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    Distribution Channel Strategy

    Madrid, July 17th, 2001

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    1

    1. Introduction

    2. The Spanish mobile market

    3. Channel Strategy

    - The role of distribution channels

    - Trends and emerging issues

    4. Clients main challenges regarding Channel Strategy

    5. DCs Channel Strategy approach and methodology

    Contents

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    2

    1. Introduction

    2. The Spanish mobile market

    3. Channel Strategy

    - The role of distribution channels

    - Trends and emerging issues

    4. Clients main challenges regarding Channel Strategy

    5. DCs Channel Strategy approach and methodology

    Contents

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    3

    Introduction

    The wireless industry globally is facing significant changes:

    High license cost that have to be recovered.

    Constant pressure by the stock market.

    Slow growth due to market saturation.

    Falling ARPU as consequence of decreasing tariffs and commoditization of voice services.

    The challenge for the operator is to capitalize on GPRS/UMTS technology by launching mobile data

    services to generate additional revenue streams to stop ARPU decrease.

    Data services are far more complex than voice services, thus the sales and service organizations of the

    operator have to adapt to that increasing complexity.

    Due to market saturation, the marketing focus of the operator shifted from customer acquisition to

    customer retention.

    Todays distribution channels are poorly prepared for selling and servicing data services, as their

    traditional function was mere dispatching of products to cope with high growth rates.

    The future distribution channel must be able to sell complex services and play a important role in

    customer retention.

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    1. Introduction

    2. The Spanish mobile market

    3. Channel Strategy

    - The role of distribution channels

    - Trends and emerging issues

    4. Clients main challenges regarding Channel Strategy

    5. DCs Channel Strategy approach and methodology

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    The Spanish mobile market has experienced a strong growth in the past threeyears and is now entering a maturity stage

    According to EMC, by February 2001, the total Spanish mobile market reached 25.847 thousand subscribers and a

    market penetration of aprox. 63%.

    The high growth rate verified since 1999 is related to the entry of the 3 rd GSM operator Amena.

    Evolution of Total Mobile SubscribersSpanish Market (Un: 1000 subs)

    9442.996

    4.337

    7.051

    15.005

    24.052

    Dec-95 Dec-96 Dec-97 Dec-98 Dec-99 Dec-00

    CAGR = 490%

    Source: Comisin del Mercado de las Telecomunicaciones

    0

    20

    40

    60

    80

    100

    120

    AlternativeStage

    ComplementaryStage

    SubstitutionStageSaturation

    Stage India

    USA

    Spain

    Sweden Finland

    No fixed lineavailable

    Mobile as acomplement forfixed voicecommunication

    The mobilestarts tosubstitute thefixed telephonyfor voicecommunication

    Mobile telephonydominates andextends itself todata and videoservices

    Mobile Voice Lifecycle

    Penetrationrate(%)

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    As a result of the penetration of low-end market segments and decreasingtariffs, ARPU is constantly eroding

    ARPU and MOU have constantly

    decreased due to the penetration of low-

    end market segments. The market

    converged into a mass market where

    sales volume is key to success.

    Fierce competition and the consequent

    reduction of voice tariffs had an

    additional negative impact on the ARPU.

    High market growth rates have so far off-

    set the ARPU decrease. Thus the total

    revenue of each operator is still

    increasing.

    However, that situation will dramatically

    change due to market saturation.

    Summary ARPU Assumptions

    0

    10

    20

    30

    40

    50

    60

    70

    1999 2000 2001 2002 2003 2004 2005

    ARPU(EUR

    permonth)

    Airtel Vodafone EMEA

    Source: Lehman Brothers

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    Despite the entrance of a 3rd operator in 1998, Client was able to maintain itsmarket share. However, recently Clients market share is decreasing

    Amena was able to capture significant market

    share right from its launch in 1998.

    Despite the entrance of Amena, Client was able

    to maintain and even increase its market share

    during 1998.

    In 1999 however, Amena gains caused equal

    losses in market share of both, Client and

    Telefnica Mviles Espaa, thus Clients market

    share suffered a decrease by 4 % points.

    This trend is partly due to the fact that Client

    started shifting its focus on retaining its valuable

    customers rather than acquiring additional low-end customers.

