TDE.L Regulatory News (TDE)

TELEFÓNICA S.A., (TELEFÓNICA) pursuant to article 228 of the Spanish Securities Market Act (Ley del Mercado de Valores), hereby reports the following

SIGNIFICANT EVENT

TELEFÓNICA annexes a Press Release regarding the news published in the media.

In this respect, and in connection with the company Telxius, TELEFÓNICA announces that it is considering different strategic alternatives, including, among others, a potential Initial Public Offering.

Madrid, February 11, 2016.

"This announcement is not an offer to sell or a solicitation of any offer to buy any securities in the United States or any other jurisdiction where such offer or sale would be unlawful. Any securities referred to herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the "Securities Act"), and may not be offered or sold in the United States absent registration or an exemption from registration under the Securities Act. There is no intention to register any securities referred to herein in the United States or to make a public offering of the securities in the United States. This document may include forward-looking statements, which are based on current expectations, projections and assumptions about future events. These forward-looking statements are subject to known or unknown risks, uncertainties and assumptions about the Telefónica Group and its investments, including, among other things, the development of its business, its growth plan, trends in its operating industry and its future capital expenditures and acquisitions. In light of these risks, uncertainties and assumptions, the events in the forward-looking statements may not occur and actual results, performance or achievements may materially differ from any future results, performance or achievements that may expressed or implied in this document. No representation or warranty is made that any forward-looking statement will come to pass. Forward-looking statements speak as of the date of this document and no one undertakes to publicly update or revise any such forward looking statement, whether as a result of new information, future events or otherwise. Accordingly, undue reliance should not be placed on any forward-looking statement contained in this document."

TELEFÓNICA CREATES TELXIUS, A GLOBAL TELECOMMUNICATIONS INFRASTRUCTURE COMPANY

Madrid, 10th February 2016.- Today Telefónica announced the creation of Telxius, a new global company which brings together certain infrastructure assets of the Group and for which Telefónica has proposed the appointment of Alberto Horcajo as CEO. The incorporation of the new company is part of the optimisation strategy for the Telefónica Group asset portfolio.

Telxius will enable the management of the Telefónica Group's infrastructure on a global scale with a more specialised and focused approach, with the aim of increasing the services provided to other operators, improving the return on capital invested and allowing Telxius to participate more actively in the growth opportunities that exist in the industry, including the possibility of incorporating third party assets.

The infrastructure assets which will initially be brought together in Telxius will include approximately 15,000 Telefónica telecommunication towers in Spain and other countries, as well as the Telefónica Group´s international network of 31,000km of submarine fibre optic cable, including SAM-1, a submarine cable that connects the United States with Central and South America.

Telefónica currently manages a high capacity fibre optic cable network which connects more than 40 countries in Europe and the Americas, including the United States. This is an international Tier-1 network which carries more than 4,5Tbps of traffic throughout the year and provides telecommunications services both to Telefónica Group and other fixed and mobile operators, internet service providers (ISPs) and content providers.

Over the coming months, a number of newly created companies, including the aforementioned assets, will be gradually integrated into Telxius.

About Telefónica

Telefónica is one of the largest telecommunications companies in the world by market capitalization and number of customers with a comprehensive offering and quality of connectivity that is delivered over world class fixed, mobile and broadband networks. As a growing company it prides itself on providing a differential experience based both on its corporate values and a public position that defends customer interests.

The company has a significant presence in 21 countries and a customer base of over 327 million accesses around the world. Telefónica has a strong presence in Spain, Europe and Latin America, where the company focuses an important part of its growth strategy.

Telefónica is a 100% listed company, with more than 1.5 million direct shareholders. Its share capital currently comprises 4,975,199,197 ordinary shares traded on the Spanish Stock Market and on those in London, New York, Lima, and Buenos Aires.