Business fact-sheet

O2 UK

O2 Germany

• DSL service launched and Genion Homezone tariffs refreshed, enabling the company to offer integrated mobile, DSL landline telephony and broadband internet access services
• Accelerated investment in 3G network to attract subscribers and drive up margins
• Launched new discount SIM-only mobile service, FONIC.
• Customers: 13.2 million (mobile and fixed)

O2 Ireland

• Performing strongly in customer and service revenue growth
• Launched flagship O2 'Experience' stores
• Recently launched broadband service
• Exclusive carrier partner for Apple iPhone in the Ireland (launched - March 14)
• Market leading retail satisfaction scores
• Teamed with Tesco Ireland to launch first MVNO, Tesco Mobile, in Summer 2007  
• Customers: 1.646 million (mobile)

Tesco Mobile

• Tesco Mobile is a 50/50 joint venture between O2 UK and Tesco Plc
• Offers customers supermarket style offers and the chance to earn Clubcard points
• Addresses family market through Tesco's nationwide network of supermarkets and  smaller 'Metro' shops
• Introduced new pricing initiatives such as a 'Value' tariff and reduced international calling rates
• Customers: more than 1.4 million

Tchibo Mobilfunk

• A 50/50 joint venture between O2 Germany and Tchibo GmbH launched in October  2004
• Offers a unique and competitively priced pre-paid mobile phone service for the German market
• Combines the marketing and sales strengths of Tchibo with O2 Germany's high quality  network and track record for innovation
• Customers: 1.1 million

Manx Telecom - Isle of Man

• Launched Europe's first, super-fast 3G network (or HSPDA)
• Now leading in m-commerce
• Customers: 71,000 (mobile, fixed-line, broadband)

Telefónica O2 Czech Republic

• 30 June 2006, reported its best-ever result with a 55% increase in net profit 
• In September 2007, Telefónica O2 Czech Republic acquired 100% of the shares in DELTAX Systems a.s., one of the top ten system integrators in the Czech Republic
• Customers: 2.825 million fixed line and 5.126 million mobile

Telefónica O2 Slovakia

On 7 August Telefónica O2 Slovakia, a wholly owned subsidiary of Telefónica O2 Czech Republic, was awarded a 20 year licence to operate GSM and UMTS networks in Slovakia. This new operation is an organic expansion of the existing business in the Czech Republic and will take advantage of synergies in areas such as network and back office functions. Juraj Sedivy, former CFO of the Czech Republic business, has been appointed as CEO. The Slovak business will use the O2 brand. The commercial service launched on 2 February 2007. 

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Data leadership - Leading in mobile data services

O2 has one of the most active customer bases for data and content in Europe. More than 40% of 41 million customers of O2's businesses in the UK, Germany, Ireland and Telefónica O2 Czech Republic are using data services on a regular basis.

Data services revenue - which includes text and other messaging services (e.g. email and picture messaging), as well as services such as music, content downloads and information services - now accounts for 30% of O2 UK's service revenue and 27% across the UK, Germany and Ireland.

In 2007, the Group achieved revenues of 3.5 billion Euros, with non-SMS data revenue of 680 million Euros in 2007.  Over 8 billion SMS messages sent during the quarter - 16% growth year on year.

O2 continues to maintain its strong position in the market for mobile data products and with the iPhone- the fastest-ever selling product for O2 UK - the company has a clear differentiation.

Additionally, O2 has built a strong customer base for mobile Internet services through its O2 Active service. O2 Active is a branded, icon-driven menu that offers customers a simple means to access and navigate a growing range of mobile data and multimedia services such as picture messaging, games, video clips, chat, web browsing and information services.

Several O2 branded devices have been launched successfully during the past year, including the Cocoon. In addition, the O2 XDA range has been updated, with the launch of the XDA Orbit and Stellar.

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Strengths

O2 and Telefónica
On October 31, 2005, it was announced that the Spanish-based telecommunications group Telefónica S.A. made a cash offer to acquire O2. The O2 Board decided to recommend the offer at 200p in cash for each O2 share, valuing O2 at approximately £17.7 billion.

It was announced on Monday, January 23, by Telefónica S.A. that it has acquired more than 75% of the voting rights attaching to O2 plc shares and that its Offer to acquire O2 had gone unconditional in all respects.

The enlarged company will build on O2's track record of operational delivery, the strength of its brand, and the momentum it has established in all its markets. It brings together two strong, successful, growth-orientated companies, and creates a new, strong pan-European/global telecoms player. The combined entity is second largest global wireless operator outside of China, in terms of active subscribers with more than 203 million mobile customers. In addition, the combined group is also be the world's 2nd most valuable telecom operator with an enterprise value of €120 billion.

75% of the new company is mobile - recognising the vital role of mobile as the engine for communications growth, particularly in the area of mobile data services.

European footprint of cohesive wholly owned businesses

Our mobile businesses are wholly owned, enhancing O2's ability to manage them efficiently and on a cohesive basis. United under a single strong brand.

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The Board

The Board of Telefónica O2 Europe plc is responsible for the overall Group strategy and competent management of the affairs of the Group. The Board comprises the Chairman and Chief Executive Officer, eight Executive Directors and five Non-Executive Directors.

