Clarity Partners – Communications, Media and Business Services Private Equity Investors

U.S. Cellular Enters Into Agreement to Purchase PrimeCo Wireless;
Wireless Carrier Eager to Expand Midwest Service Area for Customers

May 10, 2002
Chicago, IL

U.S. Cellular (AMEX: USM), the nation's eighth largest wireless service provider, has entered into a definitive agreement with PrimeCo Wireless Communications LLC ("PrimeCo") to acquire the company's Chicago area business for approximately $610 million. At the close of the transaction, Chicago-based U.S. Cellular will begin providing wireless service to the Chicagoland area, as well as Bloomington-Normal, Champaign-Urbana, Decatur, and Springfield, and expanded service to Peoria and Rockford, Ill. Additionally, U.S. Cellular will have the ability to provide wireless service to South Bend and Fort Wayne, Ind., and Benton Harbor, Mich. The transaction is subject to approval by the Federal Communications Commission and the Department of Justice.

"There is an enormous sense of excitement among our associates as we prepare to serve our new customers. Our goal is simple - complete customer satisfaction," said John E. Rooney, president and CEO of U.S. Cellular. "Through this agreement, U.S. Cellular will become the only wireless service provider headquartered in Chicago that also serves its home market. We couldn't be more pleased or determined to succeed. We feel especially confident about serving this area because several of our senior executives have extensive wireless experience throughout this region."

U.S. Cellular Chicago/Add One

Through the acquisition, U.S. Cellular will gain approximately 350,000 additional customers, a high quality network, 21 retail stores, 13 kiosks, nearly 600 authorized agents, 720 replenishment locations, 513 cell sites and almost 490 employees.

"The Midwest region is extremely important to U.S. Cellular. Chicago, the largest market in the Midwest, fits perfectly into our long-term strategic plans and enables us to provide seamless service throughout the area," Rooney said. "We also welcome the PrimeCo employees into our family, and know that they share our passion to provide our customers with the very best in customer service."

"U.S. Cellular is a superior, customer-focused wireless service provider. The company is a natural successor as they are Chicago-based with local market experience," said Jack Scanlon, chairman of PrimeCo. "U.S. Cellular's acquisition of PrimeCo is a perfect compliment to our business and will greatly benefit our existing customers. This is a win-win situation for both our customers and our employees."

U.S. Cellular Corporation, the nation's eighth largest wireless service carrier, provides wireless service to more than 3.5 million customers in 148 markets throughout 25 states. The Chicago-based company operates on a customer satisfaction strategy, meeting customers' needs by providing a comprehensive range of wireless products and services, superior customer support and a high quality network. U.S. Cellular is listed and traded as USM on the American Stock Exchange. For more information about U.S. Cellular, visit the company's Web site at www.uscellular.com.

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