MCI Accepts Revised Proposal From Verizon

ASHBURN, Va., -- March 29, 2005 -- MCI, Inc. (NASDAQ: MCIP) today said that it received revised proposals from Verizon and Qwest. After a review of both proposals MCI's Board of Directors accepted Verizon's revised offer. MCI and Verizon have amended their February 14, 2005 merger agreement accordingly.

Under the revised Verizon proposal, each MCI share will receive cash and stock worth at least $23.50, comprising an increase in cash of $2.75 (or approximately $900 million in the aggregate) to $8.75 (including MCI's March 15 dividend payment of $0.40 per share) as well as the greater of 0.4062 Verizon shares for every share of MCI Common Stock or Verizon shares valued at $14.75. Under this price protection feature, Verizon may elect to pay additional cash instead of issuing additional shares over the 0.4062 exchange ratio.

Of the $8.75, up to $5.60 is expected to be paid upon approval of the transaction by MCI's shareholders.

Under the revised proposal, MCI may be required to pay Verizon a termination fee in the event the agreement is terminated. Under specified circumstances, this termination fee has been increased to $240 million from $200 million and reimbursement to Verizon for its expenses up to $10 million.

In making its determination, MCI's Board considered the following factors, among others: the changing competitive nature of the telecommunications industry; increasing need for scale and comprehensive wireless capabilities; access economics; the level and achievability of synergies; strength of capital structure; the ongoing ability to sustain network service quality and invest in new capabilities; and ensuring ongoing customer confidence among MCI's large enterprise and government customers.

"MCI's Board has been closely and carefully evaluating all of the recent developments," said Nicholas deB. Katzenbach, MCI Chairman of the Board. "We believe Verizon's substantial increase in its offer, the strength of its competitive position and the financial certainty at close make this offer compelling to our shareholders, customers and employees."

The original merger agreement entered into with Verizon on February 14, 2005 provided MCI shareholders with $6.00 in cash (including MCI's March 15 dividend payment of $0.40 per share) and 0.4062 Verizon shares, representing a total value of $20.12 per MCI share based on Verizon's closing share price on March 24, 2005.

Qwest's latest offer stands at $10.50 in cash (including MCI's March 15 dividend payment of $0.40 per share) and 3.735 Qwest shares (subject to adjustment under a collar which fixes the value of the Qwest shares at $15.50 provided Qwest's share price is between $3.74 and $4.57) per MCI share. The revised Qwest offer included increased financing by $500 million to $5.75 billion. Qwest's offer terminates on April 5, 2005.

About MCI

MCI, Inc. (NASDAQ: MCIP) is a leading global communications provider, delivering innovative, cost-effective, advanced communications connectivity to businesses, governments and consumers. With the industry's most expansive global IP backbone, based on the number of company-owned points of presence, and wholly-owned data networks, MCI develops the converged communications products and services that are the foundation for commerce and communications in today's market. For more information, go to www.mci.com.