1Q03 1Q02 Growth 4Q02 Growth
 
 
 Operating Revenues
 Communications group $4,508 $4,645 -2.9% $4,481 0.6%
 Latin America 509 656 -22.4% 486 4.7%
  Domestic advertising and
 publishing 494 216 128.7% 709 -30.3%
 All other 12 17 -29.4% 16 -25.0%
 Total Operating Revenues 5,523 5,534 -0.2% 5,692 -3.0%
 
 Operating Expenses
 Cost of services and
 products 1,933 1,966 -1.7% 1,960 -1.4%
 Selling, general &
 administrative expenses 1,052 1,038 1.3% 1,133 -7.1%
 Depreciation and
  amortization 1,038 1,161 -10.6% 1,151 -9.8%
 Provision for restructuring
 and asset impairments 121 - N/M* 312 -61.2%
 Total Operating Expenses 4,144 4,165 -0.5% 4,556 -9.0%
  Operating Income 1,379 1,369 0.7% 1,136 21.4%
 Interest Expense 296 304 -2.6% 292 1.4%
 Other Income (Expense), net 306 819 -62.6% 68 350.0%
 Income Before Taxes and
  Accounting Changes 1,389 1,884 -26.3% 912 52.3%
 Provision for Income Taxes 474 753 -37.1% 338 40.2%
 Income Before Cumulative Effect
 Change 915 1,131 -19.1% 574 59.4%
 Cumulative Effect of Changes in
 Accounting Principle 315 (1,285) N/M - N/M
 Net Income $1,230 $(154) N/M $574 114.3%
 
 Diluted:
 Weighted Average Common
 Shares Outstanding 1,860 1,888 -1.5% 1,864 -0.2%
 Earnings Per Share $0.66 ($0.08) N/M $0.31 112.9%
 
 * - Not meaningful.
 
 Selected Financial and Operating Data
 
 
 EBITDA (4) $2,417 $2,530 -4.5% $2,287 5.7%
 EBITDA margin (5) 43.8% 45.7% -190 bps 40.2% 360 bps
 
 Declared dividends per share $0.21 $0.19 10.5% $0.20 5.0%
 Capital expenditures $631 $1,005 -37.2% $922 -31.6%
 
  Common shares outstanding 1,847 1,879 -1.7% 1,860 -0.7%
 Book value per share $9.96 $9.60 3.8% $9.63 3.4%
 Debt ratio 47.4% 51.3% -390 bps 49.2% -180 bps
 Total employees  76,797 85,742 -10.4% 77,020 -0.3%
 
 
 
 EBITDA Reconciliation to Operating
 Cash Flows
 EBITDA (4) $2,417 $2,530 $2,287
 Non cash activity included
 in EBITDA  132 158 345
 Cash interest and tax payment
 activity, net (167) (190) (540)
 Working capital changes / Other (474) (433) (379)
 Operating Cash Flows $1,908 $2,065 $1,713
 
 
 
 BellSouth Corporation
 Consolidated Statements of Income - Normalized Basis (unaudited)
 (amounts in millions, except per share data)
 
 Note to Readers: Our reported results, as shown on page 1, are prepared
 in accordance with generally accepted accounting principles (GAAP). The
 normalized results presented below exclude the impact of certain non-
 recurring or non-operating items, the details of which are provided on
 page 3 of this release. In addition, the normalized results reflect our
 40% proportionate share of Cingular's results, the presentation of which
 is not allowed under GAAP. Certain reclassifications have been made to
 prior periods to conform to the current presentation.
 
  1Q03 1Q02 Growth 4Q02 Growth
 
 Operating Revenues
 Communications group $4,469 $4,614 -3.1% $4,441 0.6%
 Domestic wireless 1,436 1,417 1.3% 1,463 -1.8%
 Latin America 509 656 -22.4% 486 4.7%
 Domestic advertising and
 publishing 494 506 -2.4% 548 -9.9%
 All other 12 17 -29.4% 15 -20.0%
  Total Operating Revenues 6,920 7,210 -4.0% 6,953 -0.5%
 