    Market Share GSM M arket

    0%

    20%

    40%

    60%

    80%

    100%

    1.1.98 1.7.98 1.1.99 1.7.99 1.1.00 1.7.00 1.1.01

    amena

    Airtel

    Telefnica

    Source: Expansin directo

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    The entry of a 4th player, combined with the launch of GPRS / UMTS services, isslowly leading the Spanish mobile operators to change their market approaches

    Client has structured its short-term strategy around three main axes:

    Focus on high value market segments

    Retention policies

    Adding value through data services

    Being the market challenger and Spains first convergent operator (wireless, wireline, Internet), Client hasadopted a positioning rather similar to Telefnica Mviles, targeting all market segments with main focus on highusage customers. This is a different market approach from the other two alternative operators (Amena andXfera), which have chosen to focus on young dynamic customers mainly through the launch of innovative

    products with competitive pricing schemes

    Costumer retention has made Client and Telefnica Mviles Espaa adopt a variety of loyalty programs mainlybased on the accumulation of points - with the objective of decreasing churn, while keeping its most valuable

    clients. On the other hand, Amena and, after Fall 2001, xfera will sti ll be mainly focused on customer acquisition.

    UMTS service launch in 2003 (after an initial postponement) will allow all four operators to offer a broad variety of

    rather complex solutions to their end customers. The early launch of GPRS this year represents a way of dealingwith UMTS delays and a test bed for UMTS applications, while locking in the client.

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    In conclusion, the operators are facing a unseen series of challenges to whichare being forced to react accordingly

    Competition is stronger than ever before

    Tariffs are eroding

    ARPU is decreasing

    Market growth is slowing down

    Voice services become a commodity

    Data services get more and more complex

    Investments in licenses reached exorbitant levels

    Capex requirements for infrastructure are enormous

    New technologies are not mature, causing significant delays

    Develop new products and services

    based on 2.5G/ 3G technologies

    Focus on customer profitability andretention

    Conversion of distribution channelsfrom dispatchers to customerservice centers

    KEY ISSUES

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    Key issues (I) - Develop new products and services based on 2.5G/3Gtechnologies

    Within the 2.5G/ 3G value network,

    the operators ability to extract value

    and maintain ownership of the

    customer is threatened by a variety

    new market enablers and competitors.

    While costs associated with advanced

    wireless services are clear and

    substantial, the revenue generated by

    these services and who captures this

    revenue is less clear.

    There are still no proven economic

    models, product profitability is the

    overarching issue.

    DistributionChannels Internet Direct / indirect

    Customers

    Terminal Device Suppliers WAP handsets Bluetooth or MExE - enabled devices

    PDA / other devices

    Hardware/Network Vendors GPRS providers UMTS providers Supporting software

    Consumers Corporate MVNO

    3rd Parties

    Content Providers & Merchants Infotainment

    Merchants Vertical market Aggregators

    SolutionIntegrators System integrators Hardware vendors

    MobilePortals

    Direct competition

    for customer

    ownership

    Mobile Network Operators Existing mobile operators Greenfield operators MVNOs

    Application Providers Horizontal applications (e.g. E -mail, CRM)

    Vertical applications (e.g. Mobile banking,Telemetry)

    Customized mobile internet servicesTransaction/Settlement

    Processors Financial institutions Mobile wallets

    TechnologyPlatform Vendors Browsers OS (e.g. EPOC/Palm/Symbian) Internal OSS Gateways

    Source: X Consulting Advanced Mobile Services Solution Set

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    Key issues (II) - Focus on customer profitability and retention

    The churn rate was very high in

    1999, mainly due to the entry of the

    3rd new entrant, Amena. It has

    subsequently decreased.

    The first challenge would be to keep

    churn low through customerretention to minimize churn-off to the

    4th new entrant, xfera.

    Another associated challenge would

    be to retain the most valuable

    customers to turn around ARPU

    decrease.

