Result of Meetings

Telefonica SA
6 October 2000


    THIS COMMUNICATION 1S NOT INTENDED FOR DISTRIBUTION IN THE UNITED STATES

                        JOSE MARIA PALLETE LOPEZ
                Corporate General Manager of Finance and Control
                              TELEFONICA, S.A.


TELEFONICA, S.A., in accordance with that stated in article 82 of the Spanish
Stock Market Law and that set forth in the Circular Letter 14/1998 of December
28th, hereby informs the Spanish Securities Commission of the following:

SIGNIFICANT EVENT                               

Due to the floating of Telefonica Moviles, on October 2nd and 3rd 2000, meetings
have been held in Madrid with analysts from the banks that form part  of the
syndicate. The most important aspects of the content of these meetings  are
outlined below:

Details on the operation: Telefonica Moviles intends to launch a Public
Tender Offer as soon as possible, and before the close of 2000. As yet neither
the tranche of the offer nor the valuation of the company has taken place;
nevertheless the amount of the placement will adhere to the minimum amount
needed to cover the financing of the commitments recently undertaken. To date,
the Company has not yet decided on the size of the transaction, BBVA,
Invercaixa, CSFB, JP Morgan and Morgan Stanley are the operation's global co
ordinators.

Purpose of funds: Telefonica Moviles has stated that it foresees that the funds
derived from the tender offer will be used to address the German UMTS licence, 
the possible participation in the Italian UMTS, and the enhancing of the 
expansion of its businesses through acquisitions or the purchasing of new
licences.

Composition of Telefonica Moviles Group: the operators that will initially
form part of the Telefonica Moviles Group are Telefonica Moviles Espana Group 3G
(the Consortium that was awarded the UMTS licence in Germany); TeleSudeste
Celular Participacoes, Celular CRT and TeleLeste Celular Participacoes, that
operate in Brazil; Telefonica Moviles El Salvador; Telefonica, Centroamerica de
Guatemala; and Medi Telecom, responsible for the provision of cellular telephony
in Morocco. Likewise, and subsequent to the close of the aforementioned Tender
Offer, it is foreseen that Telefonica S.A. will transfer its cellular telephony
businesses Telefonica de Argentina and Telefonica del Peru to Telefonica Moviles
and therefore the financial statements corresponding to these two companies will
be included in the offer in pro forma format. The terms of this transfer will be
set prior to the launching of the Public Tender Offer. Telefonica Moviles will
also be the beneficiary of the convertible notes issued by the Puerto Rican
operator NewComm Wireless Services and currently held by   Telefonica
Internacional.


At the same time, other horizontal businesses will also  form  part  of  the
Telefonica  Moviles  Group  such as Terra Mobile - a joint  venture  with  Terra
Networks  and  the  company responsible for the development  of  the  Telefonica
Group's  global mobile portal, MovilPago, which will offer a new form of payment
using  mobile  handsets;  and  m-Solutions, a  wholly-owned  Telefonica  Moviles
subsidiary, responsible for the implementing of the necessary mechanisms to take
maximum advantage of the Group's synergies and to offer engineering services and
corporate solutions to the Group's operators and third parties.

Should  new  acquisitions or licences be purchased, the Group's composition  may
vary at the time of its floating.

The economic participation held by Telefonica Moviles in each of these companies
varies  in  each  case,  although all the companies are managed by  Telefonica
Moviles.

At  the  end of June, the aforementioned companies within the Telefonica Moviles
Group  had  a total of 18.2 million customers in Europe, Latin America  and  the
Mediterranean basin and provided services over a geographic area with more  than
271 million inhabitants.

- European expansion: Telefonica Moviles underlined that one of the  basic
strategies that makes up its outlook for the future is that of broadening its
horizons within the European market. With this in mind, the Company intends to
participate or analyse the possibility of its participation  in  the  bidding
processes  for UMTS licences in several European countries, with their  priority
being those that are shortly to be awarded in Italy - foreseen for mid-November
-  and  France  -  foreseen  for mid-June 2001. The strategy  to  be  applied 
by Telefonica  Moviles  includes  the  formation  of  consortia  with  other 
large companies with significant European presence.

- Entrance in the Mexican market: The Company stated that it has signed
a  memorandum  of  understanding with Motorola aimed at the acquisition  of  the
latter's  cellular telephony subsidiaries in Mexico, subject to the satisfactory
outcome  of the due diligence process. Telefonica Moviles will shortly  announce
the details of this operation, once it has been finalised and registered. Within
the  framework of this agreement, the possibility also exists that the interests
that  Motorola  holds  in Brazil, Israel, the Dominican Republic,  Honduras  and
Lithuania could be included, although this is be no means definite.

- Expansion in other geographic areas as part of its  growth  strategy,
Telefonica  Moviles  continuously  analyses  new  investment  opportunities  and
development in different geographic areas, placing particular importance on the
consolidation  and  development of those areas in which it  is  already  present
(Europe  and  Latin  America), and selecting particular  projects  within  the
Mediterranean basin.

- Telefonica  Moviles  de Espana's customers: at the end of September, 
Telefonica Moviles  de  Espana's  customer base stood at around  12.8  million,
reflecting significant growth compared with the same period of 1999.

- Capital  structure:  within  the  framework of the  Telefonica  Moviles 
Group's creation, and in order to create a liability structure in line with the
Group's credit  rating,  a  dividend  settlement has been made  with  its  sole
holder Telefonica, SA. resulting in a payment of Ptas 133,109 million.

'Telefonica,  S.A.'  is,  as  always,  at the  entire  disposal  of  the 
Spanish Securities Commission to provide it with any further information it
should need.

                                                  Madrid, October 5th, 2000

This communication shall not constitute an offer to sell or the solicitation  of
an  offer  to buy, nor shall there be any sale of securities in any jurisdiction
in which  such  offer,  solicitation  or  sale  would  be  unlawful  prior  to
registration or qualification under the securities laws of such jurisdiction