joint Venture
09 February 2009

Vodafone and Hutchison Telecommunications (Australia) Limited (“HTAL”), a listed subsidiary of Hutchison Whampoa Limited (“Hutchison Whampoa”), announced today an agreement to merge their telecommunications businesses in Australia, Vodafone Australia Limited (“Vodafone Australia”) and Hutchison 3G Australia Pty Limited (“H3GA”), which delivers its mobile services under the “3” brand. Both Vodafone and HTAL will have an equal ownership of 50% in the joint venture, which will be renamed VHA Pty Limited (“VHA”). VHA will market its products and services under the Vodafone brand, but will retain exclusive rights to use the 3 brand in Australia during a transition period and thereafter. To equalise the value difference between the respective businesses, Vodafone will receive a deferred payment of A$500 million from VHA.

Commenting on the transaction, Vittorio Colao, Chief Executive of Vodafone, said: „This transaction will benefit customers in Australia as it creates a company with the necessary scale to compete strongly in the mobile market. Customers can look forward to a wider portfolio of voice and data services, delivered under the Vodafone brand over a high quality network, which through ongoing investment will bring 3G coverage to around 95% of the population. This is an important step in the transformation of the Australian mobile industry.”

Canning Fok, Group Managing Director of Hutchison Whampoa and Chairman of HTAL said: “Since its inception, 3 has established a track record of innovation – from challenging the status quo by launching Australia’s first 3G network with new services such as mobile TV and mobile internet, to changing the market with the introduction of cap plans. Combining with the strengths of Vodafone in Australia means that our partnership will deliver leading propositions, products and services to Australian businesses and consumers across the full range of their mobile communications needs.”

Transaction benefits

The transaction creates a stronger mobile operator better positioned to compete in the Australian telecommunications market with approximately 6 million customers and combined total revenues of approximately A$4 billion for the twelve months ended 30 June 2008.
Utilising existing network arrangements and planned network build, VHA will operate an advanced and comprehensive mobile network with at least 95% population coverage, of which 63% will have access to high speed 3G services. Upon completion of additional network roll outs, VHA’s 3G population coverage is planned to increase to 95%.
Drawing from the best offerings of both Vodafone and 3, VHA will have an even broader product offering, and will continue to provide innovative consumer and business services to the Australian market.
The in-market nature of the transaction is expected to create significant value. Economies of scale across procurement, product development, IT, network, commercial operations and administrative expenses are expected to deliver significant cost savings. The net present value of operating expense and capital expenditure synergies is currently expected to be in excess of A$2 billion, net of integration costs.
The transaction is expected to be enhancing to HTAL’s and Vodafone’s adjusted earnings per share, as well as to the consolidated EBIT performance of Hutchison Whampoa’s 3 Group, from the first full year post completion (after synergies and excluding the impact of intangible asset amortisation and one-off costs).
Management
The Chairman of VHA will be Nick Read (CEO of Vodafone Asia-Pacific & Middle East Region), the CEO will be Nigel Dews (currently CEO of HTAL and H3GA) and the CFO will be Dave Boorman (currently CFO of Vodafone Australia). Russell Hewitt (currently CEO of Vodafone Australia) will be a non-executive Director of VHA.

Other transaction considerations
The A$500 million deferred payment will be structured as a shareholder loan from Vodafone to VHA and take precedence over any shareholder returns and over the repayment of interest and principal of any other VHA indebtedness. The loan is on an arm’s length basis and is expected to be repaid or refinanced within 18 months from completion.

Vodafone will receive an annual brand licensing fee from VHA equivalent to 1% of service revenues.

Following completion of the transaction, Vodafone, HTAL and Hutchison Whampoa will account for VHA as a joint venture.

Board approval and HTAL Directors’ recommendation
The HTAL Board considers that the transaction is in the best interest of HTAL shareholders and has unanimously recommended that HTAL shareholders vote in favour of the transaction (and intend to vote any HTAL shares they own in favour of the transaction) subject to no superior proposal emerging and the independent expert determining that the transaction is fair and reasonable for HTAL shareholders.

Implementation Agreement
The parties have entered into an Implementation Agreement that provides for exclusivity, break fees, and a standstill over Hutchison Whampoa’s shares in HTAL. These arrangements are summarised in the attachment to this release.

Conditions to completion
The transaction is expected to close by mid-2009, subject to the approval of the Foreign Investment Review Board, clearance from the Australian Competition and Consumer Commission and HTAL shareholders’ approval.

HTAL shareholders will be asked to approve the transaction and it is expected that an extraordinary general meeting will be held in April 2009 to enable HTAL shareholders to vote on the transaction. HTAL shareholders will shortly be sent a Notice of Meeting and Explanatory Statement (including an independent expert’s report on the transaction) which will contain detailed information relating to the transaction, including the basis for the HTAL Directors’ recommendation.