 Operating Expenses
 Cost of services and
 products 2,364 2,376 -0.5% 2,258 4.7%
 Selling, general, &
 administrative expenses  1,537 1,620 -5.1% 1,726 -11.0%
 Depreciation and
 amortization 1,233 1,341 -8.1% 1,338 -7.8%
 Total Operating Expenses 5,134 5,337 -3.8% 5,322 -3.5%
 Operating Income 1,786 1,873 -4.6% 1,631 9.5%
 Interest Expense 364 359 1.4% 357 2.0%
 Other Income (Expense), net 39 79 -50.6% 31 25.8%
 Income Before Income Taxes 1,461 1,593 -8.3% 1,305 12.0%
 Provision for Income Taxes 520 555 -6.3% 459 13.3%
 Net Income $941 $1,038 -9.3% $846 11.2%
 
 Diluted:
 Weighted Average Common
 Shares Outstanding 1,860 1,888 -1.5% 1,864 -0.2%
 Earnings Per Share $0.51 $0.55 -7.3% $0.45 13.3%
 
 * - Not meaningful.
 
 Selected Financial and Operating Data
 
 EBITDA (4) $3,019 $3,214 -6.1% $2,969 1.7%
 EBITDA margin (5) 43.6% 44.6% -100 bps 42.7% 90 bps
 
 
 Declared dividends per share $0.21 $0.19 10.5% $0.20 5.0%
 Capital expenditures $631 $1,005 -37.2% $922 -31.6%
 
 Common shares outstanding 1,847 1,879 -1.7% 1,860 -0.7%
 Book value per share $9.96 $9.60 3.8% $9.63 3.4%
 Debt ratio 47.4% 51.3% -390 bps 49.2% -180 bps
 Total employees 76,797 85,742 -10.4% 77,020 -0.3%
 
 
 BellSouth Corporation
 Normalized Earnings Summary and Reconciliation to Reported Results
 (amounts in millions, except per share data)
 
 
 
 
 First Quarter 2003 Normalizing Items
 
  FX Losses A&P
 Cingular (Gains) Acctg. FAS Pension/
 Change 143 Severance
 GAAP A F G I  J Normal-
 ized
 
 Operating Revenues $5,523 $1,397 $6,920
 Operating Expenses 4,144 1,111 (121) 5,134
 Operating Income 1,379 286 --- --- --- 121 1,786
 Interest Expense 296 68 --- --- 364
 Other Income
 (Expense), net 306 (217) (50) 39
 Income Before Taxes
 and Accounting
 Change 1,389 1 (50) --- --- 121 1,461
 Provision for
 Income Taxes 474 1 (2) 47 520
 Net Income Before
 Cumulative Effect
 Change 915 --- (48) --- --- 74 941
 Cumulative Effect
 of Change in
 Accounting Principle 315 501 (816) ---
 
 Net Income 1,230 $0 ($48) $501 ($816) $74 $941
 
 Diluted Earnings
 Per Share * $0.66 $0.00 ($0.03) $0.27 ($0.44) $0.04 $0.51
 
 EBITDA (4) 2,417 481 121 3,019
 
 
 
 
 
 First Quarter 2002 Normalizing Items
 Cingular E-Plus Qwest
 GAAP A B C
 
 Operating Revenues $5,534 $1,386 $--- $---
 Operating Expenses 4,165 1,120 --- ---
 Operating Income 1,369 266 --- ---
 Interest Expense 304 55 --- ---
 Other Income (Expense), net  819 (211) (1,339) 230
 Income Before Income Taxes 1,884 --- (1,339) 230
 Provision for Taxes and Accounting
 Change 753 --- (482) 80
 Net Income Before Cumulative Effect
 Change 1,131 --- (857) 150
 Cumulative Effect of Change in
 Accounting Principle (1,285)
 Net Income (154) $0 ($857) $150
 Diluted Earnings Per Share ($0.08) $0.00 ($0.45) $0.08
 EBITDA (4) 2,530 446
 
 * Normalized earnings per share for first quarter 2003 does not sum due to
 rounding
 
 First Quarter 2002  Normalizing Items
 Brazil Loan Unbilled FX Losses
 Impairments Rec. Adj. (Gains)
 D E  F
 
 Operating Revenues $163 $---
 Operating Expenses ---
 Operating Income --- 163 ---
 Interest Expense ---  --- ---
 Other Income (Expense), net 383 197
 Income Before Income Taxes 383 163 197
 Provision for Taxes and Accounting
 Change 120 62 (7)
 Net Income Before Cumulative Effect
 Change 263 101 204
 Cumulative Effect of Change in
 Accounting Principle
 Net Income $263  $101 $204
 Diluted Earnings Per Share $0.14 $0.05 $0.11
 EBITDA (4) 163
 
 * Normalized earnings per share for first quarter 2003 does not sum due to
 rounding
 
