Directorate Change

Telefonica SA
25 January 2006


Telefonica S.A., as provided in article 82 of the Spanish Securities Market Act
(Ley del Mercado de Valores) and in accordance with set forth in paragraph 4 of
article 6 of Royal Decree 377/1991, of March 15th, regarding the announcement of
significant participations in quoted companies, hereby reports the following


                               SIGNIFICANT EVENT


The Board of Directors of 'Telefonica, S.A.', at its meeting held today, has
agreed, preceded by the relevant favourable report from the Nominating,
Compensation and Corporate Governance Committee, the appointment by cooption of
the new Board members Mr David Arculus and Mr Peter Erskine, who has also been
appointed as member of the Standing Committee of the Board of Directors.


                                                      Madrid, January 25th, 2006



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