For further information:
Vodafone Group
Investor Relations
+44 (0) 1635 664447
Media Relations
+44 (0)1635 664444

Vodafone Australia
Public Relations
Greg Spears
Australia
+61 (0) 406 315 014

HTAL / 3
Investor & Media Relations
Tanya Bowes
Australia
+61 (0) 433 831 435

Hutchison Whampoa
Media Relations
Laura Cheung
Hong Kong
+852 2128 1235

About Vodafone
Vodafone is the world’s leading mobile telecommunications company, with equity interests in 27 countries and Partner Markets in more than 40 countries. As of 31 December 2008, Vodafone had approximately 289 million proportionate customers worldwide. For further information, please visit http://www.vodafone.com.
About Hutchison Whampoa
Hutchison Whampoa is a leading international corporation committed to innovation and technology with businesses spanning 56 countries. Its diverse array of holdings range from some of the world’s biggest port operators and retailers to property development and infrastructure to the most technologically-advanced and marketing-savvy telecommunications operators.

Hutchison Whampoa’s global group of companies is one of Australia’s biggest foreign investors. Throughout the world, under the 3 brand, Hutchison Whampoa’s 3 Group provides 3G services to over 19 million people in 9 countries. For further information, please visit http://www.hutchison-whampoa.com.

About Vodafone Australia
Vodafone Australia is a wholly owned subsidiary of Vodafone Group Plc. Vodafone Australia is the no. 3 mobile operator in Australia with over 4.2 million customers (including MVNO customers ). For the fiscal year ended 31 March 2008, the company recorded total revenues of A$2.4 billion and EBITDA of A$499 million2,3, implying an EBITDA margin of 20.5%. As at 31 March 2008, Vodafone Australia had total gross assets of A$2.6 billion2.

About HTAL
Hutchison Telecommunications (Australia) Limited (“HTAL”) is a subsidiary of Hutchison Whampoa and is listed on the Australian Securities Exchange with the ticker HTA. For the twelve months ended 30 June 2008, HTAL recorded total revenues of A$1.5 billion and EBITDA of A$173 million , implying an EBITDA margin of 11.8 %. As at 30 June 2008, HTAL had total gross assets of A$2.7 billion.

About H3GA
H3GA is a wholly owned subsidiary and the principal operating entity of HTAL. H3GA delivers mobile services under the “3” brand and operates HTAL’s 3G network in Australia. HTAL launched Australia’s first 3G mobile network – 3 – in April 2003, and today has over 2 million customers.

Vodafone Disclaimer
This press release does not constitute, or form part of, any offer or invitation to sell, or any solicitation of any offer to purchase any security in any jurisdiction.

Information in this press release about the yield on shares cannot be relied upon as a guide to future performance.

This press release contains “forward-looking statements” within the meaning of the US Private Securities Litigation Reform Act of 1995 with respect to Vodafone’s expectations and future performance resulting from the proposed transaction. Forward-looking statements are sometimes, but not always, identified by their use of a date in the future or such words as “anticipates”, “aims”, “could”, “may”, “should”, “expects”, “believes”, “intends”, “plans” or “targets”. In particular, such forward-looking statements include, but are not limited to, statements with respect to expected 3G coverage, product and service offerings, cost savings, adjusted earnings per share and synergies in operating expenses and capital expenditures. By their nature, forward-looking statements are inherently predictive, speculative and involve risk and uncertainty because they relate to events and depend on circumstances that will occur in the future.

There are a number of factors that could cause actual results and developments to differ materially from those expressed or implied by these forward-looking statements. These factors include, but are not limited to regulatory approvals that may require acceptance of conditions with potential adverse impacts; risk involving our ability to realise expected benefits associated with the transaction, the impact of legal or other proceedings; and continued growth in the market for mobile services and general economic conditions in Australia.

Furthermore, a review of the reasons why actual results and developments may differ materially from the expectations disclosed or implied within forward-looking statements can be found by referring to the information contained under the heading „Principal Risk Factors and Uncertainties” in Vodafone Group Plc’s Annual Report for the year ended 31 March 2008 and „Other Information – Forward-Looking Statements” in Vodafone Group Plc’s Half-Year Financial Report for the six months ending 30 September 2008. No assurances can be given that the forward-looking statements in this document will be realised. Neither Vodafone nor any of its affiliates intends to update these forward-looking statements.

Hutchison Disclaimer
This press release does not constitute, or form part of, any offer or invitation to sell, or any solicitation of any offer to purchase any security in any jurisdiction.

Information in this press release about the yield on shares cannot be relied upon as a guide to future performance.

does not constitute, or form part of, any offer or invitation to sell, or any solicitation of any offer to purchase any security in any jurisdiction.

Information in this press release about the yield on shares cannot be relied upon as a guide to future performance.