 
 First Quarter 2002 Normalizing Items
 A&P
 Acctg.
 Change FAS 142
  G H Normalized
 
 Operating Revenues $127 $--- $7,210
 Operating Expenses 52 --- 5,337
 Operating Income 75 ---  1,873
 Interest Expense --- --- 359
 Other Income (Expense), net 79
 Income Before Income Taxes 75 --- 1,593
 Provision for Taxes and Accounting
 Change 29 --- 555
 Net Income Before Cumulative Effect
 Change 46 --- 1,038
 Cumulative Effect of Change in
 Accounting Principle 1,285 ---
 Net Income $46 $1,285 $1,038
 Diluted Earnings Per Share $0.02 $0.68 $0.55
 EBITDA (4)  75 3,214
 
 * Normalized earnings per share for first quarter 2003 does not sum due to
 rounding
 
 
 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) 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.
 
 (c) Qwest stock sale and impairment - Represents charges for the
 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.
 
 (d) 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.
 
 (e) 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.
 
 (f) Foreign currency transaction (gains) losses - Represents net
 transaction (gains) losses incurred by our Latin American operations
 related primarily to US Dollar denominated liabilities. These (gains)
 losses reflect the impact of the (strengthening) weakening of those
 operations' local currencies against the U.S. Dollar which requires
 recognition in the current period income statement.
 
 (g) Change in method of accounting related to our directory publishing
 business from the issue basis method to the deferral method - The 2003
 amount is a one-time charge to net income of $501. The 2002 amounts
 reflect our recasting of prior year results to present the advertising
 and publishing segment on a comparable basis year-over-year.
 
 (h) Adoption of Financial Accounting Standard No. 142 (FAS 142) -
 Represents a one-time charge related to the adoption of new accounting
 rules for goodwill. The non-cash charge reduced the value of goodwill
 on the company's balance sheet by approximately $1.3 billion.
 
 (i) Adoption of Financial Accounting Standard No. 143 (FAS 143) -
 Represents a one-time charge related to the adoption of new accounting
 rules associated with obligations related to the retirement of long-
 lived assets. The adjustment resulted in a one-time increase to net
 income of $816.
 
 (j) Pension/Severance Costs - During 2003, the number of employees who
 voluntarily separated and elected to receive lump-sum retirement
 benefits exceeded thresholds that require current recognition of
 deferred losses related to these employees. 2002 included the efforts
 to reduce operating costs in response to a slow economy, increased
 competition and regulatory pricing pressures by reducing BellSouth's
 workforce by up to 5,000 positions. For 2003, these costs include $33
  of severance related costs.
 
 
 BellSouth Corporation
 Consolidated Balance Sheets (unaudited)
 (amounts in millions, except per share data)
 
 March 31, December 31, Change vs.
  Prior
 2003 2002 Year-End
 
 Assets
 Current Assets:
 Cash and cash equivalents $2,442 $2,482 ($40)
 Accounts receivable, net of
 allowance for uncollectibles of
 $465 and $476 3,102 4,129 (1,027)
 Material and supplies 323 313 10
 Other current assets  1,213 938 275
 Total Current Assets 7,080 7,862 (782)
 
 Investments and Advances 9,941 9,741 200
 Property, Plant and Equipment, net 24,340 23,445 895
 Deferred Charges and Other Assets 5,690 5,726 (36)
 Goodwill 344 347 (3)
 Intangible Assets, net 2,323 2,358 (35)
  Total Assets $49,718 $49,479 $239
 
 Liabilities and Shareholders' Equity
 Current Liabilities:
 Debt maturing within one year $4,428 $5,114 ($686)
 Accounts payable  1,458 1,572 (114)
 Other current liabilities 3,134 2,897 237
 Total Current Liabilities 9,020 9,583 (563)
 
 Long-Term Debt 12,216 12,283 (67)
 
 Noncurrent Liabilities:
 Deferred income taxes 4,882 4,452 430
 Other noncurrent liabilities 5,207 5,255 (48)
 Total Noncurrent Liabilities  10,089 9,707 382
 
 Shareholders' Equity:
 Common stock, $1 par value 2,020 2,020 0
 Paid-in capital 7,562 7,546 16
 Retained earnings  15,342 14,531 811
 Accumulated other comprehensive
 income (859) (740) (119)
 Shares held in trust and treasury (5,637) (5,372) (265)
 Guarantee of ESOP debt (35) (79) 44
 Total Shareholders' Equity 18,393 17,906 487
 Total Liabilities and Shareholders'
 Equity $49,718 $49,479 $239
 
