Filed By VeriSign, Inc.
                                                  Pursuant to Rule 425 under the
                                                          Securities Act of 1933
                              And deemed filed pursuant to Rule 14a-12 under the
                                                 Securities Exchange Act of 1934

                                       Subject Company: Illuminet Holdings, Inc.
                                                   Commission File No. 000-27555


VeriSign, Inc. issued a press release on September 24, 2001, related to
VeriSign's proposed acquisition of Illuminet, the text of which is attached
hereto as Exhibit A.

VeriSign held a conference call on September 24, 2001, related to its proposed
acquisition of Illuminet, the script of which is attached hereto as Exhibit B.

VeriSign has posted information on its website, verisign.com, related to
VeriSign's proposed acquisition of Illuminet, the text of which is attached
hereto as Exhibit C.

Verisign has posted a corrected press release on September 24, 2001, on its
website, Verisign.com, related to Verisign's proposed acquisition of Illuminet,
the text of which is attached hereto as Exhibit D.

                    WHERE YOU CAN FIND ADDITIONAL INFORMATION

Investors and security holders of both VeriSign and Illuminet are advised to
read the prospectus/proxy statement regarding the proposed business combination
transaction referenced in the following information, when it becomes available,
because it will contain important information. Illuminet expects to mail a
prospectus/proxy statement about the proposed merger to its stockholders. Such
prospectus/proxy statement will be filed with the Securities and Exchange
Commission by both companies. Investors and security holders may obtain a free
copy of the prospectus/proxy statement (when available) as well as the annual
report, quarterly reports, current reports and other documents filed by the
companies at the Securities and Exchange Commission's web site at
http://www.sec.gov. The prospectus/proxy statement and such other documents may
also be obtained from VeriSign or Illuminet by directing such requests to the
respective addresses listed below.

Requests for documents relating to           Requests for documents relating to
VeriSign should be directed to:              Illuminet should be directed to:

VeriSign, Inc.                               Illuminet Holdings, Inc.
487 E. Middlefield Road                      4501 Intelco Loop, S.E.
Mountain View, CA  94043                     Lacey, WA  98503
Attn: Investor Relations                     Attn: Investor Relations
(650) 961-7500                               (360) 493-6000


VeriSign and its officers and directors may be deemed to be participants in the
solicitation of proxies from stockholders of Illuminet with respect to the
transactions contemplated by the merger agreement. Information regarding such
officers and directors is included in VeriSign's Proxy Statement for its 2001
Annual Meeting of





Stockholders filed with the Securities and Exchange Commission on April 12,
2001. This document is available free of charge at the Securities and Exchange
Commission's web site at http://www.sec.gov and from VeriSign.

Illuminet and its officers and directors may be deemed to be participants in the
solicitation of proxies from stockholders of Illuminet with respect to the
transactions contemplated by the merger agreement. Information regarding such
officers and directors is included in Illuminet's Proxy Statement for its 2001
Annual Meeting of Stockholders filed with the Securities and Exchange Commission
on March 26, 2001. This document is available free of charge at the Securities
and Exchange Commission's Web site at http://www.sec.gov and from Illuminet.

              CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

Except for the historical information contained herein, matters discussed in the
following materials may be considered forward looking statements that involve
risks and uncertainties, including those set forth in the attached documents and
the other risks detailed from time to time in each companies' SEC reports,
including without limitation their quarterly reports on Form 10-Q and their
annual reports on Form 10-K as they may be updated or amended with future
filings. The actual results achieved may differ materially from any forward
looking statements due to such risks and uncertainties.




                                    EXHIBIT A









[GRAPHIC REMOVED HERE]


                          VeriSign to Acquire Illuminet
     Acquisition reinforces strategy to extend digital trust services beyond
               the Internet to telephony and other network systems

     Mountain View, CA, September 24, 2001 - VeriSign, Inc. (Nasdaq:VRSN), the
leading provider of digital trust services, today announced a definitive
agreement to acquire publicly traded Illuminet Holdings, Inc. (Nasdaq: ILUM) of
Olympia, Washington. Illuminet is a leading provider of intelligent network and
signaling services to communications carriers.

