Restructure Proposals

Telefonica SA
13 October 2000



               TELEFONICA DEVELOPS ITS ORGANISATIONAL STRUCTURE

The Standing Committee of Telefonica, S.A. at its meeting held on Wednesday 11
approved, at the proposal of its chairman, the new organisational structure,  of
Telefonica, which, at the same time as maintaining a general trend of
continuity,  introduces changes aimed at facilitating the operating of the
different business lines.

The Chairman of Telefonica will directly oversee all the Group companies'
horizontal activities, and through his Chief Operating Officer will supervise
the Group's activities in their entirety. The Human Resources division will be
incorporated at the same level as the General Secretariat and the general
divisions for Corporate Development,  Corporate Finance and Institutional
Relations, and  both a General Manager acting directly as the Chairman's 
Assistant and a Head of Chairman Office will be appointed.

The Chief Operating Officer will be responsible for the business lines and the
General Division for Resources, which witnesses the return of Antonio Palacios
who previously held the position of General Manager of Management Control.  The
Chief Operating Officer will also be directly responsible for the area of
Management Control and the newly created division, Operating Planning.

This organisational structure, will over the next few days, be completed with 
the naming of the General Manager for Institutional Relations who will be
responsible for activities concerning Communication, Sponsorships and
Advertising.