Agreements Include Investment in Rogers, License of Microsoft Television Software Platform

TORONTO and REDMOND, Wash., July 12 /CNW/ - Rogers Communications Inc. and Microsoft Corp. today announced a series of agreements under which the companies will work together to accelerate the deployment of interactive television services to millions of Canadian homes. Both companies are committed to providing customers with tangible benefits from the combination of software, Internet technology and new broadband digital networks. Today's announced collaboration will provide Canadian television viewers with a range of next-generation digital services that will combine the interactivity of the Internet with interactive video and audio programming and enhanced broadcast services operating through advanced set-top boxes. A phased rollout of products and services is planned to begin next year.

As part of these agreements, Rogers has chosen to license both the Microsoft(R) TV client software and Microsoft TV Server software to support at least 1 million advanced set-top boxes. Microsoft and Rogers will work closely together to customize the Microsoft TV Platform Adaptation Kit (Microsoft TVPAK) software platform to Rogers' needs and to plan the development of new digital services to meet Canadian viewers' needs.

These advanced broadband television services will utilize the best of the Internet to help improve Canadian consumers' overall online experience and stimulate the online community and e-commerce in Canada. The advanced television services will include content provided by Rogers, Microsoft and a variety of Canadian and other content suppliers. The services will include a Rogers branded e-mail product powered by MSN(TM) Hotmail(TM) and other services based on Microsoft properties including Microsoft Passport, MSN Search and MSNBC among others, as well as additional Canadian services.

Microsoft also will make a CDN $600 million (approximately $400 million U.S.) investment in Rogers to further demonstrate Microsoft's commitment to Rogers' success in developing and rolling out new digital services. The overall agreements, including the Microsoft investment, will assist Rogers in providing its customers with earlier access to a broader range of advanced Internet and television services over its broadband network. Rogers currently has one of the most integrated and advanced cable networks in North America with two-way capability covering 89 percent of the 2.8 million homes it passes.

``This agreement is an important milestone in a long and successful working relationship between Rogers and Microsoft,'' said Edward S. Rogers, president and CEO of Rogers Communications. ``Through this relationship with Microsoft, the worldwide leader in software development, our customers will have access to rich interactive Canadian content and entertainment and to the most advanced television services in the world.''

``Microsoft is excited about working with Rogers, one of the world's leading communications companies, on these new services that will be available to millions of homes throughout Canada,'' said Bill Gates, chairman and CEO of Microsoft. ``By using Microsoft's television platform, Rogers will be able to deliver new services that fully utilize the broadband infrastructure, thereby enabling a great information, entertainment and communications experience for their customers.''

Microsoft has agreed to purchase CDN $600 million of Rogers' 5.5 percent convertible preferred securities. The preferred securities are convertible into Rogers Class B shares at a conversion price of CDN $35 per share. The coupon on the preferred securities is payable at Rogers option in cash, Class B shares or additional preferred securities. In addition, Microsoft will receive 5.33 million three-year warrants to purchase Rogers Class B shares at an exercise price of CDN $35 per share.

About Rogers Communications

Rogers Communications Inc. (Toronto ``RCI.A'' and ``RCI.B''; NYSE ``RG'') is Canada's national communications company engaged in cellular, Digital PCS, paging and data communications through its 81 percent owned subsidiary, Rogers Cantel Mobile Communications Inc.; in cable television, high-speed Internet access, and video retailing through its wholly-owned subsidiary, Rogers Cablesystems Limited; and in radio and television broadcasting, tele-shopping, publishing and new media businesses through its wholly owned subsidiary, Rogers Media Inc.

About Microsoft

Microsoft (Nasdaq ``MSFT'') is the worldwide leader in software for personal computers. The company offers a wide range of products and services for business and personal use, each designed with the mission of making it easier and more enjoyable for people to take advantage of the full power of personal computing every day.

Microsoft, MSN and Hotmail are either registered trademarks or trademarks of Microsoft Corp. in the United States and/or other countries. Other product and company names herein may be trademarks of their respective owners.

/Note to editors: If you are interested in viewing additional information on Microsoft, please visit the Microsoft Web page at http://www.microsoft.com/presspass/on Microsoft's corporate information pages. Shareholder and financial information is available at http://www.microsoft.com/msft//