3rd Qtr & 9 Mths Rslts - P2

Telefonica SA
15 November 2000


PART 2

                             THE TELEFONICA GROUP

MARKET SIZE

Thousands           September         %       Weighted figures(*)       % Chg.
                                      Chg.
                   2000     1999     00/99    Sept. 2000    Sept. 1999    00/99

Lines in service 41,271.1  37,466.2   10.2      35,747.1      23,421.6    52.6

Spain            20,052.7  18,947.5    5.8      20,052.7      18,947.5     5.8
Other 
 countries (1)   21,218.4  18,518.7   14.6      15,694.4       4,474.1   250.8

Cellular clients 22,921.0  14,139.8   62.1      18,535.9       9,186.7   101.8

Spain            12,801.5   7,699.7   66.3      12,801.5       7,699.7    66.3
Other 
 countries (2)   10,119.5   6,440.1   57.1       5,734.4       1,487.0   285.6

Pay-TV clients      917.7     693.9   32.3         600.1         384.5    56.1

Spain               572.2     373.9   53.0         278.3         256.5     8.5
Other 
 countries (3)      345.5     320.0    8.0         321.8         128.1   151.2

TOTAL            65,109.8  52,299.9   24.5      54,883.1      32,992.8    66.3

(*) Weighted for the economic interest held in each company.

(1)1999 and 2000 figures do not include CRT's lines due to the transitory
nature of the shareholding in this company.

(2) 1999 and 2000 figures do not include Telesp Celular's clients due to the
transitory nature of the shareholding in this company. 

(3) 1999 and 2000 figures do not include Cablevision clients, due to the
transitory nature of the shareholding in this company.

                 THE TELEFONICA GROUP: RESULTS BY COMPANY (*)                   

Non audited figures              Revenues                   EBITDA
(EURO m)                     January-September          January-September

                             2000     1999    % Var.     2000     1999   % Var.

Telefonica de Espana Group  7,601.1   7,456.3   1.9    3,413.5  3,915.4  (12.8)
Telefonica Moviles Espana   3,586.9   2,673.1  34.2    1,343.5  1,004.5   33.8
Telefonica Data Group         643.8     563.6  14.2       56.6     99.2  (42.9)
Terra Networks Group          139.0       9.6  n.m.     (259.6)   (35.5)   n.m.
TISA Group                  9,505.4   6,818.5  39.4    4,454.3  3,211.1   38.7
Other subsidiaries          1,773.3     954.9  85.7     (128.9)     5.6    c.s.
Disposals                  (2,494.7) (1,976.7)(26.0)       7.4    (25.4)   c.s.

GROUP                      20,754.6  16,499.3  25.8    8,886.8  8,174.8    8.7

(*) TISA operators consolidated by the global integration method.

COMPANY-BY-COMPANY RESULTS ANALYSIS

GRUPO TELEFONICA DE ESPANA

The results of Telefonica de Espana Group for the first nine months of
2000 are in line with first half trends: growth in traffic resulting from
positive  response to consumer plans and the expansion of  new  services;
high  market  share  maintenance;  marketing  initiatives,  and,  lastly,
control  of  operating costs, which are still affected by interconnection
and  sales  costs. In short, the above mention factors are indicators  of
the company's successful adaptation to a fully liberalized market.

Operating revenues of Telefonica de Espana Group (EURO 7,601.1 million) to
September were 1.9% higher than in the first nine months of last year.
This reflects the good consumption rates, a firm grip on market share
contraction and the continued expansion of ISDN and wholesale services,
which helped to keep growth in line with the first-half rate.

Traffic  continued to rise in all services, even long-distance  calls,  totaling
74,848 million minutes, up 25.7% to September, driven by the opening-up of  the
market  and  the success of the discount schemes (Bononet, Europa 15,  Pais  30,
Novacom  multiplan). Notably, consumption per line per day  increased  22.2%  to
15.9  minutes. Outgoing traffic rose 18.4% and incoming traffic was 77.5% higher
than in the first nine months of last year.

The  driving  forces  behind  the  growth of  outgoing  traffic  accumulated  to
September  were  fixed-to-mobile  and Internet  traffic,  up  40.7%  and 
108.9%, respectively. Meanwhile, provincial traffic grew 6.4%, DLD traffic 4.1%
and  ILD traffic 28.1%.

Despite these healthy growth rates in traffic, because of the significant  price
reductions  implemented  primarily in the second half  of  1999,  Telefonica  de
Espana's  consumption revenues were 5.6% lower than in  the  same  period  last
year,  although improved on the first-half decline of 5.9%. For the  first  nine
months  of 2000, more than 240,000 subscribers had signed up for the 'Europa 
15' scheme, targeted at international traffic, and the number of subscribers of 
the 'Pais 30' scheme for DLD traffic exceeded 635,000, ahead of the forecasts.

Telefonica de Espana's revenues declined only 1.4%, versus a 1.8% decline in 
the first  half,  mainly  due  to the impact of the rise  of  EURO 0.6  in  the
monthly subscription rate as of August 1 and the strong expansion of ISDN and 
wholesale services, whose growth rates to a large degree absorbed both the loss
of  market share  and  the  fall in revenues per minute stemming from cuts in 
tariffs  and prices, and the larger volume of discount schemes.  The growing
importance of new services (internet access, ISDN, broadband services, Centrex,
Intelligent  Network and  VPNs),  still  advancing at rates of more than 42% and
now  accounting  for 16.5% of revenues, is evidence of the company's commitment
to extend and develop new  and  more  advanced services. This positive revenue
trend  is  expected  to continue in the final quarter, placing the year's
revenues on similar levels  to those of 1999.

In  August  the government approved the price cap model to regulate the  nominal
prices  and tariffs of a range of services, including fixed-to-mobile calls  and
excluding  local calls. This model set the STB (Basic Telephony Service)  prices
of  the  mentioned  basket  at  9% and 8% below  inflation  in 2001  and  2002,
respectively,  representing  nominal reductions of  approximately  7%  and  6%. 
Under  this  model  Telefonica de Espana will gain flexibility  and  commercial
agility,  and  it will also step up the pressure on the margins of long-distance
traffic, creating a significant challenge to newcomers.

The package of regulatory measures, approved last June, has already set the flat
rate  for  interconnection  at  EURO 11.1 per month  as  of  November  1  if 
the interconnection is carried at local level, and EURO 13.8 per month in  the 
case  of single  transit  (both  prices  refer  to  the  'access  model'). In 
addition, termination on the Telefonica network has been fixed at EURO 2.1 per
month and  EURO 2.7 per   month,  respectively.  The  rate  for  indirect  local
 traffic,  it   the interconnection  point is at the single-transit level, has
been  fixed  at  Ptas, 2.25  per  minute  and  Ptas,  1.76 per minute,
respectively,  for  regular  and off-peak  hours.  Also approved were various
volume discounts in interconnection prices, which may be as much as 15% in the
case of local traffic.