     Illuminet's business will expand the breadth of VeriSign's digital trust
services portfolio, which includes Web identity, authentication and payment
services. These services are supported by an infrastructure relied upon to
conduct over 5 billion domain name system (DNS) look-ups, 100 million database
queries, and millions of secure commerce and communications transactions every
day.

     "Through this combination, service providers and enterprises will have the
opportunity to use VeriSign's highly scalable data and voice infrastructure to
deliver new services and to improve the speed and efficiency of their current
offerings," said Stratton Sclavos, president and CEO of VeriSign. "Just as we
created a trusted digital environment with our Internet-based services, this new
integrated data-voice infrastructure will serve as the foundation for new types
of services for the highly anticipated next-generation networks."

     "Our customers benefit from the marriage of the Internet infrastructure and
communications network because it opens up the opportunities for new data and
voice services," said Roger H. Moore, CEO of Illuminet Holdings. "The
combination of VeriSign and Illuminet will accelerate the delivery of services
that can generate new revenue."

     VeriSign will utilize its global infrastructure to accelerate the
introduction of new services for Illuminet's customers, such as secure short
messaging, local number portability and Voice Over IP bridging. Illuminet will
also enable VeriSign to deliver data-voice offerings such as WebNum(TM), a
navigation service that enables wireless phones to link specific numbers
directly to Internet domain names; services using ENUM, which combines phone
numbers and domain names to create one contact point for businesses and
individuals; and a Global Voice Registry service, which enables callers to reach
a business simply by speaking the company's name.

     Under the terms of the agreement, VeriSign will exchange 0.93 shares or
options of VeriSign common stock for each outstanding share and option of
Illuminet and will assume Illuminet's outstanding employee stock options. This
will result in VeriSign issuing approximately 30.4 million shares for all issued
and outstanding shares (including stock options) of Illuminet. Based on
VeriSign's closing stock price of $38.30 per share on September 21, 2001, this
exchange ratio values the transaction at approximately $1.2 billion. This
acquisition will be accounted for as a purchase transaction and is expected to
be completed late in the fourth quarter of 2001 or early in the first quarter of
2002. The acquisition has been approved by the board of directors of each
company and is subject to various closing conditions, including government
approvals and consent by the stockholders of Illuminet.





2/2/2 VeriSign to Acquire Illuminet

     With more than 900 customers, including major carriers in the long
distance, local and wireless markets, Illuminet provides carriers access to the
system of signaling networks for nearly the entire U.S. public-switched
telecommunications infrastructure.

     Through its comprehensive SS7 network, Illuminet delivers a full range of
connectivity, signaling and database services that include seamless roaming for
wireless carriers, intelligent network services, Operations Support
Interconnection Services, SS7 network usage measurement and real-time account
management for pre-paid wireless users. Illuminet supports telecommunications
networks used to make wireless calls, long-distance calls and Internet
connections by ensuring that carriers can connect to each other and also
enabling advanced calling features such as caller identification and local
number portability.

     In the second quarter of 2001, Illuminet reported revenues of $47.2
million. It has approximately 500 employees. It is based in Olympia, Washington
and also has a significant presence in Overland Park, Kansas and in Dallas,
Texas. Operations will continue in those areas. Additional information on
Illuminet is available at www.illuminet.com.
                          -----------------

Conference Call

     VeriSign will host a conference call at 5:30am (Pacific) on Monday,
September 24th to discuss the announcement. A listen-only live broadcast of the
conference call will be available at www.verisign.com. A replay of the
                                     ----------------
teleconference will also be available at (888) 203-1112 (passcode: 733616)
beginning at 8:30am (Pacific) on September 24th and running through October 1st.