Interim Management Statement for the Quarter Ended 31 December 2008
03 February 2009

Key highlights:

Group: Revenue of £10,470 million, up 14.3%
Pro forma service revenue growth including India of 1.4%
Group data revenue of £786 million, up 25.3% on an organic basis
Proportionate mobile customer base of 289.0 million at 31 December 2008, up 9.5 million in the quarter
Europe: Service revenue up 15.0%, driven by strong foreign exchange
Organic service revenue down 1.4%; trends broadly similar to second quarter in a weaker market environment
Solid results in Germany and Italy and stabilised results in the UK offset continuing weakness in Spain
Africa & Central Europe: Service revenue up 6.1%
Continued good growth in Vodacom offset by Turkey
Asia Pacific & Middle East: Service revenue up 27.9%
Record customer growth in India; service revenue growth of 29.6% at constant exchange rates
Verizon Wireless: Service revenue up 12.2%; data revenue up 49.4%, both in local currency
Alltel acquisition completed on 9 January 2009
Strategy: Good early progress on all objectives, including £1 billion cost saving programme
Outlook: Underlying ranges confirmed. Increased guidance to reflect foreign exchange environment
Adjusted operating profit in the range of £11.5 billion to £12.0 billion, an increase of £0.5 billion
Free cash flow in the range of £5.5 billion to £6.0 billion, an increase of £0.3 billion
Vittorio Colao, Chief Executive, commented:

“Our underlying performance showed similar trends to the previous quarter, with pro forma service revenue up 1.4% including India and at constant exchange rates. In the context of the current economic environment, we have continued to implement our strategy, with an emphasis on customer value, mobile data, Enterprise and fixed broadband. This has driven increased usage, 25% organic growth in data revenue and over 280,000 fixed broadband additions in Europe. We have also made progress on our plans to reduce costs by £1 billion by March 2011. Underlying guidance is confirmed.”

T-Mobile Tips Off NBA All-Star 2009 with
‘Shot of a Lifetime’
‘Shot of a Lifetime’
One Lucky Fan Will Have the Chance to Face Off Against NBA All-Star Dwyane Wade
During the Eastern Conference Finals

BELLEVUE, Wash. — Feb. 11, 2009 — Today, T-Mobile USA, Inc., announces a one-of-a-kind opportunity for NBA fans and T-Mobile® customers — a chance to play a game of HORSE against NBA All-Star and Miami Heat player Dwyane Wade. The myFaves® Shot of a Lifetime sweepstakes will give one lucky winner a trip with his or her five favorite friends to square off against Wade during the Eastern Conference Finals for a chance to win $50,000.

Registration for the sweepstakes opens today — consumers can enter by texting “MYSHOT” to 72579 and will receive a link for a free wallpaper.* Starting March 4th, consumers will have another option for registration by visiting http://www.t-mobile.com/nba, which will also host instant-win prizes. Registration, via SMS or online, will be open through May 1st.

To help celebrate the launch of the Shot of a Lifetime sweepstakes during NBA All-Star 2009, T-Mobile will host an exclusive celebrity shoot-out event on Friday the 13th with superstar Dwyane Wade, other athletes and celebrities to benefit charity.

“T-Mobile is committed to bringing exciting, exclusive experiences to our customers and NBA fans – and that’s exactly why we’ve launched the Shot of a Lifetime sweepstakes,” said Mike Belcher, vice president of brand communications and experience marketing, T-Mobile USA. “It is an amazing opportunity for one lucky winner to bring his or her friends to the Eastern Conference Finals and face-off against Dwyane Wade, an NBA star and a T-Mobile All-Star favorite.”

In addition to the launch of the sweepstakes, the 2009 T-Mobile Rookie Challenge & Youth Jam promises to be a memorable experience for the local Phoenix community. For the third year, T-Mobile has teamed with the NBA and NBA Cares to create an amazing opportunity for more than 3500 students to experience NBA All-Star. By successfully completing fitness, nutrition, and community service requirements, the “T-Mobile Stick Together® All-Stars,” ages 11-15, from participating school districts will watch the game from some of the best seats in the house at US Airways Center.

Also, for the first time in the game’s history, two All-Star starters, Dwight Howard of the Orlando Magic and Dwyane Wade of the Miami Heat, both in T-Mobile’s “All-Star Faves 5SM,” will serve on the Rookie Challenge & Youth Jam coaching staffs — Howard for the Sophomores and Wade for the Rookies. T-Mobile also will host the opportunity during the second half of the game to have fans vote to help select the MVP via NBA.com or SMS on mobile phones.

Other T-Mobile activities during NBA All-Star 2009 include the T-Mobile area at NBA All-Star Jam Session presented by adidas where fans can participate in an interactive basketball theme park or watch an NBA player teach in a coaching clinic. Finally, anyone in Phoenix during All-Star is likely to see the large wallscape on the exterior of the Bank of America building outside of the Arena hosting T-Mobile’s own “All-Star Faves” — Dwight Howard, Yao Ming and Dwyane Wade.

For more information on T-Mobile’s Shot of a Lifetime sweepstakes or to see T-Mobile’s latest NBA myFaves® commercials, please visit http://www.t-mobile.com/nba.