Telefonica de Espana's determined efforts to offer broader bandwidth services is
reflected in the notable increase in the range of lines with coverage  for  ADSL
(the first nine months of the year closed with 11.2 million lines, higher  than
the  target  for  the year), the installation of technologies  to  optimize  the
handling of growing traffic flows to the internet, and the performance of  ISDN,
with 84% growth in basic access lines up to 539,020 and 58.1 % growth in primary
access, up to 12,642 lines in service.

The operating costs of Telefonica de Espana Group to September were EURO 4,395
million, up 16.1% over the same period last year and less than the 17.5%  growth
in  the  first  half  of 2000. Telefonica de Espana's operating  costs  before
interconnection rose only 0.5% owing to the reduction in personnel expenses  and
efforts to restrain other expenses unrelated to revenue generation.

Telefonica  de  Espana's Interconnection costs, the main  factor  in  the
increase   in  operating  costs,  grew  35.6%  owing  to  the   rise   in
fixed-to-mobile  interconnection.  This  is  in  line  with  the   strong
expansion of the mobile telephone market, and was partially offset by the
price reductions of July 1999 and January 2000.

Telefonica  de Espana's personnel costs declined 4% with respect  to  the
same period of 1999. A larger reduction in these costs is expected in the
final quarter, despite the forecast of higher expenses stemming from  the
increase  in  human  resources in the sales division.  At  the  close  of
September Telefonica de Espana's employees numbered 44,919, 12.6%  lower
than  last year, giving Telefonica de Espana an efficiency ratio of 446.4
lines per employee, 21% higher than the same period in 1999.

Notably, for the accumulated nine months the Works, Supplies and External
Services  heading  posted  a 9.2% increase with  respect  to  last  year,
vis-a-vis  18.8%  growth to June. This improvement is explained  by  more
efficient  outsourcing  and is in line with the gradual  decline  in  the
number  of  employees, Excluding the expenses of outsourcing,  the  other
expenses  under  this  heading decreased 5.2%, reflecting  Telefonica  de
Espana's ongoing cost control policy.

These  revenue  and  expense  performances placed  the  EBITDA  of  Grupo
Telefonica  de Espana at EURO 3,413.5 million, a 12.8% decline to  September
versus  the decline of 13.5% to June, setting its EBITDA margin at 44.9%.
Telefonica de Espana's operating profit stood at EURO 1,236.7 million,  down
18.5% from the figure for the first nine months of 1999. Several factors
contributed  to this results, given that, despite lower depreciation  and
amortization  charges  derived  from the extraordinary  restructuring  of
March  1999,  these charges continue to grow sharply,  due  to  a  recent
decrease  in useful life applied to the depreciation of assets linked  to
the local loop.

TELEFONICA MOVILES ESPANA

The Spanish mobile telephone market continues to grow at an extraordinary
rate,  with  more  than 22.7 million clients at the close  of  the  third
quarter  and  56.7%  penetration, placing the Spanish  market  above  the
European average. In annual terms, the market has grown 86% -one  of  the
highest  rates in Western Europe - and increased its penetration  rate  by
more than 26 p.p.

In  this setting, in the third quarter of 2000 Telefonica Moviles Espana
(TME)  obtained  1,350,806 net additions, practically  identical  to  the
company's best historical figures dating from the fourth quarter of 1999.

In terms of market share of net adds - based on internal estimates, as
our competitors have not released their figures- TME remains the undisputed
market leader, with a net annual cumulative share in the GSM market still in
excess of 50%.

TME's  total customer base reached 12,801,493 at the end of the  quarter,
with an estimated market share of more than 56% - one of Europe's highest -
and  an  estimated  gap  of  more than 6 million  clients  vis-a-vis  the
second-ranked operator. This differential widened in the last quarter  by
more  than 800,000 users, the biggest quarterly increase in the company's
history.

The  differential  between TME's traffic and market  shares  remained  at
approximately 6 p.p., indicating a higher quality customer base than that
of its competitors.

Notably, in the mix of contract and prepaid clients, MoviStar Plus - launched at
the start of the year - continues to be enormously successful. Of the 33.6%
growth in TME's net adds on a year-on-year comparison, the analysis by segment
shows 12.3% growth  in  the  net adds of prepaid clients, while the same  figure
 for contract clients has risen threefold with respect to 1999.

Despite  this significant change in the approach to winning new  clients,
targeted at potentially higher quality customers, acquisition costs  have
diminished 14% with respect to last year's levels.

To  encourage and facilitate consumption in the prepaid segment,  in  the
third  quarter a new type of charge system was launched that allows users
to top up their account from the handset itself, and charge cards with  a
face  value  of  EURO 12.0  were also recently introduced.  Meanwhile,  the
migration  of  the  entire  prepaid customer  base  to  a  new  operating
platform,  based  on  cutting-edge intelligent network  technology,  will
pave  the way for the gradual introduction of new facilities and services
for  our clients. Some of these facilities are already operational,  such
as  the  automatic notification of the charge at the end of the call  and
the  messages  alerting  the  status  and  depletion  of  the  charge-card
balance.

At the end of September an agreement was reached with La Caixa and  BBVA
for  the  launch  of  the 'MoviStar Plus-Visa' credit card.  This  allows
purchases  made  with  the  new card to accumulate  points  that  can  be
exchanged  under the scheme that TME created last February to reward  its
clients.

In  data  services,  the  number of short messages  (SMS)- considered the
starting  point  for  the  expansion of  data  services -  exceeded  620
million  in  the  third quarter, for a cumulative annual  total  of  some
1,490  million messages, 344% more than last year. The 'e-mocion'  access
service  now  has more than 100 content providers (portals, information,
leisure and financial services, e-commerce, and others).

Traffic  managed by our networks totaled close to 15,257 million  minutes
in  the first nine months of the year, 58.6% more than in the same period
in 1999.

At  the  end  of  September cumulative operating revenues  were  EURO 3,586.9
million,  up  34.2%  from  the same period last year,  although  strictly
speaking  the  figures are not entirely comparable since this  year  sums
accrued  by contract clients as 'points' under the MoviStar Plus  program
have  been accounted for by deducting the corresponding sums from  actual
revenues.

EBITDA  was  EURO 1,343.5 million, for a 33.8% growth  vis-a-vis  the  first
nine  months of 1999, while net income to September was EURO 604.6  million,
44.1% more than in the same period last year and higher than the  total
for 1999.

Finally, it is worth highlighting that, to achieve a debt structure  more
in  line  with the Group's needs, a decrease of EURO 785 million in  reserves
was  approved  in September, together with the assignment of  an  interim
dividend of EURO 60 million to be charged to the results of 2000. After  this
operation  TME's equity stood at EURO 1,104 million, and the  operation  will
therefore  not  significantly affect its capacity to continue  developing
its activities.

