Rural Cellular Corp. to acquire Saco River

Alexandria, MN-based Rural Cellular Corporation (RCC) has entered into a definitive agreement, through an acquisition subsidiary, to acquire all of the outstanding shares of the Saco River Telegraph and Telephone Company (Saco River), which provides wireless and ILEC telecommunication services to southern Maine and eastern New Hampshire.

The wireless properties to be acquired from Saco River include the following metropolitan service area (MSA) and basic trading areas (BTA):

Service Area	Ownership	License
Portsmouth, NH - MSA	100%	Cellular - B Side
Portland, ME – BTA	100%	PCS - F Block
Manchester and Nashua, NH – BTA	50%	PCS - F Block

Saco River provides wireless services under the name StarCellular in the Portsmouth, NH, cellular service area, which includes 284,000 POPs covering 1,360 square miles. Saco River's network uses CDMA technology and served approximately 20,000 customers as of April 30, 2000. The PCS licenses are currently not built out and cover approximately 1,080,000 POPs. These license areas are contiguous to RCC's existing Northeast properties.

The carrier's Independent Local Exchange Carrier (ILEC) operations cover a 120 square mile area in the northern portion of York County, ME. Its services include the delivery of local and long distance phone service in addition to being an internet service provider. After receiving certification to operate as a Competitive Local Exchange Carrier (CLEC) in Maine, Saco River is also in the planning stages of an edge-out CLEC strategy in several towns bordering its ILEC territory.

Saco River's other operations include a 130-mile digital microwave transmission network that runs from Lewiston, ME to Boston, MA.

The transaction is subject to regulatory approval and other consents and is expected to be completed in late 2000 or early 2001.

Edited by Ellen Jensen