Change to Board of Directors

Telefonica SA
10 August 2000


Telefonica S.A. and Terra Networks, S.A., in compliance with Article 82 of Law
24/1998, of 28 July of the Securities Market, and with Circular Letter 14/1998,
of 28 December 1998 of the National Commission for the Securities Market, hereby
communicates to the National Commission for the Securities Market the following:

The Board of Directors of Telefonica, S.A. and of Terra Networks, S.A. at their
respective meetings that took place today, have agreed the appointment of Mr.
Joaquim Agut Bonsfills as Member and Executive President of the Board of
Directors of Terra Networks S.A.

                                                    Madrid  August 10th, 2000



              JOAQUIM AGUT, NEW CHIEF EXECUTIVE OFFICER OF TERRA

Madrid, 10 August 2000 --  The Boards of Directors of Terra Networks, S.A. at an
extraordinary meeting today, has agreed unanimously to appoint Joaquim Agut as
Chief Executive Officer of the company, replacing Juan Villalonga.

Joaquim Agut earned a BS degree in Electrical Engineering from the University
Politecnica de Catalunya in Barcelona, Spain and a MBA from IESE at Universidad
de Navarra.  After finishing his MBA, Joaquim Agut joined the Dutch AKZO Group
in Barcelona.  There, he became Business Development Manager and General Manager
of Synthese S.A., an affiliate business in the resins sector.

From that on Joaquim Agut focused his energies on Agut S.A., holding a variety
of positions covering all key functions.  At the time of General Electric's
acquisition of Agut, S.A., Joaquim was the company's General Manager.  He has
also been active in the local and national business community, responsible for
Spain's industrial electronic sector integration in the EEC.  In 1984 he was
awarded the Young Businessman of the Year Award from a leading Spanish Economic
magazine.

Prior to his current position as President and CEO of GE Power Controls, Joaquim
was the Vice President and General Manager of Marketing and Sales.  Joaquim
started in his present position in September 1997.  He also became GE National
Executive for Spain and Portugal and Chairman of the Pan European GE Quality
Council.

In December 1999, Joaquim Agut was named Leader of the European Corporate
Executive Council (CEC) of General Electric, reporting to Mr. Jack Welch,
becoming the first executive of GE in Europe.