TELEFONICA INTERCONTINENTAL

Telefonica Intercontinental continued to pursue the European strategy  of
Telefonica  Moviles through bids for third-generation  licenses,  and  it
has successfully positioned itself in Germany, Italy and Austria.

In  Germany,  after winning a UMTS license last August, a  team  of  more
than  50  qualified  professionals from Telefonica  Moviles  are  already
working  in the country to define the commercial strategy and the network
roll-out  plan of the Company, as well as managing the process to  select
the  headquarters,  personnel and the management  team.  In  addition  to
that,  Telefonica Moviles is studying different proposals to  incorporate
potential  local partners to the Consortium. Finally, Telefonica  Moviles
is  in the last stage to select the different equipment providers and the
financial terms of the contracts.

In    Italy,   IPSE   2000,   the   consortium   in   which   Telefonica
Intercontinental   has   a  39.25%  stake  was   awarded   one   of   two
third-generation licenses, with 2x15 Mhz of paired spectrum  plus  5  Mhz
of  unpaired  spectrum (the other three are 2xl0 Mhz plus  5 Mhz),  for
EURO 3,270 million.

The  award  of this license will give Telefonica Moviles access to the  
Italian market  of  Internet  mobile services, where it will benefit  from 
Telefonica's position  as  an Internet and Data communications provider 
through  Atlanet.  In this  area, Italy has considerable potential for
third-generation services,  with  a current mobile penetration rate of 61.3%
(and a 100% rate forecast for 2010) and Internet penetration below the European
average.

In  Austria Telefonica Intercontinental bid successfully in the tender  process,
and  was  awarded two blocks of 5MHZ of paired spectrum for 
EURO 117.4 million.  The company is studying different proposals to 
incorporate new partners.

In  Switzerland, local authorities have decided to postpone the auction  process
for  four  UMTS  licenses,  due  to the fact that  only  four  candidates  shown
interest. This fact was possible so it should not have 
had an impact in the concession of the licenses. Telefonica Moviles regrets the
decision, taking into account the efforts made during the last months to fulfil
all requirements and conditions fixed by the Swiss authorities.

In  Sweden, the Reach Out Mobile consortium, in which Sonera has a 45% interest,
Telefonica Intercontinental 20%, and the Sweden investment fund Industri Kapital
35%,  presented a bid in September to participate in the beauty contest  process
for the award of four third-generation licenses, which could be resolved by the
end of November.

As regards the GSM license in Morocco, Medi Telecom has kept up a strong rate of
growth,  enlarging its customer base by 77.9% quarter-on-quarter to a  total of
413,370 for a 21% market share. The Moroccan market has a 5% mobile penetration
rate,  and  it  has  grown 287% since the start of 2000. Medi Telecom's  market
share  in  net  addition  in  the third quarter was 29%,  covering  60%  of  the
population and 428 points of sale throughout the country.

TELEFONICA INTERNACIONAL GROUP

The Telefonica Internacional Group was managing 18.6 million lines at the end of
September, an increase of 17.0% over the comparable period of the previous year.

Growth  was  primarily driven by the strong expansion of  lines  in  service  at
Telesp  (up  27.8%  year-on-year), whose addition of more than  one  and  a 
half million lines since January 1 has increased its total lines in service to 
over 9.7  million. Telefonica de Argentina also secured a significant advance
(8.3%) in  lines in service thanks to a more active commercial policy, and
doubled  its new  line  additions  with  respect  to last year.  Over  half 
these  additions corresponded  to  'economic lines' format. Telefonica del  Peru
 increased  its lines  in  service  by  3.1%,  while Telefonica  EL  Salvador 
and  Telefonica Centroamerica Guatemala had 29,863 and 11,222 lines in service,
respectively, at September 30, 2000.

This major growth in lines in service was accompanied by a continuing advance in
traffic per line per day (with the exception of Telesp due to its large increase
in  lines  in service).  Traffic growth was strongly supported by the  step-up 
in Internet use and fixed-mobile interconnection.

The  number of mobile phone clients controlled by Telefonica Internacional  rose
48.2%  versus third-quarter 1999 to 8.1 million. Over the first nine  months  of
the  year,  the customer base increased by 1,667,564 new customers, with  Unifon
(Argentina) and TeleSudeste as the strongest contributors.

As in previous quarters, the development of the prepaid service accounted for  a
significant  portion  of  the customer growth. The lower subscriber  acquisition
costs attached to this product, alongside tighter control of payment  arrears,
has also boosted the margins of all Group operators.

Particularly noteworthy was the 86.2% year-on-year increase in the customer base
of   Unifon   (Argentina),  which  obtained  33%  of  market   growth
in   the January-September period. Unifon now ranks second by size in its market
(fourth last year). On the commercial side, third-quarter highlights included
the launch of  the  Unifon  Ahorro package. This product, combining contract 
and  prepaid formats,  has  helped revitalize contract sign-ups since it reached
 the  market last July.

Our  Brazilian operators, enlarged their customer base by 864,426 in  the  first
nine  months  of  the year. This slower advance reflects the profitable  growth
model  (lower  acquisition  costs)  adopted  by  the  company  once  its  market
leadership was safely assured. The result was that the combined customer base of
the  Brazilian  companies  (TeleSudeste, CRT  Celular  and  TeleLeste)  numbered
4,218,977  as  of September 30, after year-on-year growth of 48%. These  figures
maintain  our leadership position in all the concession areas operated,  with  a
market share upwards of 60%.

On  the  commercial side, WAP services are now fully operational in Brazil  (Rio
and  Bahia),  Guatemala,  El  Salvador and Puerto Rico,  through  our  wireless
Internet  service  provider  e-mocion. In Brazil,  the  short  message services
launched  in  the  second  half  of the year totaled  9.0  million  messages  by
September  30.  In WAP services a total of 20 agreements have been signed  with
content  providers. TeleSudeste, in particular, has concluded roaming agreements
for   WAP   in   the  main  zones  bordering  an  its  concession  area:   Santa
Catafina/Parana, Sao Paulo, and the states of Bahia and Sergipe.

Latin  American  investments contributed EURO 203.0 million  to  TISA ((1))
results,  an increase  of 143.3% over the first nine months of 1999. This
advance  was  again driven by the higher contribution from the Brazilian
operators.

- Brazilian   operators  contributed  a  combined  EURO 118.3  million  to 
Telefonica Internacional  results compared to EURO 4.9 million in the same 
period  last  year. Main factors behind this performance were the operating
growth and the country's monetary stability.