    Source: Bear, Stearns International Ltd; EMC Database

    Client vs. Telefnica Moviles EspaaChurn (%)

    15

    20

    25

    30

    35

    1999A 2000E 2001E 2002E 2003E

    Churn TelefnicaChurnClient

    %40

    32

    28,2

    24,5

    22,2

    20,8

    37,2

    23,2

    20,6 20,618,5

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    Key issues (III) - Conversion of distribution channels from dispatchers tocustomer service centers

    The distribution channel strategy in the past was designed to achieve a broad coverage

    of the population to support strong subscriber growth.

    The basic function of a distribution channel was to dispatch handsets or pre-paid packs

    and activate basic voice service.

    Given the low level of growth, the current distribution channel network is over-

    dimensioned.

    Due to the complexity of future data services, distribution channels have to convert from

    mere dispatchers of handsets to customer service centers that offer a wide range of

    services ranging from technical assistance, product configuration, installation and

    maintenance, training, help desk, etc.

    The products offered will have to include PDAs, handheld computers, PCs, software,

    and a wide range of accessories.

    Future distribution channels also have to assume customer care functions to play an

    important role in customer retention.

    Distribution Channels

    Own shops

    Sales Force

    Contact Center

    Web Channels

    Agents

    Franchises

    Small retailers

    Major Retailers

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    13

    1. Introduction

    2. The Spanish mobile market

    3. Channel Strategy

    - The role of distribution channels

    - Trends and emerging issues

    4. Clients main challenges regarding Channel Strategy

    5. DCs Channel Strategy approach and methodology

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    1. Introduction

    2. The Spanish mobile market

    3. Channel Strategy

    - The role of distribution channels

    - Trends and emerging issues

    4. Clients main challenges regarding Channel Strategy

    5. DCs Channel Strategy approach and methodology

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    CRITICAL SUCCESS FACTORS

    As in other european countries, strong client / service orientation will be keyfactors to effectively address the future challenges of the Spanish mobile market

    High churn rates

    Lower voice MoU

    Decreasing ARPU

    Strong weight of SAC on cost structure

    Lower operational margins

    INTERNALISS

    UES

    MARKETISSUES Market saturation / massification

    Maturity stage for mobile voice

    Heavy competition

    Lower tariffs

    Lower product differentiation / commodity

    CLIENT ACQUISITION STAGE CLIENT RETENTION STAGE

    Data traffic growth

    Increased product complexity

    Increased product variety

    Increased Competition

    Individualised / non-standard customer needs

    Increased replacement of SAC by SRC

    Different costumer profiles

    Decrease on churn rates

    Expected increase on value per subscriber

    Higher focus on customer service asdifferentiation factor

    Client knowledge

    Client segmentation

    Internal process efficiency & cost control

    Broad scope of service offer

    Customer care

    Integrated salesapproach

    Non exhaustive

    time

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    Therefore, client-related activities, mostly developed by the distribution channels,are gaining overall importance in the process of achieving competitive advantage

    Client knowledge

    Client segmentation

    Customer care

    Integrated salesapproach

    Internal processefficiency & costcontrol

    Broad scope of serviceoffer

    Information

    Education

    Pre-qualification

    Promotion

    POS marketing, Merchandising

    Prospection

    Product/service selection

    Sales

    Credit scoring

    Financing

    Ordering / Provisioning

    Contract negotiation

    Billing and paymentprocessing

    Service activation

    Product configuration

    Installation

    Costumer care

    Customer monitoring

    Detection of cross-selling

    opportunities Training and technical support

    Customer training

    Help Desk

    Maintenance

    Problem/complaints handling

    Customer retention

    Core Distribution Activities towards the customer

    ACQUISITIONTRANSACTION /

    DELIVERY

    SERVICING /

    MAINTENANCE

    Direct channels

    Agents Small Retailers Major Retailers Franchises

    Own Shops Sales Force Contact Centers Web Channels

    Non exhaustive

    CRITICAL SUCCESSFACTORS

    Indirect channels

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    Distribution channels main characteristics (1/2)

    Web Channels

    Own Shops

    Sales Force

    MAIN RESPONSABILITIES

    Contact Centers

    Directly owned by the operator or by a V-Partner;

    Bi-directional, interactive, personalized low-cost channel;

    Increasing spectrum of activities; may allow self-provisioning;

    Constraints regarding information availability, customer usage

    (depending on Internet penetration rate).

