IUSACELL STOCK OPTIONS
Certificate for Options Granted by Bell Atlantic Corporation ("BAC")
Named Executive Officers Receiving Grants:
Recipients: Lawrence T. Babbio, Jr. and William O. Albertini
Date of Grant: February 18, 1997 Exercise Price Per Option: $6.8125
Number of Non-Qualified Stock Options ("NQOs"): 13,500
Options to Purchase ADRs of Series L Common Stock of Grupo Iusacell, S.A. de
Latest Expiration Date: 10th anniversary of Date of Grant (February 18, 2007) Earliest Exercise Date: First
anniversary of Date of Grant (February 18, 1998).
TERMS AND CONDITIONS OF GRANT OF OPTIONS
Pursuant to resolutions adopted by the Human Resources Committee of the Board of Directors of BAC, you (the
"Recipient" named above) have been granted, as of the Date of Grant stated above, stock options ("Options") to
purchase American Depositary Receipts representing 10 shares of Series L Common Stock of Grupo Iusacell,
S.A. de C.V. ("Iusacell ADRs").
1. GOVERNING TERMS. These Options are subject to the terms and conditions stated in this Certificate.
References in this Certificate to the "Administrator" shall refer to the Vice President - Human Resources of BAC,
or any successor administrator designated by BAC, and any agent, assistant or staff designated by that person to
assist in the administration of these Options. These Options are not issued pursuant to any plan document;
provided, however, that certain terms and conditions of this certificate incorporate by reference certain provisions
of the Bell Atlantic 1985 Incentive Stock Option Plan (that plan as it may be amended from time to time, and any
successor to that plan, is referred to herein as the "Stock Option Plan").
2. EARLIEST DATE OF EXERCISE. In the absence of an event that causes the Options to expire, the earliest
date on which the Options may be exercised will be as follows:
(a) One Year Waiting Period. Except as provided in paragraph 2(b), 100% of the Options will first be
exercisable on the fir