  -   Telesp  net  income  moved up 178% year on year to EURO 467.5  million,   
     with strong  revenues  provided by the almost 28% increase in lines in     
    service.  The company's  strategy  focus  on  growth and  productivity      
   is  reflected  in  its outstanding efficiency ratio of 680 lines per         
  employee.

-     Brazilian  mobile  phone  operators recorded slower  growth  in  customer
      numbers  due  to  the profitable growth model deployed, but secured  a    
     sizeable advance in EBITDA margins of an average 36%.

-   Telefonica de Argentina's net income, in local currency, dropped by 14% in 
the first  nine months of its fiscal year (running from October 99-September 
2000).  This  was  due  to  higher  operating  costs  stemming  from  the 
beginning  of competition in basic telephony, heavier commercial spend entailed
by  a  rapidly expanding  mobile  phone customer base, and rising financial
costs  due  to  the additional  debt  taken on to fund the 1999 acquisition of
PCS  licenses.  After network roll-out on a major scale and the start of
business in the north of  the country,  Unifon is operating in 18 cites within
this region where  it  already has 55,000 clients.

- Telefonica del Peru reported 33.8% higher net income in euros, thanks to 
EBITDA growth  of 6%. This was accompanied by a solid advance in non-operating
figures, specifically  a positive monetary correction against the negative
correction  of the  same period last year. Operating revenues increased 21.8% in
euros,  mainly because  of higher local telephony revenues, delivered by a 14%
jump  in  local traffic  per  line,  and the larger revenues raised from public 
phones,  mobile services,  cable TV and corporate communications, offsetting
lower  revenues  in local  currency from long-distance calls. Year end-1999
start-up of  competition in this last segment, and a sharp reduction in
accounting rates bore down on revenues from international incoming traffic.

((1))The additional stakes acquired in TASA (44.27% not counting the CEI
operation), Telesp (62.65%), TeleSudeste (68.41%) and Telefonica del Peru
(53.12%) as part of the Veronica, operation are owned by Telefonica S.A., and
therefore not reflected in TISA numbers.

- Telefonica  CTC Chile reported consolidated net losses of EURO 64.9  million 
in the first nine months of 2000, 106% more than in the year-ago  period.  The
main  driver  of this results was a decline in EBITIDA, owing mainly  to  the
negative impact of the new tariff decree in place since May  1999  on  local
telephony  revenues,  compounded by the switch  from  billing  by  minute to
billing  by second as of February this year, which has particularly  affected
mobile  and  long-distance businesses. The revenues shortfall  could  not  be
wholly  made up by the cost containment drive begun in the second  half last
year.  However,  the early retirement scheme introduced, and  the  policy  of
staff   cuts   and  workforce  restructuring,  have  lifted  the   company's
productivity ratio to 574 lines per employee.

TELEFONICA DATA GROUP

Telefonica  Data  has  pressed  on  with its hallmark  geographical  expansion.
Telefonica  Data  Uruguay had its official launch in the third-quarter  period,
with the mission of becoming first-choice operator for corporate clients in  the
Uruguayan  market,  while  Telefonica Data Colombia unveiled  its  new
IP-based communications network.

Telefonica  Data has also kept up its pursuit of alliance partners,  in  varying
fields,  to secure the best technology for business development. Recent actions
include  the  implementation  of its agreement with  leading  Internet  security
specialist  Verisign, to add the US firm's digital verification and  public  key
infrastructure  (PKI)  onto the full range of Telefonica  Data  solutions.  Also
noteworthy  is  the  agreement  signed With Hispasat  to  incorporate  satellite
technology  into Telefonica Data's international network, This agreement  will
permit  a more rapid scale-up of Internet access capacity and broaden Telefonica
Data  service offering in Latin American countries. Finally, Cisco Systems  will
allow  the  use of its latest technological advances by the Telefonica  Data  IP
network.

From  an  operational  standpoint, the total number  of  Group  connections  now
stands  at 359,857, including 62,203 dedicated IP accesses and 176,036 switched
IP  accesses,  which  represents  an annual growth  rate  of  295%  and  386%,
respectively,  following  the migration from traditional  to  IP  technologies. 
Infonegocio,  meantime,  has  kept up the strong  growth  registered  since  the
year's   outset.  It  had  over  237,000  users  at  the third-quarter   close,
representing a 78% increase over June 30, 2000.

From  the financial point of View, Telefonica Data results are affected  by  the
consolidation  of Telefonica Sistemas as of July 1, 2000. However,  the  Company
is incorporated to the Group accounts as of January 1, for years 1999 and  2000
to provide a better understanding of the Group's performance.

On  that basis, Telefonica Data revenues amounted to EURO 643.8 million, 14.2%
more than  in  the  year-ago  period.  Excluding  Telefonica  Sistemas 
contribution revenues  would  have  grown at a 28.6% rate. EBITDA, however,  was
 42%  lower versus  September 1999, at EURO 56.6 million, which implies an 8.8%
EBITIDA  margin (11.2%  excluding  Telefonica Sistemas). This performance is 
mainly  explained for:

1. The  integration  of  the Italian and Austrian operations,  as  well  as  the
consolidation  of ACEA-Telefonica by the global integration method  (carried by 
the  equity  method at the end of the first half period), having  a  EURO 21.4
million negative impact in EBITDA.

2. Lower-than-expected revenues, due primarily to the delay in starting up the
   Group's international network.

Telefonica  Data Espana, which accounts 77.5% of Group revenues has reached  an
EBITDA  of  EURO 94.4  million, 1.5% higher than the same period of  1999.  On 
the revenue side, it is worth to mention that revenues coming from 'frame relay'
have grown at an annual rate  of 39%  and revenues from IP services at 77% rate.
However, revenues at Infonegocio were  lower  than  expected due to gains in
market share are initially  priority over  revenues.  At  the same time, higher
circuit leased  costs,  amounting  to 46.4% of Telefonica Data Espana's
revenues, and higher marketing costs (119%  up on  the  same period last year)
due to the launch of mass-market services geared to  corporate  clients, 
support to the direct sales  network  for  new  service
launches,  intensive promotional advertising campaigns and specific  promotional
actions behind the ADSL service.

Group net income was 89.7% down versus the year-ago period at EURO 2.8 million,
for the reasons set out above.

TELEFONICA MEDIA GROUP

The  analysis of Telefonica Media results must take into account the changes  in
the  Group's consolidation perimeter in the past twelve months, particularly the
entry  of Telefonica Internacional's media sector assets (ATCO, AC Inversora and
Torneos y Competencias) as of fourth-quarter 1999. Also, Telefonica Media 
raised its  ownership  stake  in  ATCO from 26.8% to 73.2%  in  the  second  and
 third quarters  of  the present year gaining control in May, as of which  the 
company has  been  consolidated by the global integration method (the equity
method  was used in the first quarter).