    Directly owned or outsourced to a 3rd party (specialist);

    Lower operational costs than previous 2 channels;

    Generally focused on after-sales activities;

    Problems regarding staff turnover and training;

    Can be combined with other channels, namely web, media and

    mailing concept of contact center;

    Less personalized contact, though allowing a proactive behaviortowards the costumer in terms of monitoring, promotion;

    campaigns, etc.

    Directly owned and managed by the mobile operator; High initial investment associated; high maintenance costs;

    Location is a key issue central/ commercial urban areas;

    Promotes operators brand awareness, allows end-to-endservicing.

    Directly employed and coordinated by the mobile operator;

    Covers almost all distribution activities;

    High set-up and maintenance costs associated;

    Personalizes client / channel relationship;

    Generally suited to high value customers.

    Non exhaustive

    5 5

    DESCRIPTION

    5

    2 4

    3 5

    Legend: from Major role to1

    Less important role

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    Distribution channels main characteristics (2/2)

    Agents

    Small Retailers(Kiosks; Gas Stations;

    Stationary Shops)

    Major Retailers(Store-withina-store;

    Department Stores;Supermarkets;

    Electronic Shops)

    MAIN RESPONSABILITIES

    Franchises

    Exclusive distribution of the service of a single operator;

    Works as an extension of the operators own shops, acquiringcostumers and giving technical support;

    Close relationship operator / channel: investment sharing,strong level of control, transversal branding / promotion.

    Generally non-exclusive agreements;

    Broad coverage, low cost and good time- to-market;

    Limited range of activities, focus on selling pre-paid products;

    Requires strong distribution relation management efforts.

    Generally non-exclusive agreements;

    Strong channel negotiation power; risk of lack of control;

    Broad coverage, high sales rotation ideal for fast growing

    markets with standardized products/services;

    Main focus on selling activities to mass market.

    Not exhaustive

    5

    2

    3

    5

    2 2

    3

    5

    1

    DESCRIPTION

    Independent sales representative;

    Low cost, good time-to-market;

    Allows broad coverage of disperse customers;

    Exclusivity is a major issue, as generally distributes services ofmultiple operators;

    Risk of lack of control - alignment with operators sales &marketing and commission strategy can be a major issue.

    Legend: from Major role to1

    Less important role

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    Channel mix choices often reflect a specific mobile operators strategic positioning,service offering and life-cycle stage

    Contact Centres

    Directchannels

    Web Channels

    Agents

    Franchises

    Small Retailers

    Mass Market

    Indirectchannels

    Own Shops

    Major Retailers

    Sales Force

    Product differentiation

    Average channel cost per costumer

    Costumer loyalty

    Average revenue per costumer

    More important

    Less important

    +-

    Niche playerStrategic Positioning

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    Costumer-related costs, including the ones directly related to distributionchannels, have a strong impact on the total cost structure of a mobile operator

    Operational service costs (2000)- mobile operator -

    Source: X Consulting Survey

    Costumer service, Biling and other MS

    support represent aprox. 42% of the total

    operating costs in a standard mobile

    operators cost structure.

    Therefore, distribution is one of the areas

    where cost reduction and process efficiency

    would have a major impact on overall

    business profitability.

    Interconnection Fees

    26%

    Customer Service

    22%Network Maintenance

    and Operations

    22%

    Biling

    10%

    MS support other than

    biling

    10%

    Other

    10%

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    1. Introduction

    2. The Spanish mobile market

    3. Channel Strategy

    - The role of distribution channels

    - Trends and emerging issues

    4. Clients main challenges regarding Channel Strategy

    5. DCs Channel Strategy approach and methodology

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    The changes in the Spanish mobile market are shaping the evolution of bothdistribution channel roles and mix

    GPRS / UMTS

    Non-standardized costumer needs

    TECHNOLOGY

    MARKET DEMAND COMPETITION

    Non-standardized complex solutions

    Increased product varietyIncrease on Internet penetration and usage

    Commoditization of voice needsEntry of a 4th operator

    MOBILE OPERATORS DISTRIBUTION CHANNELS

    Retention cost

    Revenues per client Acquisition cost

    Customer relationship

    New client acquisition

    Customer loyalty Customer/ Channel profitability

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    Technology is changing the economics of distribution channels, while allowing rolesharing by broadening the range of activities performed by non-physical channels