 
 
 BellSouth Corporation
 Consolidated Statements of Cash Flows (unaudited)
 (amounts in millions, except per share data)
 
 1Q03 1Q02 4Q02
 
 
 Cash Flows from Operating Activities:
 Net income $1,230 $(154) $574
 Adjustments to net income:
 Depreciation and amortization 1,038 1,161 1,151
 Provision for uncollectibles 168 159 233
 Net losses (earnings) of equity
 affiliates (174) 237 (91)
 Minority interests in income of
 subsidiaries (8) (81) 6
 Deferred income taxes 459 597 189
 Net (gains) losses on sale or
 impairment of equity securities --- 236 (39)
 Pension income (134) (205) (208)
 Pension settlement (gains) losses 67 --- 60
 Stock-based compensation 31 41 39
 Unbilled receivable adjustment --- 163 ---
 Asset impairments  --- --- 221
 Foreign currency transaction
 (gains) losses (45) 290 42
 Cumulative effect of change in
 accounting principle (539) 1,285 ---
 (Gain) loss on sale/disposal of
 operations --- (1,335) 74
 Net change in:
 Accounts receivable and other
 current assets (121) 191  (195)
 Accounts payable and other current
 liabilities (86) (479) (401)
 Deferred charges and other assets 75 21 53
 Other liabilities and deferred
 credits (57) (38) 13
 Other reconciling items, net 4 (24) (8)
 Net cash provided by operating
 activities 1,908 2,065 1,713
 
 Cash Flows from Investing Activities:
 Capital expenditures (631) (1,005) (922)
 Investments in and advances to equity
 affiliates --- (6) (28)
 Proceeds from sale of debt/equity
 securities 35 1,334 1
 Proceeds from repayment of loans and
 advances --- 426 453
 Other investing activities, net (24) (4) (20)
 Net cash used for investing
 activities (620) 745 (516)
 
 Cash Flows from Financing Activities:
 Net borrowing (repayments) of short-
 term debt  (202) (962) (278)
 Proceeds from long-term debt 1 4 9
 Repayments of long-term debt (514) (10) (4)
 Dividends paid  (371) (357) (372)
 Purchase of treasury shares (255) --- (136)
 Other financing activities, net 13 (16) 16
 Net cash used for financing
 activities  (1,328) (1,341) (765)
 
 Net Increase (Decrease) in Cash and
 Cash Equivalents (40) 1,469 432
 Cash and Cash Equivalents at
 Beginning of Period 2,482  592 2,050
 Cash and Cash Equivalents at End of
 Period $2,442 $2,061 $2,482
 
 
 
 BellSouth Corporation
 Results by Segment (amounts in millions) (unaudited)
 
 Communications Group (1)
 
 
 1Q03 1Q02 Growth 4Q02 Growth
 
 Operating Revenues
 Local service $2,912 $2,941 -1.0% $2,868 1.5%
 Network access 1,096 1,205 -9.0% 1,125 -2.6%
  Long distance 264 205 28.8% 231 14.3%
 Other 304 331 -8.2% 297 2.4%
 Total Operating Revenues 4,576 4,682 -2.3% 4,521 1.2%
 Operating Expenses
 Cost of services and products 1,625 1,618 0.4% 1,597 1.8%
 Selling, general, &
 administrative expenses 764 726 5.2% 772 -1.0%
 Depreciation and amortization 937 1,032 -9.2% 1,041 -10.0%
 Total Operating Expenses 3,326 3,376 -1.5% 3,410 -2.5%
 Segment Operating Income 1,250 1,306 -4.3% 1,111 12.5%
 Interest Expense 118 125 -5.6% 134 -11.9%
 Other Income, net  3 --- N/M* 1 200.0%
 Income Before Income Taxes 1,135 1,181 -3.9% 978 16.1%
 Provision for Income Taxes 426 446 -4.5% 374 13.9%
 Segment Net Income(1) $709 $735 -3.5% $604 17.4%
 * - Not meaningful.
 
