TELEFÔNICA BRASIL S.A.

PUBLICLY-HELD COMPANY

CNPJ/MF nº 02.558.157/0001-62 - NIRE 35.3.0015881-4

NOTICE TO THE MARKET

TelefônicaBrasil S.A. hereby informs its shareholders and the market that, as decided by the Board of Directors on November 5, 2012 and as approved by the Brazilian Securities and Exchange Commission (Comissão de ValoresMobiliários - CVM) on January 17, 2013, effective as of January 28, 2013, Citibank N.A. ("Citi"), has been appointed the successor Depositary Bank for TelefônicaBrasil S.A.'s American Depositary Receipt (ADR) Program.

São Paulo, January 29th, 2013.

Gilmar Roberto Pereira Camurra

Chief Financial and Investor Relations Officer

TelefônicaBrasil - Investor Relations

Tel: +55 11 3430 8901

Email:ir.br@telefonica.com

www.telefonica.com.br/ir

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