Acquisition

Telefonica SA
6 August 2001

                Terra Lycos, Telefonica's Internet affiliate,
                              concludes buy into
                                Uno-e capital
                           
      *  World's leading Internet network acquires 49% of online bank
          *  Uno-e Board of Directors to include four BBVA and three 
                         Terra Lycos representatives

Madrid, 2 August 2001.-   Having received the Bank of Spain authorisations
necessary, BBVA and Terra Lycos (Telefonica's Internet affiliate) today
announced the conclusion of the latter's buy into the capital of online bank
Uno-e.

Terra Lycos' buy into Uno-e will broaden the bank's scope, by adding the
expertise Terra Lycos has built up in all areas of the internet business to the
financial know-how BBVA is already contributing.

Terra Lycos has acquired 49% of Uno-e share capital, with the original developer
of the project, BBVA, maintaining the 51% controlling interest.

Following this change in the shareholder base, the Uno-e board will have seven
members, four representatives of BBVA and three from Terra Lycos.

Uno-e (www.uno-e.com) operates as a Financial Supermarket(C), that is, the
products and services it markets to its clients are generally developed by other
banks and financial institutions. This strategy has already won Uno-e, which was
launched in March 2000, more than 100,000 clients and EUR 542 million (more than
Ptas, 90 billion) in assets under management (as of 30.06.01).