 Selected Financial and Operating Data
 
 (amounts in millions)
 Data service revenues $1,090 $1,092 -0.2% $1,057 3.1%
 Access minutes of use 22,795 25,583 -10.9% 23,324 -2.3%
  Capital expenditures $566 $922 -38.6% $760 -25.5%
 IntraLata Toll Messages 91 96 -5.2% 93 -2.2%
 
 Wholesale Lines (thousands) 2,549 1,936 31.7% 2,385 6.9%
 DSL customers (thousands) 1,122 729 53.9% 1,021 9.9%
 LD customers (thousands) 1,930 --- N/M* 1,002 92.6%
 
 EBITDA Reconciliation to Operating
 Income
 Segment Operating Income $1,250 $1,306 -4.3% $1,111 12.5%
 Add back: Depreciation and
 amortization expense 937 1,032 -9.2% 1,041 -10.0%
 Segment EBITDA (4) $2,187 $2,338 -6.5% $2,152 1.6%
 Segment EBITDA margin (5) 47.8% 49.9% -210 bps 47.6% 20 bps
 
 
 BellSouth Corporation
 Results by Segment (unaudited)
 Supplemental Operating Data (in thousands)
 
 Communications Group - Network Access Lines In Service(a)(b)
 
 1Q03 1Q02 Growth 4Q02 Growth
 Access lines (b)
 Residence
 Retail
 Primary 13,132 13,913 -5.6% 13,260 -1.0%
 Additional 1,849 2,199 -15.9% 1,926 -4.0%
 Total Retail Residence 14,981 16,112 -7.0% 15,186 -1.3%
 Wholesale
 Resale 297 496 -40.1% 342 -13.2%
 UNE-P 1,155 365 216.4% 934 23.7%
 Total Wholesale
 Residence 1,452 861 68.6% 1,276 13.8%
 Total Residence 16,433 16,973 -3.2% 16,462 -0.2%
 
 Business
 Retail
 Voice 5,621 5,988 -6.1% 5,687 -1.2%
 ISDN 1,581 1,633 -3.2% 1,567 0.9%
 Total Retail Business 7,202 7,621 -5.5% 7,254 -0.7%
 Wholesale
 Resale 83 155 -46.5% 94 -11.7%
 UNE-P 619 475 30.3% 611 1.3%
 Total Wholesale Business 702 630 11.4% 705 -0.4%
 Total Business 7,904 8,251 -4.2% 7,959 -0.7%
 
 Other Retail / Wholesale Lines 174 201 -13.4% 182 -4.4%
 
 Total Access Lines in Service 24,511 25,425 -3.6% 24,603 -0.4%
 
 Access Line Equivalents (c)
 Selected digital data services:
 Unbundled Loops 367 426 -13.8% 377 -2.7%
 DS0 & ADSL 7,052 4,700 50.0% 6,437 9.6%
 DS1 6,936 6,635 4.5% 6,908 0.4%
 DS3 & higher 32,294 29,643 8.9% 31,704 1.9%
 Total digital data lines in
 service 46,649 41,404 12.7% 45,426 2.7%
 
 Total equivalent access lines in
 service 71,160 66,829 6.5% 70,029 1.6%
 
 (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 (converted at 1.5:1), Primary Rate ISDN (converted at 24:1)
 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 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)
 
 
 1Q03 1Q02 Growth 4Q02 Growth
 
 Operating Revenues
 Service revenues (3) $1,338 $1,326 0.9% $1,366 -2.0%
 Equipment and other revenues  98 91 7.7% 97 1.0%
 Total Operating Revenues 1,436 1,417 1.3% 1,463 -1.8%
 Operating Expenses
 Cost of services and
 products 468 451 3.8% 466 0.4%
 Selling, general, &
 administrative expenses 487 520 -6.3% 526 -7.4%
 Depreciation and
 amortization 195 180 8.3% 187 4.3%
 Total Operating Expenses 1,150 1,151 -0.1% 1,179 -2.5%
  Segment Operating Income 286 266 7.5% 284 0.7%
 Interest Expense 90 90 0.0% 93 -3.2%
 Other Income (Expense), net (31) (25) -24.0% (30) -3.3%
 Income Before Income Taxes  165 151 9.3% 161 2.5%
 Provision for Income Taxes 64 59 8.5% 63 1.6%
 Segment Net Income(1) $101 $92 9.8% $98 3.1%
 
 * - Not meaningful.
 