About VeriSign

VeriSign, Inc. (Nasdaq:VRSN) is the worldwide leader in providing digital trust
services that enable everyone, everywhere to use all networks with confidence.
Digital trust services create a trusted environment through three core offerings
- Web identity, authentication and payment services - powered by an
infrastructure that manages billions of network transactions daily. Additional
news and information about the company is available at www.verisign.com.
                                                       ----------------

Statements in this announcement other than historical data and information
constitute forward-looking statements within the meaning of Section 27A of the
Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934.
These statements involve risks and uncertainties that could cause VeriSign's
actual results to differ materially from those stated or implied by such
forward-looking statements. The following potential risks and uncertainties,
among others, could cause actual results to differ materially from those
described in the forward-looking statements: failure of the transaction to close
due to the failure to obtain regulatory or other approvals; failure of the
Illuminet stockholders to approve the merger; the risk that the businesses will
not be integrated successfully and unanticipated costs of such integration;
failure of the combined company to retain and hire key executives, technical
personnel and other employees; failure of the combined company to manage its
growth and the difficulty of successfully managing a larger, more geographically
dispersed organization; failure of the combined company to successfully manage
relationships with customers, suppliers and strategic customers; network
outages, network capacity constraints or security breaches; failure of the
combined company's customers to accept new services or to continue using the
products and services of the combined company; and competition in the various
markets serviced by the combined company.

More information about potential factors that could affect VeriSign's business
and financial results is included in VeriSign's filings with the Securities and
Exchange Commission, especially in the company's Annual Report on Form 10-K for
the year ended December 31, 2000 and Forms 10-Q for the quarters ended March 31
and June 30, 2001. VeriSign undertakes no obligation to update any of the
forward-looking statements made the date of this press release.

VeriSign Contacts:

Media: Tom Galvin, tgalvin@verisign.com, 650-426-5526
                   --------------------
Investor Relations: Katie Ochsner, kochsner@verisign.com, 650-426-3512
                                   ---------------------




                                   EXHIBIT B




                                                                  VERISIGN, INC.
                                                     Moderator: Stratton Sclavos
                                                                          Page 1



                                 VERISIGN, INC.

                           Moderator: Stratton Sclavos
                               September 24, 2001

                                   5:30am PDT

Operator: Good morning everyone and welcome to this VeriSign Special Strategic
Announcement conference call. Today's call is being recorded.

At this time for opening remarks and introductions I'd like to turn the call
over to Mr. Stratton Sclavos, President and CEO of VeriSign. Please go ahead
sir.

Stratton Sclavos: Thank you operator and good morning everyone. And thanks for
joining us on this early morning call. We're here this morning to discuss
today's announcement detailing VeriSign's acquisition of Illuminet Holdings,
Inc.

Joining me on the call here in Mountain View are Roger Moore, the Chief
Executive Officer of Illuminet, and Dana Evan, our Chief Financial Officer.

Before we begin, I'd like to inform you that a press release covering today's
announcement was sent over the wire this morning at 12:01 am Pacific Time. This
press release can also be found on our website at www.verisign.com.

I also need to remind you that the matters we will be discussing today may
include forward-looking statements that are subject to the risks and
uncertainties that could cause actual results to differ materially from those
stated, as described in both companies' most recently filed 10-Qs and 10-Ks.

Roger and I will be spending the next 10-15 minutes discussing the business and
financial considerations for the strategic acquisition that VeriSign is
announcing today. Then we'll open up the call for your questions. We will end
the call promptly at 6:30 am Pacific Time or earlier if there are no further
questions.



                                                                  VERISIGN, INC.
                                                     Moderator: Stratton Sclavos
                                                                          Page 2



Okay, with the preliminaries out of the way let's begin. I'm very pleased to
announce that VeriSign has entered into a definitive agreement to acquire
Illuminet Holdings, the leading independent provider of advanced intelligent
network, database lookup and billing and clearinghouse services to the
communications industry in both wireless and wireline markets.

In order to set the context for a more detailed discussion of this transaction,
I'd like to first say a few words about VeriSign's overall strategy that we have
discussed with many of you in the past. As you know, we describe our corporate
mission as being the #1 trusted infrastructure services company, delivering
critical trust services for every transaction, every communication, everywhere
around the world. We have also talked a lot about our three existing technology
engines that deliver our naming, authentication and payment services across our
diverse customer base in our Mass Markets and our Enterprise and Service
Provider Divisions. We firmly believe that today we have a portfolio of services
that are second to none in terms of criticality, scale, and reliability. In
fact, our customers and the public at large now count on us for over 5 billion
DNS look-ups, 100 million database queries, and millions of secure commerce and
communications transactions every single day. As many of you have heard me say
before, we believe we have an incredible opportunity in front of us. And today
that opportunity expands again with the acquisition of Illuminet.

