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O2 PLC - Technical Share Interests
RNS Number:8935X
O2 PLC
03 February 2006


O2 Share Ownership Trust - Adjustment to Technical Share Interests

O2 plc advises that, on 2 February 2006, Hill Samuel Offshore Trust Company
Limited, as the Trustee of the O2 Share Ownership Trust, were allotted
54,500,097 O2 plc ordinary shares ('O2 shares') at a nominal value of 0.1p per
share.

Following the allotment, the Trustee holds 59,470,650 O2 shares. Sir David
Arculus (Director), Peter Erskine (Director), David Finch (Director), Danuta
Gray (PDMR), Rudolph Groeger (Director), Andrew Harley (PDMR), Matthew Key
(PDMR), Richard Poston (PDMR), Sohail Qadri (Director), Peter Richardson (PDMR),
Dave Williams (PDMR), are for the purposes of the Companies Act 1985 treated as
interested in all these shares. However, it is not anticipated that they will
receive any benefit from the Trust other than in relation to awards held by them
under O2's share award plans. The shares were used on 2 February 2006 to satisfy
awards to these and other employees under the plans, following acceptance of the
offer by Telefonica S.A. for O2 plc..

                                     ends-

Contacts:

Richard Poston                           David Boyd
Director, Corporate Affairs              Head of Investor Relations
O2 plc                                   O2 plc
richard.poston@O2.com                    david.boyd@O2.com
t: +44 (0)1753 628039                    t: +44 (0)1753 628230

David Nicholas                           John Crosse
Communications Director                  Investor Relations Manager
O2 plc                                   O2 plc
david.nicholas@O2.com                    john.crosse@O2.com
t: +44 (0) 771 575 9176                  t: +44 (0)1753 628198

Simon Gordon, Head of Media Relations O2 plc
simon.gordon@O2.com
t: +44 (0)771 007 0698

O2 press office: 01753 628402

     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

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