 Selected Financial and Operating Data
 
  (amounts in millions, except
 customer data in thousands)
 Total Cellular/PCS Customers 8,846 8,732 1.3% 8,770 0.9%
 Net Customer Additions -
 Cellular/PCS 76 94 -19.1% (48) 258.3%
 Partitioned Customers and/or
 Adjustments 0 0 N/M* 12 -100.0%
 Churn - Cellular/PCS 2.6% 2.9% -30 bps 2.7% -10 bps
 Wireless Service ARPU -
 Cellular/PCS $50.04 $50.44 -0.8% $51.13 -2.1%
 Wireless Subscriber ARPU -
 Cellular/PCS $47.38 $47.35 0.1% $48.38 -2.1%
 Minutes Of Use Per Cellular/PCS
 Subscriber 405 355 14.1% 406 -0.2%
  Licensed POPs - Cellular/PCS (b) 94 88 6.8% 88 6.8%
 Penetration - Cellular/PCS (b) 10.0% 11.1% -110 bps 10.1% -10 bps
 
 Total Cingular Interactive
 Customers 334 306 9.2% 327  2.1%
 Net Customer Additions - Cingular
 Interactive 7 12 -41.7% 6 16.7%
 
 
 EBITDA Reconciliation to Operating
 Income
 Segment Operating Income $286 $266 7.5% $284 0.7%
  Add back: Depreciation and
 amortization expense 195 180 8.3% 187 4.3%
 Segment EBITDA (4) $481 $446 7.8% $471 2.1%
 Segment EBITDA margin (5)(c) 35.9% 33.6% 230 bps 34.5% 140 bps
 
 
 (a) The domestic wireless segment is comprised of BellSouth's 40% share
 of the reported results of Cingular Wireless.
 (b) POPs includes New York spectrum added in a swap with T-Mobile
 beginning 2Q01, Salt Lake City beginning 4Q01, and Salmon beginning
 1Q03. The New York spectrum is included in the penetration
 calculation beginning 3Q02. The Salt Lake City and Salmon spectrum
 are not yet operational and are not factored into the penetration
 calculation.
 (c) Segment EBITDA margin denominator includes service revenues only.
 
 
 
 BellSouth Corporation
 Results by Segment (amounts in millions) (unaudited)
 
 Latin America Group (1)(2)
 
 
 1Q03 1Q02 Growth 4Q02 Growth
 
 Operating Revenues
 Service revenues (3) $432 $562 -23.1% $411 5.1%
 Equipment and other revenues 77 94 -18.1% 70 10.0%
 Advertising and publishing
 revenues  - 3 -100.0% 5 -100.0%
 Total Operating Revenues 509 659 -22.8% 486 4.7%
 Operating Expenses
 Cost of services and products 258 266 -3.0% 172 50.0%
 Selling, general, &
 administrative expenses 136 216 -37.0% 132 3.0%
 Depreciation and amortization 90 118 -23.7% 98 -8.2%
 Total Operating Expenses 484 600 -19.3% 402 20.4%
 Segment Operating Income 25 59 -57.6% 84 -70.2%
 Interest Expense 43 40 7.5% 30 43.3%
 Other Income (Expense), net 4 (15) N/M* (9) N/M
 Income Before Income Taxes (14) 4 N/M 45 N/M
 Provision for Income Taxes (24) 1 N/M 6 N/M
 Segment Net Income(1) $10 $3 233.3% $39 -74.4%
 * - Not meaningful.
 
 
 Selected Financial and Operating Data
 
 (amounts in millions, except
 customer data in thousands)
 Average monthly revenue per
 customer (3) $17 $23 -26.1% $17 0.0%
 Customer net adds in period
 (excluding ownership changes)
 (a) 372 323 15.2% 259 43.6%
 
 
 Customers (voice) (a) 8,544 7,908 8.0% 8,172 4.6%
 POPs 160,600 162,100 -0.9% 162,100 -0.9%
 Penetration rate (6) 5.3% 4.9% 40 bps 5.0% 30 bps
 
 
  EBITDA Reconciliation to Operating
 Income
 Segment Operating Income $25 $59 -57.6% $84 -70.2%
 Add back: Depreciation and
 amortization expense 90 118 -23.7% 98 -8.2%
 Segment EBITDA (4) $115 $177 -35.0% $182 -36.8%
 Segment EBITDA margin (5) 22.6% 26.9% -430 bps 37.4% -1480bps
 
 
 
 (a) The beginning balance of 3Q02 customers was adjusted to include 225
 customers related to fixed wireless customers in Venezuela. 1Q02
 Customer net adds would have been 80 higher. Annual growth in net
 adds would have been -7.7%. Growth in customers vs. 1Q02 would have
 been 5.9% had Venezuela's fixed wireless customers been included in
 1Q02 data.
 
