6-K

FORM 6-K

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934

For the month of February, 2011

Commission File Number: 001-09531

TELEFÓNICA, S.A.

(Exact Name of Registrant as Specified in Its Charter)

Distrito C Ronda de la Comunicación, s/n
28050 Madrid, Spain
(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:

Form 20-F þ Form 40-F o

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b) (1):

Yes o No þ

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b) (7):

Yes o No þ

Indicate by check mark whether by furnishing the information contained in this Form, the Registrant is also thereby furnishing the
information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934:

Yes o No þ

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): N/A

Telefónica, S.A.

This Form 6-K is incorporated by reference into the registration statement of Telefónica, S.A. and Telefónica Emisiones, S.A.U. filed with the Securities and Exchange Commission on May 8, 2009 (File No. 333-159062). Telefónica, S.A. is filing the documents set forth in the attached Exhibit Index.

TABLE OF CONTENTS

	Sequential
	Page
Item	Number
Exhibit Index		3
SIGNATURE		4
EXHIBIT 12.1
EXHIBIT 23.1
Exhibit 12.1
Exhibit 23.1

Telefónica, S.A.

This Form 6-K is incorporated by reference into the registration statement of Telefónica, S.A. and Telefónica Emisiones, S.A.U. filed with the Securities and Exchange Commission on May 8, 2009 (File No. 333-159062). Telefónica, S.A. is filing the documents set forth in the attached Exhibit Index.

Exhibit Index

Item
12.1	Statement regarding Computation of Ratio of Earnings to Fixed Charges
23.1	Consent of Ernst & Young S.L., independent registered public accounting firm

SIGNATURE

     Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

TELEFÓNICA, S.A.
By:	/s/ Santiago Fernández Valbuena
	Name:	Santiago Fernández Valbuena
	Title:	Chief Financial Officer

Date: February 7, 2011

EX-12.1

EXHIBIT 12.1

															Nine months ended
	Year ended December 31,														September 30,
	2005			2006			2007			2008		2009			2009			2010
	(millions of euro)
Earnings:
Profit before taxes from continuing operations		6,607			6,764			10,684			10,915		10,387			7,736			11,718
Share of (profit) loss of associates		128			(76	)		(140	)		161		(47	)		(47	)		(68	)
Dividends from joint ventures and associates		36			43			218			65		58			57			100
Fixed charges (see below)		2,429			3,881			3,554			3,648		3,581			2,455			2,435
Capitalized interest net of amortization		(5	)		(1	)		3			3		3			2			2
Earnings		9,195			10,611			14,319			14,792		13,982			10,203			14,187
Fixed charges:
Finance costs, including amortization of debt expense and similar charges		2,420			3,877			3,554			3,648		3,581			2,455			2,435
Capitalized interest		9			4			—			—		—			—			—
Total fixed charges		2,429			3,881			3,554			3,648		3,581			2,455			2,435
Ratio of earnings to fixed charges		3.8			2.7			4.0			4.1		3.9			4.2			5.8

For the purpose of calculating ratios of earnings to fixed charges, earnings consist of profit before taxes from continuing operations, plus share of profit or loss of associates, dividends from joint ventures and associates, fixed charges and capitalized interest net of amortization. Fixed charges consist of finance costs, including amortization of debt expense and similar charges, and capitalized interest.

EX-23.1

Exhibit 23.1

Consent of Independent Registered Public Accounting Firm

We consent to the reference to our firm under the caption “Experts” in this Registration Statement (Form F-3 No. 333-159062) and related Prospectus Supplement of Telefónica, S.A. for the registration of fixed rate senior notes of Telefónica Emisiones S.A.U., guaranteed by Telefónica, S.A., and to the incorporation by reference therein of our reports dated March 18, 2010, with respect to the consolidated financial statements of Telefónica, S.A. and subsidiaries, and the effectiveness of internal control over financial reporting of Telefónica, S.A., included in its Annual Report (Form 20-F) for the year ended December 31, 2009, filed with the Securities and Exchange Commission.

/s/ Ernst & Young S.L.
Madrid, Spain
February 3, 2011