The  incorporation  of these firms, and the recent takeover  of  free-to-air  TV
channels  Telefe,  Televisoras del Interior and Azul, lodged respectively  with
ATCO  and AC Inversora, have increased the losses of the Telefonica Media Group.
In   the   medium  term,  however,  they  provide  ample  scope  for  management
improvements  once  they  are fully integrated within  the  Group,  as  occurred
before with Antena 3.

The  other  important  event  was the integration of Endemol  Entertainment, 
N.V. within  the Telefonica Group. Europe's top independent program format 
producer joined  the  group after a tender offer which concluded at the end  of
July  of this  year,  with take-up of more than 99%, leading to its immediate 
de-listing from  the  Amsterdam  Stock  Exchange, Consolidated  accounts 
include  Endemol numbers  for August and September 2000, since it is
consolidated by  the  global integration method from August 1, 2000.

Other  prominent  change  involves the entry  of  the  Group's  shareholding  in
Pearson,  carried  by  the  equity method. This  holding  was  not  included in
Telefonica Media figures for third-quarter 1999.

These  Telefonica Media investments work through as a nine-month loss of EURO
91.7 million,  25.2%  lower than the company's cumulative losses to  September
1999. However,  third-quarter red numbers of EURO 30.5 million were 28.2% less 
than  those of  the  year-ago  period, representing a clear improvement  in  the
 first-half trend.  The 40% higher earnings posted by Antena 3, plus results of
the  Pearson shareholding  and Endemol, served to partly offset the negative
numbers  of  new entrants  Onda  Cero, ATCO and AC Inversora, and the continuing
 losses  at  Via Digital, which increased 46.9% to EURO 98.0 million. Goodwill
amortization was  also significantly  higher, due to the goodwill generated by
the years additions  and acquisitions.  Charges  under this item rose from EURO
l8.7  million  in  1999  to EURO 60.5  million  in 2000. The Group reported net
losses of EURO 102.7  million,  in line  with  the investment portfolio trend:
23.9% lower than in the same  period last  year,  but showing some improvement
compared to the first-half decline  of 118.9%.

Antena 3

Antena  3  is Spain's second ranked TV channel by audience share, 21.6%  in  the
month  of  September, and market leader in Catalonia and the Canary Islands.  It
is  the  most  popular channel among child and female viewers, and has  retained
its lead among the population segment most
targeted  by  advertisers, namely individuals aged 4 to 54 in  the  medium-  and
high-income  brackets,  in population areas with more than  10,000  inhabitants.
 Its share in this segment is 23.4%.

Operating  revenues  rose  16.1 % versus last year to EURO 410  million.  EBITDA
moved  up  17.8% to EURO 115.4 million, while net income reached EURO 72.1 
million,  an increase of 21.5% over the same period in 1999. Net income
increased despite an effective corporate tax rate 5% higher.
Telefonica Media held 47.4% of Antena 3TV at the third-quarter close.

Via Digital

The  company's results again reflect intense efforts in customer recruitment and
maintenance.  This  strategy,  anchored on heavy advertising  and  promotional
spending,  resulted in an increase of 110,000 new customers  to  the  close  of
June  2000, 72% higher than the year-ago figure. Some momentum was lost  in  the
third  quarter  due  to  a combination of seasonal factors,  the  entry  of  new
competitors  and  a  big promotional drive by existing operators.  Specifically,
subscriber numbers rose by 22,000 to 572,185 at the end of September.

Net revenues of EURO 130 million were up 47.3% versus the same period last year.

Endemol

Endemol  has  been part of the Telefonica Group since August 1, 2000.  Its  core
activity  is the creative development and production of television programs  and
Internet  content. The company has a well-stocked library of content and  stands
out  for  its  innovative new format development. The inclusion of  the  Endemol
Group  of  companies will create new synergies with Telefonica  Media  companies
and provide them with top-quality content.

Endemol  obtained  over  EURO 95.4  million  sales  in  its  first  two  months
of consolidation  (August and September), despite the traditional downturn  of 
the summer  months, and an EBITDA figure of EURO 12.8 million. This was due in 
part  to the  success of 'Big Brother', which has just ended its run in the UK
and USA.  In September,  the program launched its second series in the
Netherlands,  Belgium, Germany,  Sweden, Switzerland, Italy and Portugal. As
Endemol's  annual  close was  on  July 31, 2000, its 2000 fiscal year will run,
exceptionally,  for  only five months, to align its accounting close with that
of the Telefonica Group.

The  company has sold its 25.1% stake in German film and TV producer HELKON, its
25% of Spanish Internet portal Telepolis and its distribution division.

It  has  acquired the remaining 50% of GMG Endemol for GBP 26.5  million.  After
this  transaction,  Endemol will hold 100% of the company,  which  will  now  go
under the name of Endemol Entertainment U.K.

TERRA NETWORKS GROUP

The  main  topic  of the third quarter was again Terra's acquisition  of  Lycos,
announced on May 16 and finally concluded on October 27 of this year, with  more
than  99%  of  Lycos shareholders present at the Extraordinary  General  Meeting
voting  in  favor  and  approving  the  transaction.  The  completion  of   the
transaction creates one of the top Internet companies worldwide.

In  the  run-up to the acquisition, the big event was the Terra Networks capital
increase  of  last September, whose main objective was to provide  liquidity  to
the  company  arising  from the merger (acquisition). The issue  was  subscribed
almost  entirely  by  Telefonica, which thereby raised its  stake  in  Terra  to
almost 70.7%.

The  next step, in October of this year, was to fix the share exchange rate  for
Terra  Networks' acquisition of Lycos. The equation settled on  was  2.15  Terra
shares for every one Lycos share.

Terra-Lycos is currently the number-three Internet company worldwide with a
global reach of 40 countries and four continents.

The  backing  of Telefonica, the biggest telecommunications service provider  in
the  Spanish-  and  Portuguese-speaking world, and of Bertelsmann,  the  world's
third-largest Media Group, put TerraLycos in a unique position as  a  challenger
for  top  ranking Internet company. Other advantages at its disposal are  Terra
Mobile,  resulting  from a joint venture with Telefonica  Moviles  and  a  cash
position of more than EURO 3.0 billion.

Meanwhile,  Terra  Networks,  S.A.  kept  up  the  sustained  growth   in   main
operational   and   financial  data  which  has  characterized   its   year-long
performance.

On  the  operational side, subscriber numbers and page views advanced more  than
300% in year-on-year terms.

Terra  was thus able to end September with over 3.5 million subscribers,  having
recruited  as many as 875,000 new clients in the third quarter alone n  all-time
record  for the company. It aiso achieved noteworthy growth in paying users,  up
175,000  since  June this year to an end-of-period total of 1.1 million-double
the number the year-ago period.

