DISK004:[98CLG6.98CLG3726]BA3726A.;28 - About TELUS

Business Strategy
BCT.TELUS will be a combination of the second and third largest domestic telecommunications providers
in Canada. As the premier telecommunications provider in its serving territory, BCT.TELUS will focus its
business efforts on:
• enhancing its core business and market position;
• successfully integrating its business operations to realize the synergies available from the business
combination; and
• implementing a national growth strategy.
Principal Services
BCT.TELUS will provide a full range of communications services. Voice and data communications, carried
over both wireline and wireless networks, will be the major lines of business for BCT.TELUS. It will initially
carry on business throughout British Columbia and Alberta.
Relationship with GTE
After consummation of the Arrangement, GTE will own, indirectly, 47,357,957 BCT.TELUS Common
Shares and 15,785,985 BCT.TELUS Non-Voting Shares, or approximately 26.7% of the outstanding
BCT.TELUS Shares. Due to this ownership position, GTE has agreed to execute, on or prior to the completion
of the Arrangement, the Long-Term Relationship Agreement with BCT.TELUS.
The Long-Term Relationship Agreement generally: (a) limits GTE’s rights to (i) acquire BCT.TELUS
Shares in excess of an additional 7.5% voting or equity interest, (ii) transfer or sell BCT.TELUS Shares if its
holdings would fall below 19.9% of the then outstanding BCT.TELUS Shares, and (iii) solicit mergers and other
business combinations involving BCT.TELUS; (b) provides for the appointment or nomination of GTE
designees as directors of BCT.TELUS proportionate to its then share ownership; and (c) provides anti-dilution
rights for GTE.
BC TELECOM and GTE have entered into the binding Heads of Agreement. BCT.TELUS is to become a
party to the intellectual property arrangements with GTE in place of BC TELECOM. BCT.TELUS will have,
under the Heads of Agreement, the exclusive access to GTE’s present and future intellectual property, including
technology, software, trademarks, and service marks, in connection with the provision of telecommunications
services in Canada outside the current operating territory of Le Groupe QuébecTel Inc. In addition, GTE has
agreed to provide, upon request, certain functional and consulting services to BCT.TELUS. The initial term of
this agreement is ten years, subject to automatic five year renewal terms unless a party otherwise terminates the
agreement. GTE has agreed not to compete with BCT.TELUS in the provision of telecommunications services
in Canada except in certain limited circumstances relating primarily to the sale of products and services to
third parties.
GTE has agreed to merge with Bell Atlantic. GTE has agreed to use its best efforts to cause Bell Atlantic to
grant to BCT.TELUS licences to the Bell Atlantic intellectual property on the completion of the GTE-Bell
Atlantic merger. See ‘‘Details of the Arrangement and Related Transactions — Relationship between GTE and
BCT.TELUS After the Arrangement’’.
Dividends
It is anticipated that BCT.TELUS will initially pay annual dividends on both BCT.TELUS Common Shares
and BCT.TELUS Non-Voting Shares in an amount equal to $1.40 per share, commencing with a quarterly
payment of $0.35 per share in respect of the first quarter of 1999. However, there can be no assurance that such
dividends will be declared or continued at that rate. The declaration and payment of dividends will be at the
discretion of the Board of Directors of BCT.TELUS which will consider the earnings, capital requirements and
financial condition of BCT.TELUS and other relevant factors.
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