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                                                                    EXHIBIT 4.3


                                OPTION AGREEMENT

                                     between

                       TELEFONICA EMPRESAS CTC CHILE S.A.

                                       and

                        INVERSIONES SANTA ISABEL LIMITADA

In Santiago, Chile, on September 26, 2002, there appeared:

l. TELEFONICA EMPRESAS CTC CHILE S.A., Taxpayer Identification No. 90.430.000-4,
represented by Mr. Claudio Munoz Zuniga, Chilean, married, civil industrial
engineer, Identity Card No. 9.618.122-1, both domiciled for these purposes at
Avenida Providencia 111, 29th floor, borough of Providencia, hereinafter also
called "Telefonica," as one party; and as the other,

2. INVERSIONES SANTA ISABEL LIMITADA, Taxpayer Identification No. 79.822.680-0,
represented, as shall be evidenced, by Mr. Andres Navarro Haeussler, Chilean,
married, civil engineer, national identity card No. 5.078.702.8, both domiciled
for these purposes at Teatinos 574, Santiago, hereinafter also called "Santa
Isabel."

                                     WHEREAS

1. Telefonica is currently the sole owner and holder of 35,000 shares in
SOCIEDAD NACIONAL DE PROCESAMIENTO DE DATOS S.A., hereinafter Sonda or the
Company, a closed corporation incorporated and organized under the laws of the
Republic of Chile. Said interest is equal to 35% of the shares validly issued by
the Company.

2. Santa Isabel is currently the sole owner and holder of 14,000 shares in
Sonda; Inversiones Pacifico II Limitada and Inversiones Atlantico Limitada,
companies related to Andres Navarro H., are currently sole owners and holders of
41,000 and 10,000 shares in Sonda, respectively, which, combined with the shares
of Telefonica, represent 100% of the subscribed, paid-in and issued shares of
the Company, all of one same series.

3. Sonda was incorporated as a limited liability company by public deed executed
October 30, 1974, in the Santiago Notarial Office of Mr. Herman Chadwick. It was
transformed into a stock corporation by public deed dated September 17, 1991, an
abstract of which was registered on page 28201 number 14276 of the 1991
Commercial Registry of the Santiago Real Estate Registrar, and was published in
the Official Gazette on September 24th of the same year;

4. Inversiones Santa Isabel Limitada declares its knowledge of the financial,
accounting, tax and legal condition of Sonda. Should any of the options
contained herein be executed, it expressly releases Telefonica from the
obligation to make representations, except for the liability pertaining to it in
particular regarding labor lawsuits that are listed in the document signed on
the date herewith by Inversiones Pacifico II Limitada and others and Compania de
Telecomunicaciones de Chile S.A.

5. Santa Isabel intends to buy, accept and acquire pro se or for the designate
thereof at the pertinent time all shares held by Telefonica in Sonda while
Telefonica intends to sell, assign and transfer such shares, all in the terms
and conditions agreed upon herein.

Therefore, and in consideration of the foregoing, the parties agree to execute
the following option agreement set out in the clauses below.


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FIRST:  Definitions

For purposes hereof, without prejudice to the definitions contained in other
clauses of this agreement, capitalized terms shall have the meaning ascribed to
each thereof in this section (unless capitalized exclusively at the beginning of
a sentence or to indicate a proper name). As used herein: (a) each accounting
term not defined otherwise herein has the meaning ascribed thereto in accordance
with the generally accepted accounting principles of Chile; (b) each legal term
not defined otherwise herein has the meaning ascribed thereto in accordance with
Chilean law.

1.1      Shares: Shares in SONDA.

1.2      Company or SONDA:  Sociedad Nacional de Procesamiento de Datos S.A.

1.3      Agreement: this Agreement.

1.4      Liens: any mortgage, pledge, charge, usufruct, lease, prohibition,
         attachment, resolutory action, sale promise, title retention and liens
         in general.

1.5      Party: Telefonica and Santa Isabel, taken individually.

1.6      Parties: Telefonica and Santa Isabel, taken together.

1.7      Pesos: the legal tender of Chile.

1.10     Unidad de Fomento or UF: is the adjustment index that is calculated and
         published by the Central Bank of Chile pursuant to the only transitory
         article in Law 18840. In absence of this index, the adjustment index
         shall be used that reflects the percentage change in the CPI, as
         determined by the National Statistics Bureau of the Republic of Chile
         or the agency replacing it, for purposes hereof.

1.11     Proportional Equity Value or PEV: is the portion of the financial
         equity of Sonda that is held by Telefonica at the time of the sale. The
         financial equity of Sonda is as defined in Code 5.24.00.00 of Circular
         1501 of the Superintendency of Securities and Insurance. Moreover, the
         PEV shall be determined according to the mechanism in Circular No. 368
         of the Superintendency of Securities and Insurance.

