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O2 PLC - Directorate Change
RNS Number:3056X
O2 PLC
23 January 2006


                         O2 PLC ANNOUNCES BOARD CHANGES

For release at 1400 hours on 23 January 2006

Telefonica S.A. has announced that it has acquired over 75% of the voting rights
attaching to O2 plc shares and that its Offer to acquire O2 plc has gone
unconditional in all respects.

Following this announcement, the O2 plc Board has agreed the following changes
to the composition of the Board with immediate effect.

   *Peter Erskine has been appointed as Chairman and Chief Executive.
   *Sir David Arculus has stepped down as Chairman of the Board but will
remain as a Non-Executive Director, as will Andrew Sukawaty.
   *Cesar Alierta, Julio Linares and Antonio Viana-Baptista have been
appointed as additional Non-Executive Directors.
   *David Finch and Rudi Groger will remain on the Board as Executive
Directors.
   *Matthew Key, Danuta Gray, Jaime Smith and Sohail Qadri have been
appointed as additional Executive Directors.
   *David Chance, Judy Gibbons, Stephen Hodge, Rudolf Lamprecht, Patrick Lupo
and Kathleen O'Donovan have stepped down as Non-Executive Directors.

Sir David Arculus, outgoing Chairman of O2 plc, said: 'I would like to thank the
independent Non-Executive Directors for their commitment and service to O2 and
its shareholders over the past four years. I am particularly proud of the
significant increase in shareholder value that has been delivered through the
strong operational performance of the business.'

Peter Erskine, Chairman and CEO of O2, commented: 'The Directors of O2 are
grateful to Sir David Arculus for his wisdom and advice during his tenure as
Chairman. Today's announcement of third quarter Key Performance Indicators
underlines the considerable momentum that the company has built - with more
customers signed up in the past three months than in any previous period. I look
forward to working with the new O2 Board to maintain this success.

'I am pleased to welcome Jaime Smith to the O2 Executive Committee which is
otherwise unchanged and remains responsible for all operational management of
the enlarged Group - including Cesky Telekom, which reports to me, and
Telefonica Deutschland, which reports to Rudi Groger, CEO of O2 Germany.'

Peter Erskine will also join the Board of Telefonica, S.A. as an Executive
Director, while Sir David Arculus will serve as a Non-Executive Director of
Telefonica, S.A. Rudi Groger becomes a Non-Executive Director of Telefonica
Moviles, S.A.

                                     -ends-

Notes to Editors:

Cesar Alierta is Executive Chairman, Telefonica, S.A.
David Finch is Chief Financial Officer, O2
Danuta Gray is CEO, O2 Ireland
Rudi Groger is CEO, O2 Germany
Matthew Key is CEO, O2 UK
Julio Linares is General Manager of Coordination, Business Development and
Synergies, Telefonica, S.A.
Sohail Qadri is O2 Group Director, Strategy & Performance Management
Jaime Smith is Chairman of the Board of Directors, Cesky Telecom
Antonio Viana-Baptista is Chairman, Telefonica Moviles, S.A.

O2 plc
O2 plc has 100% ownership of mobile network operators in three countries - the
UK, Germany and Ireland - as well as a leading mobile Internet portal business.
All of these businesses are branded as 'O2'.
The company also has operations on the Isle of Man (Manx Telecom) and owns Airw
ave O2 - an advanced, digital emergency communications service. In addition, O2
has established the Tesco Mobile and Tchibo Mobilfunk joint venture businesses
in the UK and Germany respectively.
O2 has more than 27 million customers and some 15,000 employees. It reported
revenues for the year ended 31 March 2005 of £6.683 billion.

O2 contacts
Richard Poston                          David Nicholas
Director Corporate Affairs              Director of Communications
O2                                      O2
richard.poston@o2.com                   david.nicholas@o2.com
Tel: +44 (0) 771 537 7079               Tel: +44 (0) 771 575 9176

     All O2 Group news releases can be accessed at our web site: www.o2.com


                      This information is provided by RNS
            The company news service from the London Stock Exchange

END
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