record date in-kind dividend

Telefonica SA
08 October 2003




Further to the Significant Event notified on September 24th, 2003, 'Telefonica
S.A.', and in its name and behalf Mr. Antonio J. Alonso Ureba, General Secretary
and Secretary to the Board of Directors of the said company,




                                    NOTIFIES


     That the right to receive shares of 'Antena 3 de Television, S.A.' (Antena
3), according to the resolution adopted at the Annual General Shareholders'
Meeting of Telefonica, held on April 11th, 2003, shall rest with the Telefonica
shareholders who, as provided in article 62 of the Stock Exchange Regulations of
June 30th, 1967 (Reglamento de Bolsas de Comercio), are on record as such on the
day following that on which the Company publishes an official announcement in
the Official Gazette of the Mercantil Register (Boletin Oficial del Registro
Mercantil) stating that the Spanish Securities Markets Commission (Comision
Nacional del Mercado de Valores) has verified the listing for stock market
trading of the Antena 3 shares.


     Should the Spanish Securities Markets Commission verify the full Prospectus
prepared for the admission to trading of Antena 3 shares according to the
timetable envisaged, Telefonica intends to publish the aforesaid official
announcement on October 17th, so entitling Telefonica shareholders of record as
at the close of trading on October 20th to receive Antena 3 shares.




                                                       Madrid, October 8th, 2003




Mr. Antonio Alonso Ureba

General Secretary and Secretary to the Board of Directors


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