RNS Number:9714P
Project Telecom PLC
19 September 2003



Not for release, publication or distribution, in whole or in part, in or into
Australia, Canada or Japan



                                                               19 September 2003



                              Project Telecom plc

                          Board changes and delisting


On 19 September 2003, Vodafone Group Plc ("Vodafone") announced that all the
conditions to the recommended cash offer (the "Offer") made outside the United
States by UBS Investment Bank on behalf of Vodafone, and in the United States by
Vodafone itself, for the entire issued and to be issued share capital of Project
Telecom plc ("Project Telecom"), as set out in the offer document relating to
the Offer dated 12 August 2003, had been satisfied and, accordingly, the Offer
had been declared unconditional in all respects.


Project Telecom announces that, as from 19 September 2003, Andrew Davies, Edward
Langston, Gavin Darby, Kenneth McGeorge and Nicholas Read have joined the board
of Project Telecom. David Channing Williams, Peter Godfrey, Philip Rogerson,
Richard Cunningham and Timothy Radford have resigned, as from 19 September 2003,
from the board of Project Telecom.


Save as disclosed in note 1 to this Announcement, there are no details that are
required to be disclosed by paragraphs 16.4(a) or 6.F.2(b) to (g) of the Listing
Rules of the UK Listing Authority (the "UKLA").


Application has been made by Project Telecom to the UKLA for the listing of
Project Telecom shares on the Official List of the UKLA to be cancelled and to
the London Stock Exchange for the cancellation of the admission to trading of
Project Telecom shares on the London Stock Exchange's market for listed
securities. It is anticipated that cancellation of listing and admission to
trading will take effect on 17 October 2003, being 20 business days following
the date the Offer was announced unconditional in all respects.



For further information:


Vodafone, Investor Relations
Melissa Stimpson
Darren Jones
Tel: +44 (0) 1635 673310

Vodafone, Media Relations
Bobby Leach
Ben Padovan
Tel: +44 (0) 1635 673310

UBS Investment Bank
Warren Finegold
Markus Pressdee
Tel: +44 (0) 20 7567 8000

Tavistock Communications
Lulu Bridges
Justin Griffiths
Tel: +44 (0) 20 7920 3150

Note 1:


The following individual has held directorships in publicly quoted companies in
the last 5 years as listed below:

Name                  Company                             Date Appointed
------                ---------                           ----------------

Edward Langston       Europolitan Vodafone AB             25 June 2002
                      Vodafone Libertel N.V.              6 July 2002



Unless the context otherwise requires, defined terms used in this announcement
shall have the meanings given to them in the offer document relating to the
Offer dated 12 August 2003.


This announcement does not constitute an offer or an invitation to purchase or
subscribe for any securities. The Offer is made solely by the Offer Document and
the Form of Acceptance accompanying the Offer Document, which contain the full
terms and conditions of the Offer, including details of how the Offer may be
accepted.


The Offer in the United States is made solely by Vodafone and neither UBS nor
any of its affiliates is making the Offer in the United States.


The Offer is not being made, directly or indirectly, in or into, or by the use
of mails or any means or instrumentality (including, without limitation,
telephonically or electronically) of interstate or foreign commerce, or any
facility of a national, state or other securities exchange, of a Restricted
Jurisdiction and the Offer cannot be accepted by any such use, means,
instrumentality, facility or otherwise from within a Restricted Jurisdiction.
Accordingly, copies of this announcement, the Offer Document, the Form of
Acceptance and any accompanying documents are not being, and must not be,
directly or indirectly, mailed or otherwise forwarded, distributed or sent in,
into or from a Restricted Jurisdiction and persons receiving such documents
(including custodians, nominees and trustees) must not mail or otherwise
forward, distribute or send them in, into or from a Restricted Jurisdiction, use
mails of a Restricted Jurisdiction or any such means, instrumentality or
facility for any purpose, directly or indirectly in connection with the Offer.
Doing so may render invalid any purported acceptance of the Offer.


The availability of the Offer to persons who are not resident in the United
Kingdom or the United States may be affected by the laws of the relevant
jurisdictions. Persons who are not resident in the United Kingdom or the United
States should inform themselves about and observe any applicable requirements.
Further details in relation to Overseas Shareholders are contained in the Offer
Document.


In accordance with normal UK market practice, Vodafone or its nominees, or its
brokers (acting as agents) may from time to time make certain purchases of, or
arrangements to purchase, Project Telecom Shares outside the United States,
other than pursuant to the Offer, during the period in which the Offer remains
open for acceptance. These purchases may occur either in the open market at
prevailing prices or in private transactions at negotiated prices. Any
information about such purchases will be disclosed as required in the United
Kingdom and communicated in the United States by way of an announcement by or on
behalf of Vodafone.


UBS is acting for Vodafone in connection with the Offer and no one else and will
not be responsible to anyone other than Vodafone for providing the protections
afforded to clients of UBS or for providing advice in relation to the Offer or
in relation to the contents of this announcement or any transaction or
arrangement referred to herein.







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

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