Result of Meeting

Telefonica SA
14 February 2002




                           JOAQUIN DE FUENTES BARDAJI

                             General Vicesecretary

                  and Vicesecretary of the Board of Directors

                                TELEFONICA S.A.


'TELEFONICA, S.A.', in accordance with that stated in article 82 of the Spanish
Stock Market Law, hereby announces the following.


                               SIGNIFICANT EVENT


The Standing Committee of the Board of Directors of 'Telefonica, S.A.', on its
meeting held on February 13th, has resolved to execute the second capital
increase on the Company's share capital, to be charged to freely disposable
reserves, as approved by the Annual General Shareholders' Meeting of June 15th,
2001, through the issuance and listing of new ordinary Company shares, of the
same series and carrying the same rights as those currently outstanding, with a
nominal value of one euro each, and of an amount equal to two per cent of the
Company's share capital.


     This capital increase shall be effected wholly subject to the conditions
established in the resolution corresponding to point VI, paragraphs C) and D),
of the Agenda of the Annual General Shareholders' Meeting of June 15th, 2001,
and the new shares shall be issued in accordance with the provisions of the
Stock Market Law 24/1988 of July 28 and other pertinent regulations.


     For this purpose, once the procedures established by law to satisfy the
prior legal requirements in order to execute the capital increase have been
fulfilled, the corresponding announcement shall be published in the Official
Gazette of the Mercantile Register, thus marking the start of the period of free
allotment of the new shares in the ratio of one new share for every fifty old
shares held. In order to achieve this, Company shareholders will be those
natural or juridical persons who at the close of the day immediately prior to
the date of the beginning of the free allotment period, appear as the holders of
Company shares on the accounting registers of the member entities of the Spanish
Securities Settlement and Clearance Service.


     The period of free allotment shall be fifteen days, during which time the
right to free allotment corresponding to shareholders may be exercised through
any member entity of the Spanish Securities Settlement and Clearance Service,
and may also be issued and traded under the same conditions as the shares from
which they derive.


     Lastly, the new shares shall be entitled to receive the full sum of
dividends resolved to be distributed as from the date of their issue, and their
admission to official listing on the markets where the Company's shares already
trade shall be requested as soon as possible.




Madrid, February 14th , 2002




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