Microsoft, LG-Nortel Sign MoU to Develop and Market WinCE IP Phones

Builds on LG-Nortel’s World’s First WinCE Videophone for Global Markets

MAY 25, 2006, SEOUL, Korea – Microsoft and LG-Nortel, a joint venture of LG Electronics and Nortel* [NYSE/TSX: NT], today announced the signing of a Memorandum of Understanding (MoU) for broad range collaboration in Voice over IP (VoIP), including WinCE-based IP terminals and the new WinCE 6 videophone. WinCE 6, code-named “Yamazaki”, is Microsoft’s new integrated embedded development environment for the next generation of smart devices.

Under the terms of the MoU, the scope of the strategic alliance will include joint R&D, cooperative marketing to customers and channels worldwide, and a licensing agreement for WinCE 6. The MoU builds on the strength of an existing relationship between the two companies, marked by LG-Nortel’s successful development of a WinCE 5-based multimedia Session Initiation Protocol (SIP) phone, the LIP-6824CD, and the world’s first WinCE 6 videophone for global markets.

“This strategic collaboration provides an excellent fit for our strategy of developing innovative IP solutions for leading telcos looking to expand into IP Centrex services and such multimedia services as video calls, MMS/EMS and other value added services,” said Jae Ryung Lee, CEO, LG-Nortel. “In the future, we plan to make a wide range of WinCE-based products available to Microsoft channel partners around the world.”

Terminals based on Microsoft’s new WinCE 6 platform provide more powerful multimedia processing and will serve as a platform for application-oriented enterprise and residential solutions based on innovative embedded devices. “Through this partnership, we anticipate substantial sales of embedded solutions in the area of VoIP, as well as the establishment of a leading position in the IP phone and IP videophone market through WinCE 6,” said Lee.

Microsoft and LG-Nortel expect to conclude a definitive agreement within the next few months. At that time, new WinCE 6-based IP phone designs and features will be announced.

About Microsoft

Founded in 1975, Microsoft (Nasdaq “MSFT”) is the worldwide leader in software, services and solutions that help people and businesses realize their full potential.

About LG-Nortel

LG-Nortel is a joint venture between LG Electronics and Nortel, officially launched in November 2005. LG-Nortel offers advanced telecommunications and network solutions in wired and wireless telecommunications, optical and enterprise areas for Korean and global customers. Its main divisions are Carrier Networks and Enterprise Networks businesses. Prior to the establishment of the joint venture, LG Electronics and Nortel had a close collaboration and were selected as network suppliers for KTF and SK Telecom’s HSDPA/WCDMA networks. The company’s sales and marketing departments are in the company’s GS Tower building in Kangnam-gu, Seoul and its R&D center in Anyang, Geonggi province. The total number of employees for the company is approximately 1,400. For more information on LG-Nortel, visit www.LG-NORTEL.com**.

About Nortel

Nortel is a recognized leader in delivering communications capabilities that enhance the human experience, ignite and power global commerce, and secure and protect the world’s most critical information. Our next-generation technologies, for both service providers and enterprises, span access and core networks, support multimedia and business-critical applications, and help eliminate today’s barriers to efficiency, speed and performance by simplifying networks and connecting people with information. Nortel does business in more than 150 countries. For more information, visit Nortel on the Web at www.nortel.com. For the latest Nortel news, visit www.nortel.com/news.

