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Rating Action:

MOODY'S PLACES BELLSOUTH CORPORATION LONG TERM RATINGS (SR. UNSEC Aa3) AND BELLSOUTH TELECOM (SR. UNSEC Aa2) ON REVIEW FOR DOWNGRADE; SHORT-TERM P-1 RATING OF BELLSOUTH CORPORATION NOT ON REVIEW

17 Sep 2002
MOODY'S PLACES BELLSOUTH CORPORATION LONG TERM RATINGS (SR. UNSEC Aa3) AND BELLSOUTH TELECOM (SR. UNSEC Aa2) ON REVIEW FOR DOWNGRADE; SHORT-TERM P-1 RATING OF BELLSOUTH CORPORATION NOT ON REVIEW

Approximately $18 Billion of Debt Securities Affected.

New York, September 17, 2002 -- Moody's Investors Service placed the Aa3 senior unsecured long-term ratings of BellSouth Corporation ("BellSouth"), the Aa2 senior unsecured long-term ratings of BellSouth Telecom ("BST") as well as the ratings of all subsidiaries (listed below) on review for possible downgrade. The Prime-1 short-term ratings of BellSouth Corporation are not part of the review and are confirmed.

The review for downgrade is prompted by: 1) ongoing weakness in revenue and access line trends in its local wireline operations primarily resulting from rapidly expanding competition, especially through wholesale network unbundling; and 2) Moody's concerns that the business risk profile for the Regional Bell Operating Companies ("RBOCs") is increasing due to growing competitive threats from long distance, wireless and cable operators, growing technology substitution (e.g. Instant Messaging and email), in addition to the effects of an unfavorable regulatory pricing environment in the local wireline business.

The review for downgrade will focus on the appropriate long-term rating level for BellSouth evaluating: 1) the impact on earnings and free cash flow from the likelihood that its local wireline market share will continue to erode in its home territory; 2) the impact on BellSouth's credit metrics from potential future funding needs at Cingular Wireless should Cingular encounter difficulty accessing the debt or equity markets; 3) the challenges and opportunities in the company's Latin American investments; 4) the company's ability to offset market share losses in its local wireline business and its overall growth strategy; and, 5) its balance sheet strength and liquidity. Moody's indicated that any near-term rating action will be modest, reflecting the company's solid franchise value and good credit fundamentals.

While Moody's is concerned about the long-term pressures on BellSouth's businesses, the rating agency emphasized that BellSouth continues to maintain a strong market position, a profitable base of largely unencumbered assets and fiscally conservative management. The business diversification that exists at BellSouth has helped to insulate the company from the negative pressures in any one particular business segment. Outside of local wireline service, BellSouth's businesses also include long distance, high-speed DSL service, wireless service (through its 40% interest in Cingular Wireless, a joint venture with SBC Communications Inc.), investments in Latin America, and the highly profitable advertising and publishing business. This diversification has served BellSouth particularly well. In addition, BellSouth is also partially hedged against the growing trend of wireless substitution through its ownership position in Cingular Wireless. Wireless, broadband and long distance data all represent growth opportunities that could substantially offset slow or negative access line growth. However, all these businesses require substantial ongoing investment. Therefore, Moody's expects that BellSouth's business risk profile will shift over time as its asset base becomes weighted more toward highly competitive broadband, data, and wireless assets versus more stable local access lines.

The ratings on review for downgrade are:

BellSouth Corp. - issuer rating, Aa3

BellSouth Capital Funding Corporation - senior unsecured, Aa3; senior unsecured medium-term notes, Aa3; senior unsecured shelf (P), Aa3; and issuer rating, Aa3

BellSouth Savings and Employee Stock Ownership Trust - senior unsecured, Aa3

BellSouth Savings and Security ESOP Trust - senior unsecured, Aa3

South Central Bell Telephone Company - senior unsecured, Aa2

Southern Bell Telephone & Telegraph Company - senior unsecured, Aa2

BellSouth Telecommunications, Inc. - senior unsecured, Aa2; senior unsecured shelf, (P)Aa2; reset put securities, Aa2

BellSouth Corporation is a global telecommunications provider and is headquartered in Atlanta, Georgia.

New York
Dennis Saputo
Senior Vice President
Corporate Finance
Moody's Investors Service
JOURNALISTS: 212-553-0376
SUBSCRIBERS: 212-553-1653

New York
Robert Konefal
Managing Director
Corporate Finance
Moody's Investors Service
JOURNALISTS: 212-553-0376
SUBSCRIBERS: 212-553-1653

No Related Data.
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