Directorate, etc.

TELEFONICA SA
22 July 1999

I.  The Board of Directors of the Company, at its meeting held yesterday, was
made formally aware and recorded the resignation of Juan Antonio Sagardoy
Bengoechea from his position as a member of the Board.  This resignation is
entirely due to personal reasons.

II. Likewise, at this same meeting, the Board of 'Telefonica, S.A.' agreed to
appoint Jose Maria Concejo Alvarez, member of the Board's Human Resources
Committee, to the vacant position left by Juan Antonio Sagardoy Bengoechea, and
Jose Maldonado Ramos will take up the vacant position on the Regulatory
Committee from which Miguel Zorita Lees recently resigned.