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Further, actual results or events could differ materially from those contemplated in forward-looking statements as a result of the following (i) risks and uncertainties relating to Nortel’s restatements and related matters including: Nortel’s most recent restatement and two previous restatements of its financial statements and related events; the negative impact on Nortel and NNL of their most recent restatement and delay in filing their financial statements and related periodic reports (including the anticipated delay in filing the Quarterly Reports on Form 10-Q for the first quarter of 2006) causing them to breach their public debt indentures and, if the delay extends beyond June 15, 2006, their obligations under their credit facilities, with the possibility that the holders of their public debt or NNL’s lenders would seek to accelerate the maturity of that debt, and causing, if the delay extends beyond June 15, 2006, a breach of NNL’s support facility with EDC with the possibility that EDC would refuse to issue additional support under the facility, terminate its commitments under the facility or require NNL to cash collateralize all existing support; legal judgments, fines, penalties or settlements, or any substantial regulatory fines or other penalties or sanctions, related to the ongoing regulatory and criminal investigations of Nortel in the U.S. and Canada; any significant pending civil litigation actions not encompassed by Nortel’s proposed class action settlement; any substantial cash payment and/or significant dilution of Nortel’s existing equity positions resulting from the finalization and approval of its proposed class action settlement, or if such proposed class action settlement is not finalized, any larger settlements or awards of damages in respect of such class actions; any unsuccessful remediation of Nortel’s material weaknesses in internal control over financial reporting resulting in an inability to report Nortel’s results of operations and financial condition accurately and in a timely manner; the time required to implement Nortel’s remedial measures; Nortel’s inability to access, in its current form, its shelf registration filed with the United States Securities and Exchange Commission (SEC), and Nortel’s below investment grade credit rating and any further adverse effect on its credit rating due to Nortel’s restatement of its financial statements; any adverse affect on Nortel’s business and market price of its publicly traded securities arising from continuing negative publicity related to Nortel’s restatements; Nortel’s potential inability to attract or retain the personnel necessary to achieve its business objectives; any breach by Nortel of the continued listing requirements of the NYSE or TSX causing the NYSE and/or the TSX to commence suspension or delisting procedures; any default in Nortel’s filing obligations extending beyond July 15, 2006 for the 2006 First Quarter Form 10-Qs, causing any Canadian securities regulatory authority to impose an order to cease all trading in Nortel’s securities within the applicable jurisdiction or to impose such an order sooner if Nortel fails to comply with the alternate information guidelines of such regulatory authorities; (ii) risks and uncertainties relating to Nortel’s business including: yearly and quarterly fluctuations of Nortel’s operating results; reduced demand and pricing pressures for its products due to global economic conditions, significant competition, competitive pricing practice, cautious capital spending by customers, increased industry consolidation, rapidly changing technologies, evolving industry standards, frequent new product introductions and short product life cycles, and other trends and industry characteristics affecting the telecommunications industry; any material and adverse affects on Nortel’s performance if its expectations regarding market demand for particular products prove to be wrong or because of certain barriers in its efforts to expand internationally; any reduction in Nortel’s operating results and any related volatility in the market price of its publicly traded securities arising from any decline in its gross margin, or fluctuations in foreign currency exchange rates; any negative developments associated with Nortel’s supply contract and contract manufacturing agreements including as a result of using a sole supplier for key optical networking solutions components, and any defects or errors in Nortel’s current or planned products; any negative impact to Nortel of its failure to achieve its business transformation objectives; additional valuation allowances for all or a portion of its deferred tax assets; Nortel’s failure to protect its intellectual property rights, or any adverse judgments or settlements arising out of disputes regarding intellectual property; changes in regulation of the Internet and/or other aspects of the industry; Nortel’s failure to successfully operate or integrate its strategic acquisitions, or failure to consummate or succeed with its strategic alliances; any negative effect of Nortel’s failure to evolve adequately its financial and managerial control and reporting systems and processes, manage and grow its business, or create an effective risk management strategy; and (iii) risks and uncertainties relating to Nortel’s liquidity, financing arrangements and capital including: the impact of Nortel’s most recent restatement and two previous restatements of its financial statements; any acceleration under their public debt indentures and credit facilities, which may result in Nortel and NNL being unable to meet their respective payment obligations; any inability of Nortel to manage cash flow fluctuations to fund working capital requirements or achieve its business objectives in a timely manner or obtain additional sources of funding; high levels of debt, limitations on Nortel capitalizing on business opportunities because of credit facility covenants, or on obtaining additional secured debt pursuant to the provisions of indentures governing certain of Nortel’s public debt issues and the provisions of its credit facilities; any increase of restricted cash requirements for Nortel if it is unable to secure alternative support for obligations arising from certain normal course business activities, or any inability of Nortel’s subsidiaries to provide it with sufficient funding; any negative effect to Nortel of the need to make larger defined benefit plans contributions in the future or exposure to customer credit risks or inability of customers to fulfill payment obligations under customer financing arrangements; any negative impact on Nortel’s ability to make future acquisitions, raise capital, issue debt and retain employees arising from stock price volatility and further declines in the market price of Nortel’s publicly traded securities, or any future share consolidation resulting in a lower total market capitalization or adverse effect on the liquidity of Nortel’s common shares. For additional information with respect to certain of these and other factors, see the Company’s Annual Report on Form 10-K/A and NNL’s Annual Report on Form 10-K and other securities filings with the SEC. Unless otherwise required by applicable securities laws, Nortel disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

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