Re Directorate

Telefonica SA
29 March 2001


CHANGES TO THE TELEFONICA BOARD

Madrid, 28 March - Today, the Board of Telefonica approved, on a proposal from
its President Cesar Alierta, the appointment of Carlos Colomer, Alfonso Ferrari
and Antonio Alonso as new members of the Company's chief governing body.

Carlos Colomer and Alfonso Ferrari will occupy, as independent board members,
the positions left vacant by the resignations of Alberto Cortina and Carles
Vilarrubi, who tendered their resignations to the President when he was
appointed.

Antonio Alonso will take up the posts of General Secretary and Secretary to the
Board in replacement of Jose Maria Mas, who at the beginning of the year
expressed his desire to the Company's President to return to his professional
activity.

Jose Maria Mas will continue to collaborate with the Telefonica Group through
one of its main subsidiaries, Telefonica Moviles, where he will occupy the
positions of external Board Member and Secretary to the Board and the Management
Committee.

The President of Telefonica thanked Mr. Cortina, Mr. Vilarrubi and Mr. Mas for
their dedication to the Company and their collaboration with Group management.

Carlos Colomer Casellas is Chief Executive Officer (C.E.O.) of the Colomer Group
and has been associated with the Revlon multinational company for 20 years
attaining the position of Executive Vice President of Revlon Consumer Products
Corporation New York.  Alfonso Ferrari Herrero was General Manager of Banco
Urquijo's industrial arm and President of Beta Capital, and Antonio Alonso Ureba
is a legal expert in Securities Markets and was General Manager of the Spanish
Securities Market Commission's Legal Services.

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