* Standard messaging rates apply.

About T-Mobile USA, Inc.

Based in Bellevue, Wash., T-Mobile USA, Inc. is the U.S. operation of Deutsche Telekom AG’s Mobile Communications Business, and a wholly owned subsidiary of T-Mobile International, one of the world’s leading companies in mobile communications. By the end of 2008, 128 million mobile customers were served by the mobile communication segments of the Deutsche Telekom group—32.8 million by T-Mobile USA—all via a common technology platform based on GSM, the world’s most widely used digital wireless standard. T-Mobile’s innovative wireless products and services help empower people to connect to those who matter most. Multiple independent research studies continue to rank T-Mobile among the highest in numerous regions throughout the U.S. in wireless customer care and call quality. For more information, please visit http://www.T-Mobile.com. T-Mobile is a federally registered trademark of Deutsche Telekom AG. Stick Together and myFaves are registered and unregistered trademarks and service marks of T-Mobile USA, Inc.

About NBA All-Star 2009

NBA All-Star 2009 in Phoenix will bring together some of the most talented and passionate players in the league’s history for a global celebration of the game. Among the many events that will reach fans in 215 countries and territories in 44 languages are the T-Mobile Rookie Challenge & Youth Jam, Sprite Slam Dunk Contest, Foot Locker Three-Point Shootout, PlayStation Skills Challenge, Haier Shooting Stars, McDonald’s NBA All-Star Celebrity Game, NBA All-Star Jam Session presented by adidas, and the 58th NBA All-Star Game, which will be played on Sunday, Feb. 15 at the US Airways Center and broadcast on TNT for a sixth consecutive year, marking Turner Sports’ 24th season of All-Star coverage. This will be the third NBA All-Star in Phoenix. The city also hosted the event in 1975 and 1995.

T-Mobile Announces Exclusive Performances for the Grammy Celebration Concert Tour
Presented By T-Mobile Sidekick
Five-City Tour Will Kick Off In Los Angeles With Leona Lewis

BELLEVUE, Wash., and LOS ANGELES, Calif. — Feb. 24, 2009 — T-Mobile USA, Inc. and The Recording Academy® announced an exciting array of GRAMMY®-winning and nominated artists who will be a part of the 2009 GRAMMY® Celebration Concert Tour presented by T-Mobile® Sidekick®. The five-city concert tour will be a collaboration of established and up-and-coming musicians including Leona Lewis, Katy Perry and LL Cool J.

This marks the second consecutive year for the tour, which will kick off in Los Angeles at the Hollywood Palladium on April 9 with a performance by GRAMMY nominee Leona Lewis. The tour will continue with a stop in San Francisco at The Warfield on April 14, Boston at the House of Blues Boston on April 28, Miami at the Fillmore Miami Beach at the Jackie Gleason Theater on May 13 and New York City at Terminal 5 on May 28. In Miami, GRAMMY nominee Katy Perry will perform and in New York City two-time GRAMMY winner LL Cool J will conclude the tour.

Details on all of the scheduled performers, which will include artists in rock, pop, R&B, and hip-hop, will be available via http://www.sidekick.com and http://www.grammy.com in the coming weeks.

The GRAMMY Celebration Concert Tour Presented By T-Mobile Sidekick is a unique and intimate musical experience honoring The Recording Academy’s extraordinary heritage, providing music and Sidekick fans the opportunity to be a part of a truly exclusive concert experience.

A limited amount of tickets for each performance will be available through special, in-store contests and giveaways at select T-Mobile retail locations in the five concert cities. T-Mobile will support the concert tour with an integrated marketing campaign including grassroots support with street team activations and in-market radio promotions, as well as an extensive online experience. The T-Mobile Sidekick website, http://www.sidekick.com, will include exclusive concert event information, photos and activities, including the chance to enter to win a VIP concert package. No purchase is necessary to enter or win the VIP concert package.

“T-Mobile is thrilled to once again provide our customers the opportunity to see some of their favorite artists in up-close-and-personal concerts,” said Mike Belcher, vice president of branded communications and experience marketing, T-Mobile USA, Inc. “With The Recording Academy’s support, we will once again create unforgettable experiences exclusively for our Sidekick customers and music fans to show them our appreciation for their enthusiasm and loyalty.”

“The concert tour will celebrate diversity in music by bringing together artists from all musical genres including pop, rock and hip-hop,” said Evan Greene, chief marketing officer of The Recording Academy. “We are proud to partner once again with a brand that is committed to music, and we look forward to further establishing this concert series that delights both music and Sidekick fans alike.”

With its signature swivel screen and full QWERTY keyboard, the T-Mobile Sidekick family of devices is designed for virtually anytime, anywhere communication. With access to e-mail, instant messaging and text messaging, as well as a robust Web experience to access sites such as MySpace®, T-Mobile Sidekicks provide the luxury of being the center of one’s social circle. For more information on T-Mobile Sidekick, please visit ,www.sidekick.com.

