Directorate Change

Telefonica SA
25 July 2007



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



Whereas at the meeting of the Board of Directors of the Company held on the date
hereof, Gregorio Villalabeitia Galarraga resigned as Director, which entailed
his ceasing to hold office as Vice-Chairman of the Board, and as a member of the
Executive Committee and of the Audit and Control, Regulation and International
Affairs Committees.



The Board of Directors thanked Gregorio Villalabeitia most especially for his
enormous dedication and extremely hard work as a member of the Board for nearly
six years.



The Board of Directors also unanimously resolved, preceded by the relevant
favourable report from the Nominating, Remuneration and Corporate Governance
Committee, the interim appointment of the new Board member Jose Maria Abril
Perez, as proprietary Director. He has also been appointed as a member of the
Executive Committee of the Board of Directors.



Lastly, the Board also approved, unanimously and preceded by the relevant
favourable report of the Nominating, Remuneration and Corporate Governance
Committee, the appointment of Vitalino Nafria Aznar as Vice-Chairman of the
Board of Directors.





Madrid, July 25th, 2007.








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