Citi Appointed Successor Depositary for Telefônica Brasil S.A.'s Sponsored Level 2 ADR Program

  Citi Appointed Successor Depositary for Telefônica Brasil S.A.'s Sponsored
  Level 2 ADR Program

Business Wire

NEW YORK -- January 29, 2013

Citi today announced that its Citi Transaction Services business, acting
through Citibank N.A., has been appointed by Telefônica Brasil S.A.
(Telefônica Brasil), one of the largest telecommunications companies in
Brazil, as successor depositary bank for its sponsored Level 2 American
Depositary Receipt (ADR) program. Telefônica Brasil’s ADR program trades on
the NYSE under the symbol “VIV”, with each ADR representing 1 preferred share.
Telefônica Brasil’s preferred shares are listed on the BM&F Bovespa Stock
Exchange.

"We look forward to working with Citi to develop and improve our ADR program.
Providing value for our ADR holders is an important commitment," said Gilmar
Camurra, CFO of Telefônica Brasil.

“We are delighted that Telefônica Brasil has appointed Citi as successor
depositary for its ADR program,” said Dirk Jones, Global Head of Securities
and Fund Services Client Sales Management at Citi. “Citi’s vast expertise,
comprehensive capabilities and powerful global network will provide Telefônica
Brasil with the opportunity to continue to expand its investor base worldwide
and maximize the visibility of its ADR program.”

Citi Transaction Services, a division of Citi’s Institutional Clients Group,
offers integrated cash management, trade, and securities and fund services to
multinational corporations, financial institutions and public sector
organizations around the world. With a network that spans more than 95
countries, Citi’s Transaction Services supports over 65,000 clients. As of the
fourth quarter of 2012, it held on average $428 billion in liability balances
and over $13.2 trillion in assets under custody.

For more information on Citi’s Depositary Receipt Services, visit
www.citi.com/dr.

About Telefônica Brasil S.A. (source: company website)

Telefônica | Vivo is the largest telecommunications company in the country,
with more than 91.9 million access, 76.8 million only in mobile operation,
which holds the largest market share in the segment (29.7%) in national
context, according results of 3Q12.

The company operates in the provision of fixed telephony services in São Paulo
state and mobile telephony throughout the national territory and has a
complete and convergent portfolio of products (fixed and mobile voice, fixed
and mobile broadband, ultra broadband (over fiber), TV, data and IT). The
company is present in more than 3,7 thousand cities, more than 3,1 thousand
with access to 3G network – more than the total number of the cities served by
other operators. Brazil, where acts since 1998, is the largest world operation
of Telefonica in numbers of clients).

The main companies are Telefônica Brasil (Telefônica | Vivo) and Terra
(provider and internet portal). Telefonica Group is one of the largest
telecommunication conglomerates in the world, with presence in 25 countries,
313.8 million accesses, 286 K employees and revenues of 62.8 billion euros
(2011). The investments planned for Brazil in the 2011-2014 period amounted to
R$ 24.3 billion. For more information, visit www.telefonica.com.br

About Citi:

Citi, the leading global bank, has approximately 200 million customer accounts
and does business in more than 160 countries and jurisdictions. Citi provides
consumers, corporations, governments and institutions with a broad range of
financial products and services, including consumer banking and credit,
corporate and investment banking, securities brokerage, transaction services,
and wealth management.

Additional information may be found at www.citigroup.com | Twitter: @Citi |
YouTube: www.youtube.com/citi | Blog: http://new.citi.com | Facebook:
www.facebook.com/citi | LinkedIn: www.linkedin.com/company/citi

Contact:

Media
Citi
Nina Das, +1 212 816 9267
nina.das@citi.com
or
Telefônica Brasil
+55 11 3430 7020
imprensa@telefonica.com.br