Result of Meeting

Telefonica SA
15 April 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 Stock
Market Law, by way of this document would like to announce the following
significant event.

The Annual General Shareholders' Meeting of 'Telefonica,S.A.', at its meeting
held on April 12th, 2002 at second call - with the attendance of the holders of
1,690,808,970 shares, which were either present or represented, constituting
35.4812 per cent of the Company's share capital - approved by a sufficient
majority of votes all the proposals that the Board of Directors had resolved to
submit for consideration and approval by the Meeting, these being the nine
points that made up the Agenda of the aforementioned Meeting.

Besides the proposals that had already been announced on March 20th of this
year, by way of a complete copy of the text, the Annual General Shareholders'
Meeting approved the following proposals that the Board of Directors of the
Company at its meeting, held prior to the aforementioned Shareholders'Meeting,
had resolved to submit for the consideration and approval of this Meeting:

  • To re- elect for a further five-year period the Directors Cesar Alierta
    Izuel and Maximino Carpio Garcia; to ratify the appointing of Gregorio
    Villalabeitia Galarraga and Jose Antonio Fernandez Rivero by co-option for a
    five-year period, as resolved at the Board Meeting held prior to the Annual
    General Shareholders'Meeting; and to appoint as Directors for the Company,
    for a five- year period, in accordance with that set forth by Law and in the
    by- laws, Pablo Isla Alvarez de Tejera, Gonzalo Hinojosa Fernandez de Angulo
    and Enrique Used Aznar.

  • To re- elect the firm 'Arthur Andersen y Cia, S. Com' as the accounts
    Auditor for the verification of the Annual Accounts and the Management
    Reports of 'Telefonica, S.A.'(Individual Accounts) and its Consolidated
    Group of Companies (Consolidated Accounts) corresponding to Fiscal 2002.

    Likewise, the Board meeting held on April 12th, 2002 resolved to name Jose
    Ignacio Goirigolzarri Tellaeche Vice-Chairman of the Board of Directors.


                                                        Madrid, April 15th, 2002



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