The  1,232  million page views of last September reflects the success scored  by
Terra  portals  among the Spanish- and Portuguese-speaking public.  That  figure
represented  a 19% growth rate with respect to June 2000, and a 324.8%  compared
to the same period of 1999.

Finally,  Terra  visits topped the 100 million mark in September,  significantly
higher  than  the  85.9 million of June 2000 and 393% higher than the  year-ago
figure.

Other  quarterly  highlights include Terra's July launch of a roaming  flat-rate
service.  Users can connect to the Internet through RTC and ISDN from any  point
in Spain at a price of EURO 16.5 per month.

The   total  revenues  of  the  Terra  Group  rose  186%  versus  September   99
(pro-forma).   The   Group  thus  maintains  its  strong  revenue   progression,
culminating in the biggest quarterly advance in straight number terms since  its
foundation.  Specifically,  the  EURO 60 million  revenues  reported  in  the 
third quarter were 28% higher than the June figure.

Portal  business was again strong with a 685% increase in advertising  revenues
and 943% higher e-commerce revenues with respect to the third quarter of 1999.

Third  quarter EBITDA totaled EURO 105.7 million, improving 26 differential 
points as  a  percentage of revenues over second quarter 2000. This better 
performance is  the  result  of  the  improvement in the control  of  the  cost
related  to technical assistance.

TPI - PAGINAS AMARILLAS (YELLOW PAGES)

With  the aim of faithfully reflecting the impact of the inclusion of TPI Brazil
and  the other subsidiaries, as from the third quarter of 2000. TPI will present
consolidated  Group financial Statements. Moreover, the sale of the subsidiaries
Venturini  Espana,  S.A.(Venturini), Estrategias Telefonicas,  S.A.  (Estratel) 
and DoubleClick  Iberoamerica  S.L. (DCI) in the  first  half of  1999  mean 
that consolidated   information  and  comparisons  with  previous   years   are 
 not representative  since  the previously consolidated group no  longer 
exists.  To enable  a  proper comparison of the company's performance, we
present  pro-forma consolidated balance sheets and profit and loss accounts for
1999,  and  compare it with the consolidated accounts for 2000.

The  criteria  followed by TPI, which is used generally in  the  sector,  is  to
recognize  revenues  and  expenses at the time of  publication  of  the  various
products.  This,  together  with changes in the calendar  for  the  directories'
publication  and a greater concentration of directories in the  second  half  of
the  year,  makes comparisons between the same periods of two consecutive  years
very  difficult and means quarterly figures cannot be extrapolated to the  whole
of the year.

In  the  first nine months of the year, TPI Group consolidated revenues  reached
EURO 263.6 million, representing an increase of 35.7% over the same period in 
the previous  year.  This  rise in revenues was driven by  the  inclusion  of 
EURO 11.4 million  from TPI Brazil, an increase of 30.7% in TPI Espana revenues
to  EURO 252 million  thanks  to  the  27.6%  growth of paper  product  revenues
 (to  EURO 241.8 million) and a 199% increase in multimedia revenues (to EURO
7.1 million).

Operating  expenses were up slightly more than revenues, basically  due  to  the
start-up  of  business  in Brazil. This is the reason for  the  decline  in the
EBITDA margin from 31.3% to 30.1 %.

Lastly,  we should note that the inclusion of businesses in the early stages  of
their  development  will affect the Group's consolidated EBITDA  margin  causing
some  temporary  dilution  until these businesses reach  the  expected  critical
mass.

Analysing the source of revenues by product line we find:

*   Yellow  Pages  revenues were up 37.8% to EURO 171 million.  43  directories
were published  in the first nine months of the year, one more than  in  the 
same period of 1999. Book to book revenues were 9.1% higher.

*   White  Pages  revenues  were 8.3% higher than in the  same  period  of 
1999, although  comparisons  with the previous year are not valid  since  they 
are affected  by  changes  in the publication timetable (39 directories 
compared with  30 in the same period of 1999(1), management of the whole of the
White Pages  portfolio  by  TPI  (in  1999  it  was  only  managed  partially) 
and commercial  efforts by TPI's sales team, which succeeded in raising 
revenues from  White Pages directories as of 30 September from EURO l6.4 million
 to  EURO 31 million,  an increase of 88.7% on the same period in the previous
year. This major  commercial effort failed to offset the negative response from 
clients previously  managed  by  Telefonica, giving a value  per book  for  the 
39 directories published, 13.9% lower than the previous year.

   Revenues  from the publication and distribution of White Pages (GBR)  were 
up 25.1%  due  to  the  impact of more books published compared  with  the  same
period of 1999.

*   In  multimedia,  online products performed very well, their  revenues 
rising 3.6  times to EURO 5 million compared with the same period of 1999.
Online Yellow Pages  made  up  most  of  these  revenues at EURO 4.1  million, 
while  sales  of advertising banners was up 46% versus June to a total of EURO
0.5 million.

   In  terms  of operations, there were 36% more visits to the website  and  17%
more  page views than the second quarter. For the first time, monthly  visits
totaled more than one million in September.

   Clients reached 38,500 as of September 2000, 172% more than a year earlier.

*   Talking  Yellow Pages advertising revenues ware EURO 1.7 million to 30 
September 2000,  an  increase  of  141.6%  on the same period  of  the  previous
 year.   Revenues  for  induced  telephone traffic totaled EURO 0.4 million, 
giving  total revenues of EURO 2.1 million, an increase of 118.3% more than in
the same  period of 1999.

(1)  7 of the directories published on 30 September 2000 are splits of
directories published in 1999.
  

From  an  operating standpoint, in the third quarter of 2000 a total of  355,726
calls  were made, an increase of 33.7% compared to September 1999. The trend  in
calls  evidenced a decrease in summer seasonality with a smaller decline in  the
number  of  calls with respect to the second quarter (just -2.6% with respect 
to 2Q00 compared with -7.9% 3Q99 vs 2Q99).

On  the  international  side,  TPI is in negotiations  with  Telefonica  for 
the purchase  of 51% of Chilean directories company, Publiguias. It was 
previously announced it would acquire a 26% interest and the reason for the
acquisition  of a larger shareholding is TPI's desire to have complete control
of the directories business in Chile. The main aims of TPI's international
expansion are:

*   To consolidate TPI's presence on the Brazilian directories market To do
this, in May, the company rolled out a sales force of 185 in Sao Paulo (city)
with the aim of competing directly in the phone directories market in Sao Paulo
(city), a market  which  accounts for 37% of the total Brazil directory market,
with  the publication of 5 Yellow Pages directories next year.

In Sao Paulo (city) TPI launched its first multi-product offering under the name
'Guia  Mais', which includes the various advertising platforms of Yellow  Pages,
Talking Pages and Yellow Pages Online. This year, revenues will come exclusively
from the contract that the company has with Listel for editing, publishing,  and
distributing  Yellow  Pages, White Pages and street maps in  the  state  of  Sao
Paulo,  and the production and distribution of Telesp White Pages in  Sao  Paulo
(city).  Once the books are published in Sao Paulo (city) in 2001,  the  company
will  start  to  feel  the  benefits of its commercial efforts  in  the  biggest
directory market in Brazil.