We have also talked about VeriSign looking to add new technology "engines" that
would be consistent with our trusted utility strategy. Illuminet provides us
with a new engine in the telephony space. In fact, as we go through the
discussion, I'm sure you'll see that Illuminet was already becoming the VeriSign
of the voice networks. As you'll see in a moment, their infrastructure, business
model and financial performance are very consistent with our own.


Just as VeriSign provides internet session set-up and routing through the Global
Registry's DNS infrastructure, Illuminet provides call setup and routing through
its SS7 network for over 900 telecommunications carriers throughout North
America. And just as VeriSign provides identity,





                                                                  VERISIGN, INC.
                                                     Moderator: Stratton Sclavos
                                                                          Page 3


authentication and payment services, Illuminet provides intelligent network
services for subscriber and caller ID, authentication, payment, and
clearinghouse services on a per transaction basis to that same customer base.

We believe our combination with Illuminet extends our leadership position as the
premier provider of trusted infrastructure services from the IP network to the
voice networks. In other words, Illuminet is a natural extension of our strategy
enabling VeriSign to add a new engine that expands our ability to offer trusted
infrastructure services for all digital networks.

We believe it's a highly complementary fit in terms of technology,
infrastructure, customer sets, business model and culture.

Before we go over the transaction details and talk about some of the technology
and infrastructure plans we have, I wanted to introduce Roger and let him say a
few words about Illuminet's strategy and business model. Roger is a
telecommunications industry veteran with more than 30 years of experience at
AT&T, Nortel and IBM. He has been the CEO of Illuminet since 1996. Roger.....

Roger: Thanks Stratton. Let me add a few comments to explain why we are so
excited about today's announcement as well. First of all, speaking for the
management team of Illuminet, we are very pleased to be part of this transaction
that will create the premiere trusted infrastructure services company. We share
the strategic vision of a next generation network architecture and believe that
the combination with VeriSign offers an unparalleled opportunity.

     .    Signaling and intelligent network services for carriers.

     .    SS7 network acts much like VRSN's DNS systems to help call set-up and
          routing over then voice network.

     .    In addition, we are able to provide other value-added services at the
          time of call set-up




                                                                  VERISIGN, INC.
                                                     Moderator: Stratton Sclavos
                                                                          Page 4



     .    These include subscriber line information, Caller Name services,
          Roaming services and clearinghouse services

     .    We own and operate the largest independent SS7 network in North
          America with over 230 connection points

     .    900 customers including all types of telecom companies ILECs, CLECs,
          IXCs, Wireless carriers.

     .    Growth strategy driven by adding new customers and offering them an
          array of existing and new services

     .    Databases currently contain 32 million subscriber names and 24 million
          calling name records

     .    Support 22% of LNP services and take part in over 50% of roaming calls
          in the US

     .    98% of revenues come from recurring services through monthly
          connection fees and per look-up or DIP database fees

     .    High growth over the last 4 years and profitable for 22 consecutive
          quarters. Operating margins currently over 30%

     .    Have been looking at IP-based services for some time

     .    Believe there will be a need for bridging and convergence services
          between the voice and data networks

     .    VeriSign offers the key services in the data and IP world. Perfect
          fit.

     .    That's probably a good overview, let me now turn it back to Stratton

Stratton:  Thanks Roger.

The transaction highlights are as follows. We will be issuing 0.93 VeriSign
shares for each share of Illuminet holdings. The pro forma ownership on a fully
diluted basis would be approximately 87% VeriSign, 13% Illuminet Holdings. Roger
will be joining the VeriSign board. The transaction is immediately accretive on
an EPS basis and should add 5-7% to 2002 earnings versus current First Call
estimates. We will, of course, be updating our revenue and earnings guidance as
the transaction closes. The transaction will be treated as a purchase accounting
transaction. The deal does not require VeriSign shareholder approval,





                                                                  VERISIGN, INC.
                                                     Moderator: Stratton Sclavos
                                                                          Page 5



but will require all the traditional government approvals and an Illuminet
shareholder vote. We are currently targeting a late Q4 or early Q1 close.

Given the strategic linkage with VeriSign's Global Registry and the DNS
infrastructure, Illuminet will become a part of VeriSign's Enterprise and
Service Provider Division.

