TSD Tele Sudeste Cel

SAO PAULO, Brazil, Feb. 24 /PRNewswire-FirstCall/ -- The management of Telesp Celular Participacoes S.A. (NYSE:TCP) ("TCP"), Tele Centro Oeste Celular Participacoes S.A. (NYSE:TRO) ("TCO"), Tele Sudeste Celular Participacoes S.A. (NYSE:TSD) ("TSD"), Tele Leste Celular Participacoes S.A. (NYSE:TBE) ("TLE") and Celular CRT Participacoes S.A. ("Celular CRT" and, collectively, the "Companies") today announced the approval of the merger of shares of TCO with TCP and the merger of companies of TLE, TSD and Celular CRT into TCP by the voting shareholders of all the Companies at extraordinary general shareholders' meetings held on February 22, 2006. TCP has been renamed "Vivo Participacoes S.A." ("Vivo") and will be the holding company of TCO and of the subsidiaries of TLE, TSD and Celular CRT. TCP has further announced that the period for the exercise of appraisal rights by shareholders who have a right to exercise such rights begins on February 24, 2006 and ends on March 27, 2006. Further information on these appraisal rights is provided in a Notice to Shareholders, dated February 23, 2006, issued by the Companies. Although the mergers are legally effective, the common shares and preferred shares of TCP, TCO, TLE, TSD and Celular CRT are expected to continue to trade on the Sao Paulo Stock Exchange under their existing ticker symbols until March 30, 2006, and the American Depositary Shares ("ADSs") of TCP, TCO, TLE and TSD are expected to continue trading on the New York Stock Exchange under their existing ticker symbols until the same date. Beginning on March 31, 2006, the common shares and preferred shares of Vivo are expected to trade on the Sao Paulo Stock Exchange under the ticker symbols "VIVO3" and "VIVO4," respectively, and the ADSs of Vivo are expected to trade on the New York Stock Exchange under the ticker symbol "VIV." Important Notice: Investors in ADSs of TCP, TCO, TLE and TSD and U.S. holders of common shares and preferred shares of TCP, TCO, TLE, TSD and Celular CRT are urged to read the Prospectus, dated January 24, 2006, of TCP (which also serves as an information statement for holders of ADSs of TCP and U.S. holders of shares of TCP) relating to the mergers described above because it contains important information. Investors and security holders may obtain a free copy of the Prospectus and other documents filed by TCP with the SEC at the SEC's website at http://www.sec.gov/. A copy of the Prospectus may also be obtained for free from TCP. Forward-looking statements: This press release contains forward-looking statements. These statements are statements that are not historical facts, and are based on management's current view and estimates of future events. The words "anticipates", "believes", "estimates", "expects", "plans" and similar expressions, as they relate to the company, are intended to identify forward- looking statements. Such statements reflect the current views of management and are subject to a number of risks and uncertainties. There is no guarantee that the expected events, trends or results will actually occur. The statements are based on many assumptions and factors, and any changes in such assumptions or factors could cause actual events to differ materially from current expectations. CONTACT: Charles Allen, Head of Investor Relations, Vivo Participacoes S.A., +55-11-5105-1172, http://www.vivo.com.br/ir First Call Analyst: FCMN Contact: pedro.souza@vivo.com.br DATASOURCE: Vivo Participacoes S.A. CONTACT: Charles Allen, Head of Investor Relations, Vivo Participacoes S.A., +55-11-5105-1172, Web site: http://www.vivo.com.br/ir

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