*   To  integrate  the  assets of Yellow Pages in Chile  (Publiguias), 
Argentina (Telinver)  and  Peru  (Guitel) into the group. Publiguias  will  be 
integrated first,  followed by Guitel probably before the end of the year, and
Telinver  in the first quarter of 2001.

The  internationalization of the TPI Group will provide  for  rapid  growth  and
diversification of revenues. Year 2001 will mark the company's entry  into  some
high  growth  markets,  with 40% of all revenues expected  to  come  from  Latin
America.

ATENTO

Atento operates in the global CRM industry (Customer Relationship Management), a
fast-growing  business with considerable strategic strengths.  Atento  currently
commands  a leading position in this segment and is among the top five companies
in the world by sales and the only one with a global focus.

There have been two clear stages in Atento's strategy:

The  initial  growth  phase,  which  was characterized  by  focusing  management
resources  on  the  development of the call center business  in  Latin  America,
investment  in  entry  into  new markets and the  growing  of  revenues  through
traditional client attention services (this will continue in developing only for
relatively mature countries).

The  consolidation phase, where the strategic objectives are aimed at increasing
profitability  by diversifying revenues (reducing dependence on  the Telefonica
group),  shifting  services  towards  more  value-added  areas  and  controlling
operating,  general and administrative expenses. In this phase, Atento  aims  to
reach  financial  self-sufficiency  in order to  grow  its  business 
organically between 2001 and 2002.

In  the  third  quarter, Atento completed the roll-out of  operations  initially
developed  in Argentina, Italy and Venezuela, with the opening of  a  center  in
every  country.  The only centers which remain to be opened  are  in Japan  and
Mexico, set for January 2001.

It  is  worth  noting that today Brazil currently accounts for 51%  of  Atento's
revenues,  followed  by Spain with 36%, Chile with 6% and Peru  with  4%.  Other
operations are at the start-up phase, accounting for 3% of total revenues.

Entry  into  other potential markets, most notably the US, France,  Germany  and
the  Czech Republic, is still under study (at an advanced stage in the  case  of
the  US). In addition, Atento continues its strategy of supporting the expansion
of the Telefonica group's various business lines.

In  the  third quarter, the Atento group's revenues totaled EURO 166.5  million,
 of which  67% came from companies in the Telefonica group. For the first nine
months of  the  year,  revenues totaled EURO 361.5 million, representing growth 
of 201.3% over the same period of the previous year.

EBITDA  in  the  third  quarter totaled EURO 26.9 million,  compared  with  EURO
15.1 million  in the same period of 1999, representing growth of 77.8%, and  a 
sales margin of 7.4%.

FOR FURTHER INFORMATION CONTACT:
Investor Relations Department.
Gran Via 28, planta 3a. 28013 Madrid.
Tel: 91 - 584 47 00 /584 47 02 /584 03 06.
Fax: 91 - 531 99 75.
E-mail: [e-mail]
E-mail: [e-mail]
E-mail: [e-mail]
www.telefonica.es


CONSOLIDATED INCOME STATEMENT FULL CONSOLIDATION
Unaudited figures

                                                              Euros in millions

                            January-September   %      July-September    %
                            2000     1999     Change   2000     1999   Change

Operating revenues (1)    20.754,6   16.499,3  25,8  7.476,6  5,768,3   29,6
Internal expend
 capitalized in fixed
 assets (2)(3)               657,7      620,8   6,0    217,0    172,9   25,5
Operating expenses       (12.177,5)  (8.592,1) 41,7 (4.467,4)(3.141,8)  42,2
 Supplies (3)             (4.229,9)  (2.659,0) 59,1 (1.589,1)(1.223,1)  29,9
 Personnel expenses       (3.737,4)  (3.182,5) 17,4 (1.352,3)(1.100,6)  22,9
 Subcontracts             (3.891,2)  (2.491,6) 56,2 (1.424,8)  (724,5)  96,7
 Taxes                      (319,0)    (259,0) 23,2   (101,3)   (93,7)   8,1
 Other Operating income
  (expense) net (1)         (348,0)    (353,2) (1,0)  (162,6)  (150,5)   8,0

EBITDA                     8.886,8    8.174,8   8,7  3.063,7  2.648,8   15,7

Depreciation and
amortization              (5.048,3)  (4.512,0) 11,9 (1.749,1)(1.527,3)  14,5

Operating profit           3.838,5    3.662,8   4,8  1.314,6  1.121,5   17,2
Profit from associated
 companies                   (91,9)    (37,5) 145,0    (38,5)   (36,6)   5,2
Financial income
 (expense) net            (1.300,9)  (1.132,3) 14,9   (528,8)  (376,6)  40,4 
Amortization of goodwill    (290,2)    (131,8) 120,2  (126,6)   (49,9) 153,6
Extraordinary income
(expense) net                414,5      110,0  276,9   108,5    (93,8)  n.s.

Income before taxes        2.570,1    2.471,2    4,0   729,2    564,5   29,2

Income taxes                (657,8)    (562,1)  17,0  (203,7)   (53,7) 279,5

Net Income before
minority interests         1.912,3    1.909,1    0,2   525,4    510,8    2,9

Minority interests          (428,6)    (495,3) (13,5)  (30,8)  (117,3) (73,8)
Net income                 1.483,7    1.413,8    5,0   494,7    393,5   25,7

Outstanding shares
(million) (4)              3.548,5    3.152,8   12,5  4.066,5  3.198,8  27,1
Net income per share          0.42       0,45   (6,8)    0,12     0,12  (1,1)

(1) In March 99 figures, management fees have been reclassified from Other
    Operating Income to Operating Revenues.
(2) Including work in progress.
(3) In March 99 figures, 8,3 million euros from TSM have been reclassified from
    internal expenditure capitalized in fixed assets to Supplies.
(4) Average number of shares in the period.  Includes capital increases held in
    order to acquire shareholdings in Telefonica de Argentina, Telefonica del
    Peru, Telesp, Telesudeste and Endemol, weighted for the number of days 
    listed.  The number of shares reflects the split (9-for-1) of 30/7/99 and   
   1999 figures have been adjusted accordingly.


