Offer Endemol Ord Shares

Telefonica SA
30 June 2000

                                TELEFONICA

TELEFONICA, S.A., in accordance with that stated in article 82 of the Spanish
Stock Market Law and that set forth in the Circular Letter 14/1998 of the
Spanish Securities Commission of December 28th, 1998, hereby announces the
following:

                            SIGNIFICANT EVENT

Today, Friday June 30, 2000, Telefonica, S.A. is to launch a Public Acquisition
Offering (the 'Offer') of the shares of the Dutch company Endemol Entertainment
Holding, N.V. ('Endemol').

The Offer is a consequence of the agreements reached with this same company and
its core shareholders on March 17th, 2000, which was duly announced as a
Significant Event by way of a letter on this same date.

The highlights of the Offer are as follows:

* The Offer covers one hundred percent of Endemol's ordinary shares outstanding 
 (34,688,690 ordinary shares) to be exchanged for newly issued Telefonica,      
S.A. shares.

* The exchange ratio has been set at 6.2033 Telefonica, S.A. shares for every   
 ordinary Endemol share.

* The Offer's acceptance period will begin on Monday July 3rd, 2000 and will    
 close on July 24th, 2000.

* The Offer is, among other things, conditional to the acceptance of at least   
 75 percent of Endemol's ordinary shares outstanding, as well as the obtaining  
of the authorisations deemed necessary by the national or European Union       
authorities.

* The Offer has been unanimously approved by Endemol's 'Supervisory Board' and  
 Executive Committee, which have also recommended that their shareholders       
accept this Offer.
 
* Several Endemol shareholders, representing 50.6% of the ordinary Endemol      
 shares outstanding, have undertaken the commitment to accept this Offer.

* The corresponding capital increase of the Telefonica shares to be exchanged   
 for the ordinary Endemol shares accepted by the Offer, was approved by         
Telefonica's General Shareholders Meeting held on April 7th, 2000.

* The formalisation of the capital increase and listing of the new shares is    
 foreseen to take place in the first weeks of August 2000.

Restrictions

The distribution of the Offer Document and the making of the Telefonica Offer in
jurisdictions other than the Netherlands, may be restricted by law and therefore
persons into whose possession this Offer Document comes, should inform
themselves about and observe any such restrictions. Any failure to comply with
these restrictions may constitute a violation of the securities laws of any
jurisdiction. Neither Telefonica nor ENDEMOL assume any responsibility for any
violation of such restrictions by anyone.

United States of America

The Telefonica Offer is not being made, directly or indirectly, in or into the
United States, or by use of the United States mails, or by any means or
instrumentality of United States interstate or foreign commerce, or any facility
of a United States national securities exchange, and the Telefonica Offer cannot
be accepted by any such use, means or instrumentality to or from within the
United States. Accordingly, copies of the Offer Document and any related
materials are not being mailed or otherwise distributed or sent in or into the
United States and persons receiving such documents (including custodians,
nominees and trustees) must not distribute or send them in, into or from the
United States and doing so will render invalid any related purported acceptance
of the Telefonica Offer.

The Telefonica Shares to be exchanged for ENDEMOL Ordinary Shares pursuant to
the Telefonica Offer have not been, and will not be, registered under the US
Securities Act of 1933, as amended, nor under the laws of any state of the
United States and may not be offered, sold, resold or delivered, directly or
indirectly, in or into the United States except pursuant to an exemption from
the registration requirements of such Act.

United Kingdom

The Telefonica Offer is not being made, directly or indirectly, in or into the
United Kingdom. Accordingly copies of this Offer Document may not be
distributed, directly or indirectly, to any person in the United Kingdom.

A prospectus in respect to the Telefonica Shares to be exchanged for ENDEMOL
Ordinary Shares pursuant to the Telefonica Offer has not been and will not be
prepared pursuant to the UK Public Offer of Securities Regulations 1995.
Accordingly, the Telfonica Shares may not be sold or offered, directly or
indirectly, to any person in the United Kingdom.