NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES, CANADA, AUSTRALIA OR JAPAN OR TO U.S. PERSONS

Pricing of offering by OIAG of notes exchangeable into 25 million underlying Telekom Austria AG common shares
24.07.2003

OIAG announces the pricing for the offering of EUR 300 million of notes due 2006 (the ?Notes?) exchangeable into 23.1 million existing underlying common shares of Telekom Austria AG, with a greenshoe option for a further EUR 25 million Notes, representing 1.9 million shares.

The Notes were offered outside the United States in compliance with Regulation S. In Austria, the notes were only offered to a limited circle of institutional investors within the meaning of the Austrian Capital Markets Act.

The Notes bear a cash coupon of 1.125 per cent per annum. The exchange price has been set at EUR 13 per Telekom Austria AG share, which represents a 35 per cent premium at the time of pricing. Settlement of the issue is expected to take place on or about August 18, 2003.

OIAG intends to apply for listing of the Notes on the Luxembourg Stock Exchange. The existing Share Transfer Restriction Agreement between OIAG and Telecom Italia International N.V. remains unchanged.

JPMorgan and Merrill Lynch acted as Joint Bookrunners and Joint Lead Managers.

For further information please contact:

OIAG
Viktoria Kickinger
Tel: +43/1/711 14-240
Fax: +43/1/711 14-5240
E-mail: v.kickinger@oiag.at

This press release is not for publication or distribution or release in the United States of America (including its territories and possessions, any State of the United States and the District of Columbia). This press release does not constitute or form part of an offer or solicitation of an offer to purchase or subscribe for securities in the United States. The Notes and the common shares referred to herein will not be registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States or to or for the benefit of U.S. Persons, except pursuant to an applicable exemption from registration. No public offering of securities is being made in the United States.

This press release is directed only at persons who (i) are outside the United Kingdom or (ii) have professional experience in matters relating to investments or (iii) are persons falling, within Article 49(2)(a) to (d) ("high net worth companies, unincorporated associations etc") of The Financial Services and Markets Act 2000 (Financial Promotion) Order 2001 (as amended) (all such persons together being referred to as "relevant persons"). This press release must not be acted on or relied on by persons who are not relevant persons. Any investment or investment activity to which this press release relates is available only to relevant persons and will be engaged in only with relevant persons.

In Austria, the notes were only offered to a limited circle of institutional investors within the meaning of the Austrian Capital Markets Act and must not be resold or sold other than in compliance with the Capital Markets Act.

JPMorgan and Merrill Lynch are acting for OIAG in connection with the Notes Offering and no-one else and will not be responsible to anyone other than OIAG for providing the protections offered to clients of JPMorgan and Merrill Lynch nor for providing, advice in relation to the Notes Offering. JPMorgan and Merrill Lynch can be contacted at respectively +44 20 7325 1797 and +44 20 7995 9591.

Copies of this press release are not being and should not be distributed in or sent into the United States of America (including its territories and possessions, any State of the United States and the District of Columbia), Canada, Australia or Japan.

STABILISATION/FSA