About The Recording Academy

Established in 1957, The Recording Academy is an organization of musicians, producers, engineers and recording professionals that is dedicated to improving the cultural condition and quality of life for music and its makers. Internationally known for the GRAMMY Awards — the preeminent peer-recognized award for musical excellence and the most credible brand in music — The Recording Academy is responsible for groundbreaking professional development, cultural enrichment, advocacy, education and human services programs. The Academy continues to focus on its mission of recognizing musical excellence, advocating for the well-being of music makers and ensuring music remains an indelible part of our culture. For more information about The Academy, please visit http://www.grammy.com.

About T-Mobile USA, Inc.

Based in Bellevue, Wash., T-Mobile USA, Inc. is the U.S. operation of Deutsche Telekom AG’s Mobile Communications Business, and a wholly owned subsidiary of T-Mobile International, one of the world’s leading companies in mobile communications. By the end of 2008, 128 million mobile customers were served by the mobile communication segments of the Deutsche Telekom group—32.8 million by T-Mobile USA—all via a common technology platform based on GSM, the world’s most widely used digital wireless standard. T-Mobile’s innovative wireless products and services help empower people to connect to those who matter most. Multiple independent research studies continue to rank T-Mobile among the highest in numerous regions throughout the U.S. in wireless customer care and call quality. For more information, please visit http://www.t-mobile.com. T-Mobile is a federally registered trademark of Deutsche Telekom AG. T-Mobile Sidekick is a registered trademark of T-Mobile USA, Inc.

T-Mobile USA Earns Top Ranking for Wireless Customer Care
An Independent Study Confirms T-Mobile as a Leader in the Wireless Industry
in Providing Quality Customer Care

BELLEVUE, Wash. —February 4, 2009—T-Mobile USA, Inc. achieved the highest ranking in the J.D. Power and Associates 2009 Wireless Customer Care Performance StudySM – Volume 1. Survey results show T-Mobile ranked higher than all of its competitors for overall customer care performance.

Since 2004, T-Mobile has achieved the highest ranking in seven of the past eight Customer Care Performance Studies conducted by J.D. Power.

“This award reflects our customers’ opinions of their experience with T-Mobile. Customer opinions are the most important measurement we have of the service we provide,” said John Birrer, senior vice president of customer service, T-Mobile USA. “Every T-Mobile employee is focused on serving and delighting our customers whether it’s over the phone, in the store or online. We will continue to strive to earn our customers’ high regard in everything we do.”

The study provides a detailed report card based on consumer experiences on the phone with T-Mobile customer service professionals, through an Automated Response System (ARS), in-person at T-Mobile retail stores and online at http://www.t-mobile.com. The study shows:

T-Mobile ranked highest among all wireless providers in Overall Customer Care Performance, above all its competitors and significantly ahead of the industry average.
In interactions between consumers and customer care representatives, T-Mobile ranked significantly above the industry average.
T-Mobile ranked highest in online customer service and walk-in interactions at retail stores.
T-Mobile scored well above other wireless carriers and the industry average with the lowest average hold times.

The 2009 Wireless Customer Care Performance Study – Volume 1 is based on responses from 13,423 wireless customers. Online interviews were conducted between July and December 2008.

More information about J.D. Power and Associates studies can be found at http://www.jdpower.com.

About T-Mobile USA, Inc.

Based in Bellevue, Wash., T-Mobile USA, Inc. is the U.S. operation of Deutsche Telekom AG’s Mobile Communications Business, and a wholly owned subsidiary of T-Mobile International, one of the world’s leading companies in mobile communications. By the end of 2008, 128 million mobile customers were served by the mobile communication segments of the Deutsche Telekom group—32.8 million by T-Mobile USA—all via a common technology platform based on GSM, the world’s most widely used digital wireless standard. T-Mobile’s innovative wireless products and services help empower people to connect to those who matter most. Multiple independent research studies continue to rank T-Mobile among the highest in numerous regions throughout the U.S. in wireless customer care and call quality. For more information, please visit http://www.t-mobile.com. T-Mobile is a federally registered trademark of Deutsche Telekom AG.

About J.D. Power and Associates

Headquartered in Westlake Village, Calif., J.D. Power and Associates is a global marketing information services company operating in key business sectors including market research, forecasting, performance improvement, training and customer satisfaction. The company’s quality and satisfaction measurements are based on responses from millions of consumers annually. For more information on car reviews and ratings, car insurance, health insurance, cell phone ratings, and more, please visit JDPower.com. J.D. Power and Associates is a business unit of The McGraw-Hill Companies.

T-MOBILE USA ANNOUNCES PARTNERSHIP WITH THE RECORDING ACADEMY
T-Mobile and The Recording Academy to Bring Exclusive Music Experiences
to Fans Across the Country

BELLEVUE, Wash., and LOS ANGELES – Jan. 28, 2009 – T-Mobile USA, Inc., today announced a new partnership with The Recording Academy® to launch an extensive, multifaceted marketing program in 2009 with T-Mobile and the T-Mobile® Sidekick®. Building on the success of last year’s program, the partnership offers T-Mobile Sidekick customers and music fans the opportunity to be a part of a series of remarkable music experiences throughout the year.