    5 %

    80 %

    30 %

    50 %

    5 %

    15 %

    20 %

    20 %

    20 %

    5 %

    35 %

    10 %5 %

    15 %

    70 %

    Operations

    Increase in transactions1998 2002 (CAGR)

    Channel mix

    Currentaccount status

    Tranfers Informationrequests

    Sales

    10 - 20 % 5 - 7 % 10 - 20 % 2 - 5 %

    Agencies

    Call center

    ATM

    Mailing

    Web

    Average reductionon channel costs

    - 82 % - 37 % - 33 % - 15 %

    15 %

    5 %

    80 %

    30 %

    50 %

    5 %

    15 %

    20 %

    20 %

    20 %

    5 %

    35 %

    10 %5 %

    15 %

    70 %

    Operations

    Increase in transactions1998 2002 (CAGR)

    Channel mix

    Currentaccount status

    Tranfers Informationrequests

    Sales

    10 - 20 % 5 - 7 % 10 - 20 % 2 - 5 %

    Agencies

    Call center

    ATM

    Mailing

    Web

    Average reductionon channel costs

    - 82 % - 37 % - 33 % - 15 %

    15 %

    Internet has broadened the

    channel mix, by increasing the

    usage potential of a set of non-

    physical low-cost channels,

    namely the web.

    Additionally, IT improvements -

    mostly related to internal systems

    integration - have contributed to a

    overall decrease in channel costs,

    as well as improved channel

    control.

    In the near future, the extent of

    utilization of the web channel will

    depend upon Internet penetration

    and e-commerce rates, which are

    still low in the Spanish Market.

    Impact of technology in channel mix and distribution costs

    (Financial Services / Banking system France)

    Illustrative

    Source: X Consulting - France

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    As a result, overall customer-related costs will tend to decrease in the folowingyears, while investments will shift from acquisition to susbcriber retention

    0%

    5%

    10%

    15%

    20%

    25%

    2001 2002 2003 2004 2005

    SAC's SRC's

    Evolution of SAC and SRC as a percentage of revenuesD2 Vodaphone

    %o

    fRevenues

    Source: Lehman Brothers estimates

    0% 20% 40% 60% 80% 100%

    Profitability

    Quality of

    client service

    Increase No Change Decrease

    Source: IDC 2000, Datamonitor 2000

    Effects of the Web call center(French Mobile Market)

    The slow down on mobile market growth will result on a major shift from customer acquisition effords to costumer retention

    Non-physical channels will play a major role on achieving profitability, while maintaining high standards of customer service for

    basic customer needs

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    As the voice market matures, the link between channel strategy and CustomerValue Management will need to increase

    280%

    70%

    30%

    -180%

    Profitable

    Non-profitable

    CLIENTS PROFITS

    280%

    70%

    30%

    -180%

    Profitable

    Non-profitable

    CLIENTS PROFITS

    Illustrative

    Client Profitability Mobile Market -

    Effective segmentation and continuous assessment of client/channel profitability will become major issues

    The alignment between client needs/value and channel capabilities/costresults on the migration of less attractive segments to lower cost channels

    - +Sales force / Own shopsWeb

    CLIENTVALUE

    -

    +

    CHANNEL COSTS

    Pre-paid

    Low Usage,No Features

    Post-paidhigh usage

    PROFITABLE

    NON-PROFITABLE

    - +Sales force / Own shopsWeb

    CLIENTVALUE

    -

    +

    CHANNEL COSTS

    Pre-paid

    Low Usage,No Features

    Post-paidhigh usage

    PROFITABLE

    NON-PROFITABLE

    Source: X Consulting analysis

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    Wireless Unique Solutions

    Enterprise Extensions

    CRM/ERP/SCM Custom legacy applications High-speed dial-up

    Enterprise Extensions Standard Corporate Applications

    (PIM, E-Mail, messaging) Limited intranet access

    Consumer Extensions

    Mobile advertising Personalization (customized information) M-wallet

    Basic Wireless Data Services

    Consumer Wireless POS Location based services Personalization

    (customized services)

    Enterprise Field sales & service Inv. management ASP Services Telemetry