Telefonica SA
28 November 2000
REPORT OF SIGNIFICANT. EVENT
Telefonica, S.A.', pursuant to the terms of section 82 of the Spanish Ley del
Mercado de Valores (Stock Market Act), hereby reports the following
SIGNIFICANT EVENT
Yesterday, 'Telefonica Internacional, S,A,' (TISA), a wholly owned subsidiary
of 'Telefonica, S.A', and other companies controlled by 'Portugal Telecom,
S.A.' (PT), specifically Portugal Telecom Investimentos SGPS, S.A., Inbrug
Investimentos y Servicos, SGPS. Lda. and Ptelecom Brasil, S.A., executed a swap
of corporate holdings whereby:
a) TISA has acquired the shares held directly and indirectly by PT in the
holding company that controls the carrier 'Telecomunicacoes de Sao Paulo,
S.A' (Telesp). The shares thus acquired represent 23 percent of the share
capital of 'SP Telecomunicacoes Holding, S.A.'.
b) PT has acquired the shares held directly and indirectly by TISA in the
holding company that controls the carrier 'Telesp Celular, S.A.'. The shares
thus acquired represent 35.8 percent of the share capital of 'Portelcom
Participacoes, S.A.'.
c) In addition, TISA will pay to PT the amount of US$ 59,882,000 with the
timing covenanted to such effect.
This transaction has been executed pursuant to a swap agreement entered into on
19 July 2000, after having received prior authorisation from the competent
Brazilian authority, ANATEL.
The transaction is framed within the Telefonica strategy of increasing its
equity stake in the telecommunications operators in which it already holds
management control.
Madrid, 28 November 2000.
Jose Maria Mas Millet
DIRECTOR-SECRETARY
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