To kick off the partnership, T-Mobile launched a national consumer promotion called T-Mobile Sidekick Takes You to the GRAMMY Awards Sweepstakes, offering Sidekick customers a chance to win a prize package that is a music lover’s dream: a grand prize trip to Los Angeles to attend the 51st Annual GRAMMY Awards on Feb. 8, including two tickets to the official post-awards-show party and a T-Mobile Sidekick device. Five grand prize winners and their guests have been selected at random from entries received electronically and by mail: Ella Valdez of Seattle, WA, Jason Abrahams of Decatur, GA, Vanessa Alex of Long Beach, CA, Daniel Colon of Bronx, NY, and Meaghan Leigh Morin of Cumberland, RI.

T-Mobile also will help sponsor the annual Pre-GRAMMY Gala on Feb. 7 presented by Sony Music Worldwide Chief Creative Officer and three-time GRAMMY winner Clive Davis and The Recording Academy. A Davis tradition for 30 years, the star-studded celebration, attended by artists and VIPs in the music and entertainment industry, will take place at the Beverly Hilton Hotel in Beverly Hills, Calif. In honor of the celebration, T-Mobile will offer one lucky winner the chance to be the official T-Mobile Sidekick Reporter with an entertainment news show at the exclusive red carpet event, interviewing and mingling with the music industry’s elite. Auditions for the Sidekick reporter will take place on Jan. 31 at participating T-Mobile retail stores in Los Angeles.

“We’re thrilled to bring our Sidekick customers another year of unique, exclusive programming in partnership with The Recording Academy,” said Mike Belcher, vice president of branded communications and experience marketing, T-Mobile USA. “Starting with events at the Grammys, the expanded partnership will create special music experiences throughout the year to show appreciation to our loyal Sidekick customers who have always been at the forefront of the entertainment scene.”

“We are delighted that T-Mobile is once again partnering with us,” said Evan Greene, chief marketing officer of The Recording Academy. “With our partnership, we will be able to create a wide range of unique events and experiences that will engage fans and celebrate excellence in music.”

T-Mobile and The Recording Academy also will bring back the exclusive concert series launched in 2008, the GRAMMY Celebration Concert Tour Presented by T-Mobile Sidekick. The tour consists of exclusive concerts featuring a lineup of GRAMMY-nominated and GRAMMY-winning artists from all genres of music. Details on the confirmed artists and concert dates will be announced at a later date, along with information on obtaining tickets and participating T-Mobile retail locations.

The 51st Annual GRAMMY Awards will broadcast live on Feb. 8 from the STAPLES Center in Los Angeles on the CBS Television Network, and will be distributed internationally to more than 160 countries.

With its signature swivel screen and full QWERTY keyboard, the T-Mobile Sidekick family of devices is designed for virtually anytime, anywhere communication. With access to e-mail, instant messaging and text messaging, as well as a robust Web experience to access sites such as MySpace, T-Mobile Sidekicks provide the luxury of being the center of one’s social circle.

About The Recording Academy

Established in 1957, The Recording Academy is an organization of musicians, producers, engineers and recording professionals that is dedicated to improving the cultural condition and quality of life for music and its makers. Internationally known for the GRAMMY Awards — the preeminent peer-recognized award for musical excellence and the most credible brand in music — The Recording Academy is responsible for groundbreaking professional development, cultural enrichment, advocacy, education and human services programs. The Academy continues to focus on its mission of recognizing musical excellence, advocating for the well-being of music makers and ensuring music remains an indelible part of our culture. For more information about The Academy, please visit http://www.grammy.com.

About T-Mobile USA, Inc.

Based in Bellevue, Wash., T-Mobile USA, Inc. is the U.S. operation of Deutsche Telekom AG’s Mobile Communications Business, and a wholly owned subsidiary of T-Mobile International, one of the world’s leading companies in mobile communications. By the end of the third quarter of 2008, 127 million mobile customers were served by the mobile communication segments of the Deutsche Telekom group — more than 32 million by T-Mobile USA — all via a common technology platform based on GSM, the world’s most widely used digital wireless standard.T-Mobile’s innovative wireless products and services help empower people to connect to those who matter most. For more information, please visit http://www.t-mobile.com. T-Mobile and the magenta color are federally registered trademarks of Deutsche Telekom AG.

FORTUNE ANNOUNCES THAT T-MOBILE USA IS INCLUDED ON THE 2009 “100 BEST COMPANIES TO WORK FOR” LIST

Bellevue, Wash., — January 22, 2009 — FORTUNE announced Thursday that T-Mobile USA, Inc. has been ranked 96 on the 12th annual “100 Best Companies to Work For” list. The full list and related stories appear in the February 2 issue of FORTUNE, available on newsstands on Monday, January 26, and now at http://www.fortune.com.

