August 1998

Dear .........

Cable & Wireless LocalCall Tariff

I am writing to let you know that when we recently transferred your
telephone account to our new billing system, we automatically moved
Southampton customers to our LocalCall telephone rates.

This means that most of your call charges are now lower than ever and you
can also make free cable to cable local calls as before. You'll also be
able to take advantage of our Saturday 50p offer - all national calls still
cost more than 50p* all day on Saturdays.

Of course, should you with to take advantage of Cable & Wireless free
minutes instead of cable to cable local calls, then you can elect to do
this. With free minutes you can make local evening calls to anyone - not
just another cable customer.

The enclosed guide details all of our telephone packages and tariffs. All
five packages include your first 100 minutes worth of local evening calls
free every month and more free minutes can be earned depending on how much
you spend, up to a maximum of 520 minutes.

By taking any one of these packages, you will also be covered by the Cable
& Wireless Price Pledge: If you don't save money on your phone bill
compared to BT (including Friends & Family and their other discount
schemes, but excluding temporary promotional offers), we'll refund double
the difference.**

If you would like to change your telephone package of have any queries
regarding the above, please call free on 0500 00 00 12.

Thank you.

Yours sincerely,

Janet Somerville
Marketing Director


* National calls will be rated as normal up to a maximum of 50p including
VAT @ 17.5%. Local calls, international calls, calls to non-geographic
numbers, mobiles and calls made using Cable & Wireless Calling Card do not
qualify for this offer. This offer is limited to SmartCall Plus, SmartCall,
UK-Call, Day-Call and LocalCall customers. Offer ends 26 December 1998.

** Price Pledge terms and conditions apply.