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VANGUARD BOND HOLDERS CONSENT TO PAYMENT AGREEMENT

GREENSBORO, N.C.-Vanguard Cellular Systems Inc. announced it has received the requisite consents from a majority in aggregate principal amount of its 9.38-percent senior debentures, due 2006.

Holders who tendered their debentures and delivered the related consents to The Bank of New York at or prior to midnight EST on Nov. 18 will receive the consent payment of $30 per $1,000 in principal. This will only occur if the debentures to which the consents relate are accepted for payment pursuant to the terms of the tender offer.

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