According to FORTUNE, a driving factor for the companies on this year’s list is that they excel at creating jobs. Of the 100 companies on the 2009 list, 73 are currently hiring.

In his FORTUNE.com blog, Managing Editor Andy Serwer writes, “No matter what happens with the economy, the demand for talent will remain. Great companies know that super-motivated, happy, world-class employees are an incredible competitive advantage.”

“Service is our number one priority at T-Mobile. And the best way to deliver outstanding service is to create an environment where our employees can make a meaningful difference for customers everyday,” said Robert Dotson, president and CEO, T-Mobile USA, Inc. “As the first telecommunications service provider to be included in Fortune’s ‘Best Companies to Work For’, we’re gratified and honored to be named among these elite companies.”

T-Mobile currently has more than 40,000 employees across the U.S., all dedicated to its stick together® promise to provide customers with ways to stay close to those who are important to them.

To pick the “100 Best Companies to Work For,” FORTUNE works with Robert Levering and Milton Moskowitz of the Great Place to Work® Institute—a global research and consulting firm with offices in 30 countries—to conduct the most extensive employee survey in corporate America.

More than 81,000 employees from 353 companies responded to the 57-question survey created by the Institute. Two-thirds of a company’s score is based on the survey, which is sent to a minimum of 400 randomly selected employees. The remaining third is based on a company’s responses to the Culture Audit questionnaire, which asks detailed questions about demographics, pay and benefits, and open-ended questions on philosophy, communication and more.

About FORTUNE

FORTUNE is a global leader in business journalism with a worldwide circulation of more than 1 million and a readership of nearly 5 million, with major franchises including the FORTUNE 500 and the FORTUNE 100 Best Companies to Work For. FORTUNE Live Media extends the brand’s mission into live settings, hosting a wide range of annual conferences, including the FORTUNE Global Forum. FORTUNE magazine’s online home is CNNMoney.com, the most visited and utilized business destination website.

About T-Mobile USA, Inc.

Based in Bellevue, Wash., T-Mobile USA, Inc. is the U.S. operation of Deutsche Telekom AG’s Mobile Communications Business, and a wholly owned subsidiary of T-Mobile International, one of the world’s leading companies in mobile communications. By the end of the third quarter of 2008, 127 million mobile customers were served by the mobile communication segments of the Deutsche Telekom group — more than 32 million by T-Mobile USA — all via a common technology platform based on GSM, the world’s most widely used digital wireless standard. T-Mobile’s innovative wireless products and services help empower people to connect to those who matter most. For more information, please visit http://www.t-mobile.com. T-Mobile and the magenta color are federally registered trademarks of Deutsche Telekom AG.

T-MOBILE USA TO OFFER CUSTOMERS THE THINNEST AND LIGHTEST FULL-QWERTY BLACKBERRY SMARTPHONE
New BlackBerry Curve 8900 Smartphone Delivers GPS, Wi-Fi,Enhanced Multimedia Capabilities and More

Bellevue, Wash., and Waterloo, Ontario – January 7, 2009 — T-Mobile USA, Inc., and Research In Motion (RIM) (Nasdaq: RIMM: TSX: RIM) today announced that T-Mobile® will offer its customers the new BlackBerry® Curve™ 8900 smartphone, the thinnest and lightest full-QWERTY BlackBerry smartphone.

The BlackBerry Curve 8900 from T-Mobile, in a stunning titanium-colored finish with chrome highlights, combines an elegant, compact design with a wide range of popular features and an easy-to-use full-QWERTY keyboard. It features built-in GPS and support of location-based services. It also allows easy access to social networking sites and has built-in Wi-Fi® (802.11 b/g) supporting both voice and data, making it easier to stay connected to family, friends and colleagues.

“T-Mobile is thrilled to bring our customers such an elegant and powerful way to communicate with the important people in their lives,” said Travis Warren, director, device marketing, T-Mobile USA. “The BlackBerry Curve 8900 offers T-Mobile customers the benefit of a full-QWERTY keyboard in the thinnest BlackBerry smartphone yet.”

In addition to a sleek, stylish design, the powerful new smartphone includes a large, vivid display – the highest resolution available on a BlackBerry smartphone – as well as a 512MHz next generation processor for fast and responsive performance. The handset’s advanced multimedia capabilities include a 3.2-megapixel camera with image stabilization, digital zoom, flash and the ability to record video and play video, a music player, a 3.5mm stereo headset jack and headset, and a hot-swappable microSD/SDHC memory card slot with a 256MB card inserted. With support for memory cards up to 16GB, customers can carry, capture and enjoy more of their music, pictures and video anywhere they go.