 BellSouth Corporation
 Worldwide Wireless (unaudited)
 Customers and POPs by Country
 Ownership
 Percentage
  As of Total Customers As of
 Country Brand 1Q03 1Q03 1Q02 Growth
 
 United States Cingular Wireless 40.0% 22,114 21,830 1.3%
 
 
 Argentina Movicom BellSouth 65.0%  1,325 1,510 -12.3%
 Brazil - Sao
 Paulo Region BCP 45.4% 1,664 1,745 -4.6%
 Brazil -
 Northeast
 Region BSE 47.6% 1,005 967 3.9%
 Chile BellSouth 100.0% 1,062 939 13.1%
 Colombia Celumovil BellSouth 66.0% 1,580 1,228 28.7%
 Ecuador BellSouth 89.4% 631 412 53.2%
 Guatemala BellSouth 60.0% 205 111 84.7%
 Nicaragua BellSouth 89.0% 231 172 34.3%
 Panama BellSouth 43.7% 359 305 17.7%
 Peru BellSouth 97.4% 574 440 30.5%
 Uruguay Movicom BellSouth 46.0% 142 147 -3.4%
 Venezuela (a) Telcel BellSouth 78.2% 3,142 3,208 -2.1%
 
 
 Total Latin America (a) 11,920 11,184 6.6%
 
 
 Denmark  Sonofon 46.5% 1,248 998 25.1%
 Israel Cellcom 34.8% 2,514 2,292 9.7%
 
 Total Europe 3,762 3,290 14.3%
 
 Total Worldwide Wireless (a)  37,796 36,304 4.1%
 
 
 (a)The beginning balance of 3Q02 customers was adjusted to
 include 225 customers related to fixed wireless customers
 in Venezuela. Growth in customers vs. 1Q02 in Venezuela,
 Total Latin America and Total Worldwide Wireless would have
 been -6.7%, 5.1%, and 3.7%, respectively, had Venezuela's
 fixed wireless customers been included in 1Q02 data.
 
 
 BellSouth Corporation
 Worldwide Wireless (unaudited)
  Customers and POPs by Country
 
 
 
 Country Brand 4Q02 Growth
 
 United States Cingular Wireless 21,925 0.9%
 
 
 Argentina Movicom BellSouth 1,320  0.4%
 Brazil - Sao
 Paulo Region BCP 1,669 -0.3%
 Brazil -
 Northeast Region BSE 1,005 0.0%
 Chile BellSouth 1,032  2.9%
 Colombia Celumovil BellSouth 1,349 17.1%
 Ecuador BellSouth 632 -0.2%
 Guatemala BellSouth 193 6.2%
 Nicaragua BellSouth 201 14.9%
 Panama BellSouth 335 7.2%
 Peru BellSouth 530 8.3%
 Uruguay Movicom BellSouth 143 -0.7%
 Venezuela (a) Telcel BellSouth 3,107 1.1%
 
 
 Total Latin America (a) 11,516 3.5%
 
 
 Denmark Sonofon 1,135 10.0%
 Israel Cellcom 2,446 2.8%
 
 Total Europe 3,581 5.1%
 
 Total Worldwide Wireless (a) 37,022 2.1%
 
 
 (a)The beginning balance of 3Q02 customers was adjusted to
 include 225 customers related to fixed wireless customers
 in Venezuela. Growth in customers vs. 1Q02 in Venezuela,
 Total Latin America and Total Worldwide Wireless would have
 been -6.7%, 5.1%, and 3.7%, respectively, had Venezuela's
 fixed wireless customers been included in 1Q02 data.
 
 
 BellSouth Corporation
 Worldwide Wireless (unaudited)
 Customers and POPs by Country
 
 
 Total POPs As of
 Country Brand 1Q03 1Q02 Growth
 
 United States Cingular Wireless 235,000 219,000 7.8%
 
 
 Argentina Movicom BellSouth 37,400 37,500 -0.3%
 Brazil - Sao
 Paulo Region BCP 18,100 18,100 0.0%
 Brazil -
 Northeast
 Region BSE 26,600 26,600 0.0%
 Chile BellSouth 15,300 15,400 -0.6%
 Colombia Celumovil BellSouth 40,300 43,000 -6.3%
 Ecuador BellSouth 13,200 12,800 3.1%
 Guatemala BellSouth 13,000 11,700 11.1%
 Nicaragua BellSouth 2,900 2,900 0.0%
 Panama BellSouth 2,800 3,000 -6.7%
 Peru BellSouth 27,500 26,100 5.4%
 Uruguay Movicom BellSouth 2,100 2,100 0.0%
 Venezuela (a) Telcel BellSouth 24,000 24,400 -1.6%
 