Full Consolidation

Consolidated Balance Sheet
Unaudited figures

                                                       Euro in millions

                                                 September          %
                                           2000      1999        Change

Subscribed shares not pad-in                3,8        3,5        10,0
Long-term assets                       59.094,8   46.768,1        26,4
 Star up expenses                         317,8      103,7       206,5
 Intangible net assets                  7.222,8    6.632,0         8,9
 Fixed net assets                      39.667,2   34.123,9        16,2
 Investments                           11.887,1    5.908,5       101,2

Goodwill on consolidation               6.455,0    3.672,2        75,8
Deferred expenses                       1.163,6      835,9        39,2

Current assets                         17.282,8    8.791,1        96,6
 Inventories                              866,6      469,9        84,4
 Accounts receivable                    9.674,1    6.545,1        47,8
 Short-term investments                 6.017,5    1.372,2       338,5
 Cash and banks                           351,7       95,7       267,5
 Other                                    372,9      308,2        20,9

Assets = Liabilities                   84.000,0   60.070,8        39,8

Shareholders' equity                   24.468,0   14.273,5        71,4
Minority interests                      5.400,6    9.066,7       (40,4)
Deferred income                         1.145,5      770,9        48,6
Provisions for risks and expenses       6.797,6    7.048,4        (3,6)
Accrued taxes payable                   1.237,7      789,2        56,8
Long-term debt                         23.162,4   16.127,8        43,6
Short-term debt including current 
 maturities                            11.242,3    4.166,9       169,8
Interest payable                          398,7      340,5        17,1
Other creditors                        10.147,3    7.486,9        35,5
Financial Data
Consolidated net debt (1)              28.035,0   18.826,8        48,9
Consolidated debt ratio (2)               46,5%      43,1%       3,4 p.p.
  

(1) Net debt Long-term debt + Short-term debt including current maturities -    
  Shortterm Investments - Cash and banks.

(2) Debt ratio: Net debt /(Shareholders equity + Minority Interests +
    Deferred income + Accrued taxes payable + Net debt)


CONSOLIDATED INCOME STATEMENT
Unaudited figures
                                                          Euros in millions

                                January-September  %    July-September      %
                                2000       1999  Change 2000    1999     Change

Operating revenues            7.601,1   7.456,3   1,9  2.515,2  2.458,9    2,3
 Telefonica de Espana         7.136,3   7.234,6  (1,4) 2.350,8  2.360,0   (0,4)
 Others and eliminations        464,8     221,8 109,6    164,3     98,9   66,2
Internal expend capitalized     186,6     234,2 (20,3)    61,6     76,2  (19,8)
  in fixed assets (1)
Operating expenses           (4.395,2) (3.785,5) 16,1 (1.521,1)(1.339,8)  13,5
Other operating income           21,0      10,4 101,4      4,4     (0,2)  c.s.
 (expense) net
EBITDA                        3.413,5   3.915,4 (12,8) 1.059,6  1.195,1  (11,3)

Depreciation and             (2.176,8) (2.397,8) (9,2)  (716,8)  (762,8)  (6,0)
amortization

Operating profit              1.236,7   1.517,6 (18,5)   342,9    432,2  (20,7)

Profit from                       0,1      (0,3)  c.s.    (0,2)    (0,3) (37,2)
associated companies
Financial income               (378,6)   (468,9)(19,3)  (114,3)  (155,8) (26,6)
 (expense) net
Amortization of goodwill         (0,2)     (0,0) n.s.     (0,1)    (0,0)  n.s.
Extraordinary income             39,6    (346,8) c.s.    (79,1)   (45,4)  74,4
 (expense) net

Income before taxes             897,6     701,6  27,9    149,2    230,7  (35,3)

Income taxes                   (243,0)   (163,5) 48,6    (36,2)   (54,3) (33,4)

Net income before               654,6     538,1  21,7    113,0    176,4  (35,9)
 minority interests
Minority interests                0,2       0,2   0,0      0,0      0,0    0,0
Net income                      654,8     538,2  21,6    113,1    176,5  (35,9)

(1) Including works in process
Note: Cabitel has been included on the accounts of Telefonica de Espana, for
both 1999 and 2000.
Note: Grupo Telefonica Sistemas is now consolidated with Telefonica Data, both
for 1999 and 2000. 


TELEFONICA DE ESPANA (INDIVIDUAL) OPERATING REVENUES
Unaudited figures
                                                          Euros in millions

                                January-September %     July-September    %
                                2000      1999   Change 2000     1999   Change

Revenue derived from usage     4.339,6  4.595,3  (5,6)  1.407,5  1.480,6  (4,9)

 Local                         1.290,6  1.280,4   0,8     387,5    401,5  (3,5)
 Provincial                      418,3    461,6  (9,4)    129,3    143,0  (9,6)
 Domestic long distance          754,8    974,1 (22,5)    232,3    292,8 (20,7)
 International long distance     413,4    352,3  17,3     149,1    134,4  11,0
   (outgoing)(1)
 Fixed to mobile               1.157,0  1.010,6  14,5     418,3    359,7  16,3
 Interconnection international   178,5    184,4  (3,2)     67,2     57,0  17,8
   (incoming)
 Interconnection National        302,7    250,7  20,7     111,4     55,5 100,9
   Operators (1)
 Others                         (175,8)    81,0   c.s.    (87,6)    36,8  c.s.

Monthly fee                    2.297,5  2.192,1   4,8     781,5    730,6   7,0
Connection fee                   216,1    180,6  19,7      71,6     59,4  20,5
Customer equipments              110,8     80,1  38,3      41,4     28,3  46,5
Others (2)                       172,3    186,4  (7,6)     48,8     61,1 (20,0)
Total operating revenues       7.136,3  7.234,6  (1,4)  2.350,8  2.360,0  (0,4)

(1) Net of foreign participation
(2) Including special services, IRIS services and others.
Note: Differences with respect to information provided for the same quarter last
year are due to adjustments made in all areas from where the use of personal
cards and RPV (Red Privada Virtual) was withdrawn and other alternatives used.


Datos Operativos
Unaudited figures
                                                  September             %
                                                  2000         1999     Change

Lines installed (thousands) (1)                  17.099,8   16.951,8     0.9
Lines in service /100 inhabitants (2)               50,3%      47,5%    2,8p.p.

Incoming Internat. Traffic (mill. minutes) (3)      1.711      1.559    9,7
Outgoing Internat. Traffic (mill. minutes) (3)      1.953      1.433   36,3

Usage growth (minute/line/day) (3)                  22,2%       9,9%  12,3 p.p.
 Fixed networks outgoing traffic                    15,1%       5,3%   9,8 p.p.
 Interconnection traffic with                        4,8%      12,5% (7,7 p.p.)
    International Operators
 Interconnection traffic with                       89,1%      77,8%  11,3 p.p.
    Domestic Operators

Employees                                         44.919     51.366    (12,6)
Lines / Employees (2)                              446,4      368,9     21,0

) Marketable basic telephone lines
(2) Basic telephony fines (including public telephones, Ibercom, ISDN and
    Connections lines with PABX)
(3) Estimated figures. Special service and mobile operators included


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