“The new BlackBerry Curve 8900 features a compact and refined design that looks and feels great. It gives you everything you need to stay connected and entertained,” said Mark Guibert, vice president, corporate marketing, Research In Motion. “With rich multimedia capabilities, exceptional mobile email and messaging features, enhanced Web browsing, a premium phone and easy access to social networking communities, including Facebook®, Flickr®, and MySpace.com®, the BlackBerry Curve 8900 helps you make the most of a busy lifestyle that spans well beyond normal business hours.”

T-Mobile customers can continue to get great mobile coverage and unlimited nationwide Wi-Fi calling with T-Mobile’s Unlimited HotSpot Calling service as well as unlimited nationwide calling to five people with T-Mobile myFaves® service.* As a quad-band world phone, the BlackBerry Curve 8900 supports international roaming, extending the ability to stay connected while traveling abroad.

The new BlackBerry Curve 8900 smartphone from T-Mobile is anticipated to be available in February at T-Mobile retail stores, select authorized dealers, and online at http://www.T-Mobile.com.

Prior to retail availability, customers can learn more about the BlackBerry Curve 8900 at http://www.BlackBerry.com/NewCurve8900.

About T-Mobile USA, Inc.

About T-Mobile USA, Inc. Based in Bellevue, Wash., T-Mobile USA, Inc. is the U.S. operation of Deutsche Telekom AG’s Mobile Communications Business, and a wholly owned subsidiary of T-Mobile International, one of the world’s leading companies in mobile communications. By the end of the third quarter of 2008, 127 million mobile customers were served by the mobile communication segments of the Deutsche Telekom group — 32.1 million by T-Mobile USA — all via a common technology platform based on GSM, the world’s most widely used digital wireless standard. T-Mobile’s innovative wireless products and services help empower people to connect to those who matter most. Multiple independent research studies continue to rank T-Mobile among the highest in numerous regions throughout the U.S. in wireless customer care and call quality. For more information, please visit http://www.T-Mobile.com. T-Mobile is a federally registered trademark of Deutsche Telekom AG.

About Research In Motion (RIM)

Research In Motion is a leading designer, manufacturer and marketer of innovative wireless solutions for the worldwide mobile communications market. Through the development of integrated hardware, software and services that support multiple wireless network standards, RIM provides platforms and solutions for seamless access to time-sensitive information including email, phone, SMS messaging, Internet and intranet-based applications. RIM technology also enables a broad array of third party developers and manufacturers to enhance their products and services with wireless connectivity to data. RIM’s portfolio of award-winning products, services and embedded technologies are used by thousands of organizations around the world and include the BlackBerry® wireless platform, the RIM Wireless Handheld™ product line, software development tools, radio-modems and software/hardware licensing agreements. Founded in 1984 and based in Waterloo, Ontario, RIM operates offices in North America, Europe and Asia Pacific. RIM is listed on the Nasdaq Stock Market (Nasdaq: RIMM) and the Toronto Stock Exchange (TSX: RIM). For more information, visit http://www.rim.com or http://www.blackberry.com.

Forward-looking statements in this news release are made pursuant to the “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995. When used herein, words such as “intend” and similar expressions are intended to identify forward-looking statements. Forward-looking statements are based on assumptions made by and information available to Research In Motion Limited. Investors are cautioned that such forward-looking statements involve risks and uncertainties. Important factors that could cause actual results to differ materially from those expressed or implied by such forward-looking statements include, without limitation, possible product defects and product liability, risks related to international sales and potential foreign currency exchange fluctuations, the initiation or outcome of litigation, acts or potential acts of terrorism, international conflicts, significant fluctuations of quarterly operating results, changes in Canadian and foreign laws and regulations, continued acceptance of RIM’s products, increased levels of competition, technological changes and the successful development of new products, dependence on third-party networks to provide services, dependence on intellectual property rights, and other risks and factors detailed from time to time in RIM’s periodic reports filed with the United States Securities and Exchange Commission, and other regulatory authorities. RIM has no intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

The BlackBerry and RIM families of related marks, images and symbols are the exclusive properties and trademarks of Research In Motion Limited. RIM, Research In Motion and BlackBerry are registered with the U.S. Patent and Trademark Office and may be pending or registered in other countries. Wi-Fi is a registered trademark of the Wi-Fi Alliance. Bluetooth word mark and logos are owned by Bluetooth SIG, Inc. and are used by T-Mobile under license. All other brands, product names, company names, trademarks and service marks are the properties of their respective owners. Neither RIM nor T-Mobile assume any obligations or liability and make no representation, warranty, endorsement or guarantee in relation to any aspect of any third party products or services.

*Unlimited nationwide Wi-Fi calling requires Unlimited HotSpot Calling mobile plan, qualifying rate plan, broadband Internet connection and wireless router. Regular plan minutes are used when call does not originate on Wi-Fi network. For more information about Unlimited HotSpot Calling, visit http://www.T-MobileAtHome.com. myFaves only applies to calls directly between two people and allows unlimited nationwide calling to five U.S. numbers. Use of some device features may require a specific plan and incur separate, additional charges. See T-Mobile.com for rate plan information, charges for features and services, and other details.

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