Profiles of each Board member are available at: www.o2.com/board

Matthew Key	Chairman and Chief Executive Officer, Telefónica O2 Europe plc
Pilar López Álvarez	Chief Financial Officer, Telefónica O2 Europe plc Executive Director
Salvador Anglada Gonzalez	CEO Telefónica O2 Czech Republic Executive Director
Justine Campbell	Group General Counsel, Telefónica O2 Europe plc Executive Director
Vivek Dev	Group Director Strategy, Telefónica O2 Europe plc Executive Director
Ronan Dunne	CEO O2 UK Executive Director
Danuta Gray	CEO O2 Ireland Executive Director
Richard Poston	Director Corporate Affairs, Telefónica O2 Europe plc Executive Director
Jaime Basterra Smith	CEO O2 Germany Executive Director
Sir David Arculus	Non-Executive Director
Luis J. Bastida	Non-Executive Director
Peter Erskine	Non-Executive Director
Cath Keers	Non-Executive Director
Julio Linares López	Non-Executive Director
Antonio Viana-Baptista	Non-Executive Director

Full biographies of each Board member are available at: http://www.o2.com/board

Matthew Key, Chairman and Chief Executive Officer, Telefónica O2 Europe plc

Matthew Key joined O2 UK in February 2002 as Chief Financial Officer before becoming CEO on 1 February 2005. During his time as CFO, he was responsible for the company's financial performance, strategy, business development and regulatory functions. Over the past three years, he has overseen a turnaround of the business, as the company has significantly outperformed the market and all of its competitors. O2 is now the UK's largest operator by revenues and customer numbers. In 2007, the company launched, in conjunction with AEG, The O2 - which is on course to be the world's most popular venue by the end of the year - and became Apple's exclusive UK partner for iPhone. Matthew was also instrumental in the creation of Tesco mobile, the 50:50 joint venture between O2 and Tesco.

Matthew came to O2 from Vodafone, where he had worked within the retail and network divisions, before becoming Finance Director of Vodafone UK. Prior to joining Vodafone, he held various financial roles at other major companies including Coca-Cola and Schweppes, Grand Metropolitan and Kingfisher. Matthew qualified as a Chartered Accountant with Arthur Young in London in 1987.

Following the announcement of senior management changes on 29 November 2007, Mr. Key became Chairman and Chief Executive of O2 and also joined the Board of Telefónica, S.A. as an Executive Director.

Pilar López Álvarez, Chief Financial Officer, Telefónica O2 Europe plc

Pilar, (36), is a Business Studies graduate. She joined Telefónica after working for several years at JP Morgan in London and New York where she worked her way up to Vice President.  Pilar joined the Telefónica Group in 1999 in Telefónica de España's Strategic Planning Department.  In May 2000 she was appointed Director of Management Control at Telefónica SA. Two years later, in 2002, she joined Telefónica Móviles S.A. to head up this company's Management Control function.  In October 2006 she was promoted to Director of Strategy and Business Development at Telefónica España.

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Milestones

19 November 2001: mmO2 demerged from BT to become an independent wholly owned company.

5 December 2001: Europe's first fully operational 3G network goes live on the Isle of Man.

1 May 2002: Launch of O2 consumer brand.

19 November 2002: Germany EBITDA positive - a year ahead of schedule.

3 June 2003: Sale of O2 Netherlands completed.

4 June 2003: O2 UK and Tesco create Tesco Mobile joint venture.

24 June 2003: O2 Germany tops 5 million customers.

1 October 2003: The mobile alliance is formed to serve customers across Europe.

23 February 2004: Starmap - new brand name announced for the mobile alliance.

21 March 2004: O2 Germany launches 3G.

12 July 2004: O2 Germany and Tchibo set up joint venture.

26 September 2004: First integrated 3G, WLAN and GPRS service launched by O2 UK.

29 November 2004: O2 signs long-term agreement with NTT DoCoMo for i-mode.

5 December 2004: Plans for Europe's first HSDPA network announced.

14 March 2005: O2 plc replaces mmO2plc following restructuring.

1 April 2005: O2 Airwave delivers UK national police communications service.

10 May 2005: New customer service centre to create 1500 jobs in Glasgow.

11 May 2005: Details given of mobile TV trial in Oxford.

19 July 2005: O2 airwave wins Ambulance communications contract .

22 September 2005: Mobile TV trial goes live in Oxford, UK.

26 September 2005: O2 announces UK launch of i-mode®.

31 October 2005: Telefónica S.A. announced an cash offer to acquire O2, valuing it at £17.7 billion.

1 November 2005: Europe's first HSDPA network launched.

11 November 2005: O2 Airwave successful in its bid to equip all fire and rescue services across England with a new resilient and secure voice and data communications service.

13 January 2006: O2 Germany became official partner of the BMW Sauber F1 Team.

23 January 2006: O2 announced new Board and Telefónica S.A. cash offer went unconditional in all respects.

23 January 2006: O2 announced best ever quarter customer growth in the UK and Germany.

1 March 2006: Eurotel and Ceský Telecom are joining forces to create the telecommunications company of the future.

30 March 2006: O2 Airwave awarded £350m Fire & Rescue services contract.

28 April 2006: Integration of Czech Republic businesses approved. Peter Erskine becomes Chairman of supervisory board.

11 May 2006: O2 and Telefónica Móviles announce 'My Europe' - delivering significant roaming benefits for customers.

20 June 2006: O2 enters UK broadband market with purchase of Be.