The $33 billion deal, based on a $54 per share price for Bell Atlantic stock, would have been the largest in American telecommunications history, the resulting company serving one in four cable TV customers. But it fell apart for many reasons, including declining stock prices for both companies. Malone, who would have made over $1 billion, wanted more shares of Bell Atlantic when its price dropped below $54, which Ray Smith refused to do because it would lessen the value of existing shares. The two companies also had different cultures. Bell Atlantic paid dividends and was used to being regulated, while TCI tended to invest in the business rather than pay dividends. And thus ended a $20 billion project to expand the information superhighway, though other mergers promised to put the project back on track, with a more local emphasis rather than attempting a nationwide system upgrade.