Now, with the details out of the way, let's talk about why we think this is a
key strategic move for VeriSign. First, I think it's pretty obvious that
Illuminet is a great company with a proven track record and a strong leadership
position in its market. Second, as VeriSign began to investigate building
services for wireless and telephony markets such as our WebNum, eNUM and Voice
Registry offerings, it became clear that we would need SS7 and intelligent
network expertise and infrastructure. Our combination with Illuminet will allow
us to introduce these services more quickly and to many more carriers than we
could alone. On the other side, Illuminet has been looking to offer its
customers IP-based services in areas such as SMS and location-based content and
presence management. VeriSign's IP addressing, certificate-based authentication
and payment gateway will lead to new products that Illuminet can offer the
carriers very quickly. Lastly, with VeriSign's incredibly fast and scalable
database look-up infrastructure, we can build a new generation of services that
could change the performance and economics of intelligent network services such
as Local Number Portability and Pooling. We expect to deliver on all of these
synergies in 2002. Most, if not all, will be incremental to current models.

We'll certainly be talking more about these and other initiatives in greater
detail as we enter Q4.

To sum up,

     .    Excited about this combination

     .    In keeping with our strategy of providing critical infrastructure
          services

     .    New engine that allows us to deliver services to a broad customer base

     .    Leading provider in new market

     .    Helps us deliver faster and better on some of our key telephony
          initiatives

     .    Provides a foundation for new services to bridge voice and data





                                                                  VERISIGN, INC.
                                                     Moderator: Stratton Sclavos
                                                                          Page 6


     .    Consistent from the business side as well

     .    Recurring revenues driven by increased usage and new services

     .    Strong customer base

     .    Profitable with high operating margins

     .    Track record of execution, in fact, both companies recently
          re-iterated their guidance for Q3 and the year as a whole

So let me just conclude by saying we couldn't be more excited and pleased by
this combination. It's something that we believe will resonate with customers,
employees and shareholders.

     So with that I'd like to open it up for your questions. And Operator, if we
could take the first question please.

--------------------------------------------------------------------






                                   EXHIBIT C




               Q&A with VeriSign CEO & President Stratton Sclavos
               --------------------------------------------------

     VeriSign announced on Monday, September 24, 2001, its intent to acquire
Illuminet, a Washington-based company that is the leading provider of
intelligent network and signaling services to communications carriers.
Illuminet's business will expand the breadth of VeriSign's digital trust
services portfolio, which includes Web identity, authentication and payment
services supported by an infrastructure relied upon to conduct over 5 billion
domain name system (DNS) look-ups, 100 million database queries, and millions of
secure commerce and communications transactions every day. In this Q&A, VeriSign
President and CEO Stratton Sclavos offers his perspective.

Q. Why did VeriSign decide to acquire Illuminet?
Sclavos: Since VeriSign's inception we have worked to build a trusted
environment so that everyone, everywhere could use networks with confidence. The
acquisition of Illuminet is the next step in that mission. VeriSign will utilize
its global infrastructure to accelerate the introduction of new services for
Illuminet's customers, such as secure short messaging, local number portability
and Voice Over IP bridging. Illuminet will also enable VeriSign to more
effectively deliver data-voice offerings such as WebNum(TM), a navigation
service that enables wireless phones to link specific numbers directly to
Internet domain names and a Global Voice Registry service, which enables callers
to reach a business simply by speaking the company's name.

Q. What are intelligent network services?
Sclavos: Intelligent network services, such as SS7, are certainly not household
phrases, but you couldn't make a phone call without them. In that regard, they
are like our Domain Name System (DNS), which is also not widely known, but
without it you couldn't connect to a Web site or send an e-mail. SS7 is
"signaling system 7," a network that all carriers use to connect to each other
and offer new services. It's not the network that carries the actual voice
transmissions; instead, it serves as the vital infrastructure that directs and
routes calls so they can be made efficiently. It also enables carriers to offer
advanced intelligent network services such as toll-free service, 911, Caller ID
and local number portability, which allows users to retain a phone number if
they switch carriers.