 
 Total Latin America (a) 223,200 223,600 -0.2%
 
 
 Denmark Sonofon 5,300 5,300 0.0%
 Israel Cellcom 6,100 6,100 0.0%
 
 Total Europe 11,400 11,400  0.0%
 
 Total Worldwide Wireless (a) 469,600 454,000 3.7%
 
 
 (a)The beginning balance of 3Q02 customers was adjusted to
 include 225 customers related to fixed wireless customers
 in Venezuela. Growth in customers vs. 1Q02 in Venezuela,
 Total Latin America and Total Worldwide Wireless would have
 been -6.7%, 5.1%, and 3.7%, respectively, had Venezuela's
 fixed wireless customers been included in 1Q02 data.
 
 
 BellSouth Corporation
 Worldwide Wireless (unaudited)
 Customers and POPs by Country
 
 
 
 Country Brand 4Q02 Growth
 
 United States Cingular Wireless 219,000 7.8%
 
 
 Argentina Movicom BellSouth 37,500 -0.3%
 Brazil - Sao
 Paulo Region BCP 18,100 0.0%
 Brazil -
 Northeast Region BSE 26,600 0.0%
 Chile BellSouth 15,400 -0.6%
 Colombia Celumovil BellSouth 43,000 -6.3%
 Ecuador BellSouth 12,800 3.1%
 Guatemala  BellSouth 11,700 11.1%
 Nicaragua BellSouth 2,900 0.0%
 Panama BellSouth 3,000 -6.7%
 Peru BellSouth  26,100 5.4%
 Uruguay Movicom BellSouth 2,100 0.0%
 Venezuela (a) Telcel BellSouth 24,400 -1.6%
 
 
 Total Latin America (a) 223,600 -0.2%
 
 
 Denmark Sonofon 5,300 0.0%
 Israel Cellcom 6,100 0.0%
 
 Total Europe 11,400 0.0%
 
 Total Worldwide Wireless (a) 454,000 3.7%
 
 
 (a)The beginning balance of 3Q02 customers was adjusted to
 include 225 customers related to fixed wireless customers
 in Venezuela. Growth in customers vs. 1Q02 in Venezuela,
 Total Latin America and Total Worldwide Wireless would have
 been -6.7%, 5.1%, and 3.7%, respectively, had Venezuela's
 fixed wireless customers been included in 1Q02 data.
 
 
 BellSouth Corporation
 Results by Segment (amounts in millions) (unaudited)
 
 Domestic Advertising & Publishing (1)
 
 
 1Q03 1Q02 Growth 4Q02 Growth
 
 Operating Revenues
 Advertising and publishing
 revenues 481 493 -2.4% 497 -3.2%
 Commission revenues 17 17 0.0% 59 -71.2%
 Total Operating Revenues 498 510 -2.4% 556 -10.4%
 Operating Expenses
 Cost of services 78 91 -14.3% 86 -9.3%
 Selling, general, & administrative
 expenses 170 170 0.0% 265 -35.8%
 Depreciation and amortization 7 6 16.7% 8 -12.5%
  Total Operating Expenses 255 267 -4.5% 359 -29.0%
 Segment Operating Income 243 243 0.0% 197 23.4%
 Interest Expense 2 3 -33.3% 3 -33.3%
 Other Income, net  (1) --- N/M* (2) N/M
 Income Before Income Taxes 240 240 0.0% 192 25.0%
 Provision for Income Taxes 91 92 -1.1% 74 23.0%
 Segment Net Income(1) $149 $148 0.7% $118 26.3%
 
 
 
 EBITDA Reconciliation to Operating
 Income
 Segment Operating Income $243 $243 0.0% $197 23.4%
 Add back: Depreciation and
 amortization expense 7 6 16.7% 8 -12.5%
 Segment EBITDA (4) $250 $249 0.4% $205 22.0%
 Segment EBITDA margin (5) 50.2% 48.8% 140 bps 36.9% 1330 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) Wireless service revenues include 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. Average monthly revenue per
 customer is calculated by dividing average monthly service revenue by
 average customers.
 
 (4) EBITDA is defined as operating income plus depreciation and
 amortization.
 
 (5) EBITDA margin is calculated by dividing EBITDA by operating revenues.
 
 (6) Penetration rate is calculated by dividing customers by POPs (excludes
 POPs in markets where service has not been initiated).