Public Tender Offers

Telefonica SA
3 July 2000

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

June 30th witnessed the conclusion of the exchange period for the public tender
offers announced by Telefonica, S.A. on January 12th of this year for all the
share capital of its subsidiaries, Telefonica de Argentina, Telesp and
TeleSudeste Celular, not already controlled by it.

The percentage of acceptation reached in these offers, still pending the final
adjustments, stands at 91.8% in the case of Telefonica de Argentina, 83.2% in
the case of Telesp and 86.5% in TeleSudeste Celular.

Telefonica S.A.'s final participation in the aforementioned companies is
approximately 96% in Telefonica de Argentina, 87.5% in Telesp and 89.3% in
TeleSudeste Celular.

As a consequence, Telefonica, S.A.'s market value has today risen approximately
euros 14 thousand million.

Telefonica del Peru's public tender offer is due to close on the fifth of July
of this year.

'Telefonica, S.A.' is, as always, at the entire disposal of the Spanish National
Securities Commission to provide any clarifications or additional information
that should be deemed necessary.

Madrid, July 1st, 2000

Diego L Lozano
General Vice Secretary and Vice Secretary of the Board