Q. What are the growth prospects?
Sclavos: Not only is the SS7 market projected to experience significant organic
growth, but also we expect to see significant expansion opportunities as we
deliver the new services we talked about such as WebNum and voice registry
services. The reason this is such an exciting deal for us is that, in many ways,
Illuminet is the "VeriSign of the public-phone infrastructure." This establishes
a new engine for growth and is entirely consistent with our strategy to provide
an ever-increasing range of services to our customers across any network. We
expect to use our DNS technology expertise to give us significant
cost-performance advantages in telephony services, take advantage of the
integration among various devices and develop those next-generation services.

Q. Will they move their offices to Mountain View?




Sclavos: No, they'll stay right where they are. Illuminet's headquarters are in
Olympia, Washington and they also have a significant presence in Overland Park,
Kansas and in Dallas, Texas. While it's a complementary company, it offers
different services so there is little to no overlap.

Additional information on Illuminet and intelligent network services is
-----------------------------------------------------------------------
available at www.illumnet.com.
-----------------------------

Statements in this Q&A other than historical data and information constitute
forward-looking statements within the meaning of Section 27A of the Securities
Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These
statements involve risks and uncertainties that could cause VeriSign's actual
results to differ materially from those statements or implied by such
forward-looking statements. The following potential risks and uncertainties,
among others, could cause actual results to differ materially from those
described in the forward-looking statements: failure of the transaction to close
due to the failure to obtain regulatory or other approvals; failure of the
Illuminet stockholders to approve the merger; the risk that the businesses will
not be integrated successfully and unanticipated costs of such integration;
failure of the combined company to retain and hire key executives, technical
personnel and other employees; failure of the combined company to manage its
growth and the difficulty of successfully managing a larger, more geographically
dispersed organization; failure of the combined company to successfully manage
relationships with customers, suppliers and strategic customers; network
outages, network capacity constraints or security breaches; failure of the
combined company's customers to accept new services or to continue using the
products and services of the combined company; and competition in the various
markets serviced by the combined company.

More information about potential factors that could affect the company's
business and financial results is included in VeriSign's filings with the
Securities and Exchange Commission, especially in the company's Annual Report on
Form 10-K for the year ended December 31, 2000 and Forms 10-Q for the quarters
ended March 31 and June 30, 2001. VeriSign undertakes no obligation to update
any of the forward-looking statements after the date of this press release.




                                   EXHIBIT D




[GRAPHIC REMOVED HERE]

                          VeriSign to Acquire Illuminet
     Acquisition reinforces strategy to extend digital trust services beyond
               the Internet to telephony and other network systems

         Mountain View, CA, September 24, 2001 - VeriSign, Inc. (Nasdaq:VRSN),
the leading provider of digital trust services, today announced a definitive
agreement to acquire publicly traded Illuminet Holdings, Inc. (Nasdaq: ILUM) of
Olympia, Washington. Illuminet is a leading provider of intelligent network and
signaling services to communications carriers.

         Illuminet's business will expand the breadth of VeriSign's digital
trust services portfolio, which includes Web identity, authentication and
payment services. These services are supported by an infrastructure relied upon
to conduct over 5 billion domain name system (DNS) look-ups, 100 million
database queries, and millions of secure commerce and communications
transactions every day.

         "Through this combination, service providers and enterprises will have
the opportunity to use VeriSign's highly scalable data and voice infrastructure
to deliver new services and to improve the speed and efficiency of their current
offerings," said Stratton Sclavos, president and CEO of VeriSign. "Just as we
created a trusted digital environment with our Internet-based services, this new
integrated data-voice infrastructure will serve as the foundation for new types
of services for the highly anticipated next-generation networks."

         "Our customers benefit from the marriage of the Internet infrastructure
and communications network because it opens up the opportunities for new data
and voice services," said Roger H. Moore, CEO of Illuminet Holdings. "The
combination of VeriSign and Illuminet will accelerate the delivery of services
that can generate new revenue."

         VeriSign will utilize its global infrastructure to accelerate the
introduction of new services for Illuminet's customers, such as secure short
messaging, local number portability and Voice Over IP bridging. Illuminet will
also enable VeriSign to deliver data-voice offerings such as WebNum(TM), a
navigation service that enables wireless phones to link specific numbers
directly to Internet domain names; services using ENUM, which combines phone
numbers and domain names to create one contact point for businesses and
individuals; and a Global Voice Registry service, which enables callers to reach
a business simply by speaking the company's name.

