Re Alliance

Telefonica SA
15 November 2000


TERRA NETWORKS, SA., Telefonica's, SA. subsidiary, in compliance with Article
82 of Law 24/1988, of July 28, of the Securities Market, and the provisions  of
the Circular Letter 14/1998, of December 28, has informed to the Spanish
Securities Market Commission of the following:

                        SIGNIFICANT EVENT

On November 14, 2000, TERRA NETWORKS, SA. and AMADEUS GLOBAL TRAVEL
DISTRIBUTION, SA., through their respective 100% owned subsidiaries, and the
shareholders of ONETRAVEL.COM.INC., which provides travel management services
through Internet (www.travel.com)., have executed an agreement to jointly
acquire, on a 50/50  basis, a majority shareholding in said company.



  TERRA LYCOS AND AMADEUS TAKE THE MAJORITY STAKE IN ONETRAVEL.COM

  - Terra Lycos, the leading global internet network, expands presence in       
   online travel, the largest e-commerce sector

  - This alliance underscores Terra Lycos's strategy of becoming a leading
    provider on-line travel information and services.  It also strengthens
    Amadeus' global e-commerce strategy and will allow OneTravel.com  to
    significantly increase its market share.

Madrid/East Greenville (Pennsylvania), 14/15 November 2000.- Amadeus,  a  
leading global distribution system (GDS) and  technology  provider  to the 
travel industry, and Terra Lycos, the leading global  internet  network,
today announced that they have acquired the majority stake in OneTravel.com,
a  top ten US online travel Web site.  Financial details were not disclosed,
and the deal remains subject to OneTravel.com shareholder approval.
                                                                               
This venture represents a further step in the strategic partnership that Amadeus
and OneTravel have enjoyed since April 2000,  when Amadeus took a
minority interest in the online travel agency.

In addition, Amadeus and Terra Lycos have recently launched Rumbo, an online
travel agency aimed at Spanish and Portuguese speaking countries of Europe and
South America. It enables users to search for and purchase flights,  hotels, 
car hire and holiday packages in real time.  Rumbo also offers   news,  
in-depth articles and reports as well as comprehensive information about travel
destinations.

OneTravel.com  will  continue  to be headquartered in East Greenville,
Pennsylvania, and led by its current management team Terra Lycos and Amadeus
will each take  two  seats on the seven-member board to provide strategic
direction and oversight.

  ABOUT TERRA LYCOS

Terra Lycos is the new global Internet network with a presence in 40 countries,
with 91 million unique visitors. The company, which is the result of a merger of
Terra Networks, SA, and Lycos, Inc. last October, is one of the most popular
Internet networks in the United States, Europe, Asia and Latin America where it
is now present in 14 countries.

Terra Lycos, which is headquartered in Barcelona with operating, centres in
Waltham, US (Mass), Madrid, Spain, Sao Paolo, Brazil, and Monterey, Mexico, 
amongst other, and is listed on the Madrid stock exchange (TRR) and on NASDAQ
(TRLY).

  ABOUT AMADEUS

Amadeus is a leading global distribution system (GDS) and technology provider
serving the marketing, sales and distribution needs of the world's travel and
tourism industries.

Through the Amadeus system, travel agencies and airline offices are able to make
bookings with some 500 airlines, representing more than 95 per cent of the
world's scheduled airline seats. The system also provides access to over 51,000
hotels, 49 car rental companies serving some 24,000 locations,  as well as
serving newer provider groups, including ferry, rail, insurance and tour
operators.

Amadeus is a significant provider of information technology and a enabler of
e-commerce  for the travel industry. Amadeus also delivers the powerful booking 
engine behind the web pages of more than 3,800 travel agencies,  and over 60 web
sites serving 28 airlines.

Founded  in 1987, and fully operational from 1992, Amadeus is headquartered
in  Madrid, Spain. Its data centre is Erding (near Munich), Germany and its
development offices are located in Sophia Antipolis (near Nice), France.  The
company has over 3,200 employees worldwide.

  ABOUT ONETRAVEL.COM

OneTravel.com, one of the first value-oriented travel web sites, was  recently
named 'Best Bargain Booker' in the U.S. by a prominent Internet magazine.   
OneTravel.com offers customers great travel bargains found nowhere else through
its parent pending White Label fares and other negotiated rates.  Customers can
easily Search for bargains from over 500 airlines, 51,000 hotels, and 48 car
rental companies for both U.S. and global travel.  The web site also features
expert advice found exclusively at OneTravel.com in Rules of the Air, Ask the
Experts and The Smart Traveler's Corner.