(Translation of registrant's name into English)

(Address of principal executive offices)

Madrid, August 25, 2004.- Brasilcel, the 50-50 joint-venture of Telefonica Moviles and Portugal Telecom for mobile operations in Brazil, operating under the brand Vivo, announces its intention of launching voluntary cash tender offers for a portion of the outstanding shares of some of its subsidiaries, directly, and indirectly through its subsidiary Telesp Celular Participações (TCP).

With these transactions, Telefonica Moviles and Portugal Telecom affirm and seek to reinforce their commitment to the Brazilian cellular market and to Vivo, and Brasilcel seeks to increase its ownership interest in its subsidiaries. In addition, these offers will provide an opportunity to remunerate those minority shareholders tendering their shares at a premium to market prices.

Brasilcel intends to launch voluntary cash tender offers for the following securities of its subsidiaries:

• Tele Sudeste Celular Participações (TSD): up to 7,332 million Common shares (ON) and 12,700 million Preferred shares (PN).
• Tele Leste Celular Participações (TBE): up to 16,723 million ON and 92,499 million PN shares.
• Celular CRT Participações (CRT): up to 61 million ON and 442 million PN shares.

Simultaneously, TCP intends to launch a voluntary cash tender offer for up to 84,253 million PN shares of Tele Centro Oeste Celular Participações (TCO).

The offer prices will be:

These offer prices represent a premium of 20% over the respective weighted average closing price of each class of shares in the last 30 trading days prior to announcement.

Telefonica Moviles and Portugal Telecom intend to provide funding to Brasilcel for the tender offers on a 50-50 basis. TCP intends to fund its tender offer with debt and, taking into account the outcome of the tender offer, amongst other factors, will evaluate a potential capital increase, if it considers a reduction of its level of indebtedness to be advisable.

These offers provide the minority shareholders with the opportunity of selling their shares at a premium over market prices and to realize gains.

Telefonica Moviles and Portugal Telecom continue to believe the Brazilian cellular market, with 160 million inhabitants and relatively low cellular penetration, continues to offer substantial growth potential. The proposed transaction strengthens Vivo's position in the Brazilian market and enhances its participation in the potential growth of its subsidiaries.

The offers are expected to begin in the first week of September and will be open for at least 30 days from the date of the publication and filing of the formal documentation. The offers are expected to be completed by mid - October.

The tender offers will be subject to certain terms and conditions that will be included in the formal offer documentation.

This document does not constitute an offer to purchase or a solicitation of an offer to sell securities of CRT, TBE, TSD or TCO (the "Companies"). At the time the tender offers are commenced, Brasilcel and TCP will file tender offer statements on Schedule TO with the U.S. Securities and Exchange Commission ("SEC") with respect to their offers to purchase common shares and preferred shares of TBE and TSD and preferred shares of TCO, respectively, and will file translations of these documents with the Brazilian Comissão de Valores Mobiliarios ("CVM"). Shareholders of the Companies are strongly advised to read the Brazilian Edital and other relevant documents published by Brasilcel or filed with the CVM, and, in the case of shareholders of TBE, TSD and TCO, the tender offer statements and other relevant documents filed with the SEC, when they become available because they will contain important information. All these documents will be published or filed at the appropriate time in accordance with applicable Brazilian and U.S. regulations. TBE, TSD and TCO shareholders will have access to the U.S. documents, when they become available, free of charge at the SEC's web site, www. sec.gov. In addition, shareholders of the Companies will have access to all these documents free of charge from Brasilcel or in the locations indicated by applicable Brazilian and U.S. law.