         Under the terms of the agreement, VeriSign will exchange 0.93 shares or
options of VeriSign common stock for each outstanding share and option of
Illuminet. VeriSign will issue approximately 30.4 million shares for all issued
and outstanding shares of Illuminet and will assume Illuminet's outstanding
employee stock options. Based on VeriSign's closing stock price of $38.30 per
share on September 21, 2001, this exchange ratio values the transaction at
approximately $1.2 billion. This acquisition will be accounted for as a purchase
transaction and is expected to be completed late in the fourth quarter of 2001
or early in the first quarter of 2002. The acquisition has been approved by the
board of directors of each company and is subject to various closing conditions,
including government approvals and consent by the stockholders of Illuminet.




2/2/2 VeriSign to Acquire Illuminet


         With more than 900 customers, including major carriers in the long
distance, local and wireless markets, Illuminet provides carriers access to the
system of signaling networks for nearly the entire U.S. public-switched
telecommunications infrastructure.

         Through its comprehensive SS7 network, Illuminet delivers a full range
of connectivity, signaling and database services that include seamless roaming
for wireless carriers, intelligent network services, Operations Support
Interconnection Services, SS7 network usage measurement and real-time account
management for pre-paid wireless users. Illuminet supports telecommunications
networks used to make wireless calls, long-distance calls and Internet
connections by ensuring that carriers can connect to each other and also
enabling advanced calling features such as caller identification and local
number portability.

         In the second quarter of 2001, Illuminet reported revenues of $47.2
million. It has approximately 500 employees. It is based in Olympia, Washington
and also has a significant presence in Overland Park, Kansas and in Dallas,
Texas. Operations will continue in those areas. Additional information on
Illuminet is available at www.illuminet.com.
                          -----------------

Conference Call

         VeriSign will host a conference call at 5:30am (Pacific) on Monday,
September 24th to discuss the announcement. A listen-only live broadcast of the
conference call will be available at www.verisign.com. A replay of the
                                     ----------------
teleconference will also be available at (888) 203-1112 (passcode: 733616)
beginning at 8:30am (Pacific) on September 24th and running through October 1st.

About VeriSign

VeriSign, Inc. (Nasdaq:VRSN) is the worldwide leader in providing digital trust
services that enable everyone, everywhere to use all networks with confidence.
Digital trust services create a trusted environment through three core offerings
- Web identity, authentication and payment services - powered by an
infrastructure that manages billions of network transactions daily. Additional
news and information about the company is available at www.verisign.com.
                                                       ----------------
Statements in this announcement other than historical data and information
constitute forward-looking statements within the meaning of Section 27A of the
Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934.
These statements involve risks and uncertainties that could cause VeriSign's
actual results to differ materially from those stated or implied by such
forward-looking statements. The following potential risks and uncertainties,
among others, could cause actual results to differ materially from those
described in the forward-looking statements: failure of the transaction to close
due to the failure to obtain regulatory or other approvals; failure of the
Illuminet stockholders to approve the merger; the risk that the businesses will
not be integrated successfully and unanticipated costs of such integration;
failure of the combined company to retain and hire key executives, technical
personnel and other employees; failure of the combined company to manage its
growth and the difficulty of successfully managing a larger, more geographically
dispersed organization; failure of the combined company to successfully manage
relationships with customers, suppliers and strategic customers; network
outages, network capacity constraints or security breaches; failure of the
combined company's customers to accept new services or to continue using the
products and services of the combined company; and competition in the various
markets serviced by the combined company.

More information about potential factors that could affect VeriSign's business
and financial results is included in VeriSign's filings with the Securities and
Exchange Commission, especially in the company's Annual Report on Form 10-K for
the year ended December 31, 2000 and Forms 10-Q for the quarters ended March 31
and June 30, 2001. VeriSign undertakes no obligation to update any of the
forward-looking statements made the date of this press release.

VeriSign Contacts:

Media: Tom Galvin, tgalvin@verisign.com, 650-426-5526
                   --------------------
Investor Relations: Katie Ochsner, kochsner@verisign.com, 650-426-3512
                                   ---------------------