SECOND: Put and Call Options

A) Santa Isabel grants Telefonica the following irrevocable option:

A.1      Telefonica Put Option (PUT): Santa Isabel hereby grants Telefonica an
         irrevocable put option (hereinafter also called the Telefonica Option)
         whereby Santa Isabel promises to acquire pro se or for the designate
         thereof at the time all of the shares held by Telefonica in Sonda that
         it owns on the date of exercise of the option, in the terms set out
         hereinbelow. It is stipulated that on this date, Telefonica owns 35,000
         shares, equal to 35% of the validly issued shares of the Company.

A.2      Term of the Telefonica Option: Telefonica shall be entitled to exercise
         the put option granted thereto between July 16 and July 25, 2005, both
         dates included, and shall give notice of its exercise thereof by letter
         sent through a Notary Public or delivered personally to the address of
         Santa Isabel indicated in the preamble, with a copy to Mr. Andres
         Navarro Haeussler.

A.3      Telefonica Option Price: The purchase price shall be the price
         corresponding to Telefonica's PEV with respect to Sonda as of June 30,
         2005, plus the peso equivalent to UF 142,021 (one hundred and forty-two
         thousand twenty-one Unidades de Fomento) on the date of actual payment.

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A.4      Minimum price: The foregoing notwithstanding, the parties agree that if
         the Telefonica Option is exercised, the total price of the shares
         acquired by Santa Isabel pro se or for the designate thereof may never
         be less than the peso equivalent to UF 2,048,885 (two million
         forty-eight thousand eight hundred and eighty-five Unidades de Fomento)
         on the date of actual payment. The following sums shall be added and
         deducted from such amount that are received between this date and the
         date of exercise of the option: (i) the sums corresponding to capital
         increases in which Telefonica has actually participated shall be added;
         and (ii) capital decreases approved by the Sonda shareholders and
         received by Telefonica and the sums that Telefonica has received for
         dividends shall be deducted. Both the additions as well as the
         deductions shall be duly adjusted by the change in the Unidad de
         Fomento from the date of receipt to the date of payment of the minimum
         price indicated above.

A.5      Term to Execute the Agreement. The purchase shall be executed within
         thirty days after the date of exercise of the Telefonica Option by
         execution of the respective public deed. The sale shall be made on a
         bank business day in that period, at the time and in the Notarial
         Office of the Borough of Santiago notified by Telefonica to Santa
         Isabel at least five days in advance, section three hereof
         notwithstanding. A special domicile is set for these purposes in the
         Borough of Santiago. The Notary is especially empowered to issue the
         certificates and proof that are pertinent to the complying party.

         Should Santa Isabel sell, assign, transfer or otherwise convey all or
         part of its equity interest in Sonda, it shall continue to be the only
         one obligated to Telefonica should it exercise its option.

A.6      Form of Payment and Expiration of the Telefonica Option. Santa Isabel
         shall be obligated, pro se or for the designate thereof, to pay the
         purchase price at once, in cash, on the same date when the deed setting
         down the sale of the shares is signed, section three hereof
         notwithstanding.

         The Telefonica Option shall expire if it is not exercised in the
         aforesaid period, with no need for any type of proceeding or
         declaration.

B. Telefonica, in turn, grants the following irrevocable option to Santa Isabel:

B.1      Santa Isabel Call Option (CALL): Upon expiration of the term Telefonica
         has to exercise the put option, Santa Isabel shall have the right, pro
         se or for the designate thereof, to exercise a call option (hereinafter
         also called the Santa Isabel Option) against Telefonica between July 26
         and August 5, 2005, should Telefonica not exercise its put option.
         Telefonica shall be obligated to sell thereto all of the Sonda shares
         it owns in the terms set out hereinbelow.

B.2      Santa Isabel Option: Telefonica grants an irrevocable option to Santa
         Isabel, pro se or for the designate thereof, to purchase all of its
         shares in Sonda.

         The Santa Isabel Option shall include all of the shares held by
         Telefonica in Sonda. Telefonica shall be obligated to sell those
         shares.

B.3      Santa Isabel Option Price: The price of the Santa Isabel Option will be
         the price of the PEV of Telefonica with respect to Sonda as of June 30,
         2005, plus the peso equivalent to UF 142,021 (one hundred and forty-two
         thousand twenty-one Unidades de Fomento) on the date of actual payment.

B.4      Minimum Price: The foregoing notwithstanding, the parties agree that if
         the Santa Isabel Option is exercised, the total price of the shares
         acquired by Santa Isabel pro se or for the designate thereof may never
         be less than the peso equivalent to UF 2,048,885 (two million
         forty-eight thousand eight hundred and eighty-five Unidades de Fomento)
         on the date of actual payment. The following sums shall be added and
         deducted from such amount that are received between this date and the
         date of exercise of the option: (i) the sums corresponding to capital
         increases in which Telefonica has actually participated shall be added;
         and (ii) capital decreases approved by the Sonda shareholders and
         received by Telefonica and the sums that Telefonica has received for
         dividends shall be deducted. Both the additions as well as the
         deductions shall be duly adjusted by the change in the Unidad de
         Fomento from the date of receipt to the date of payment of the minimum
         price indicated above.


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B.5      Term to Execute the Agreement. The sale shall be executed within thirty
         days after the date of exercise of the option by execution of the
         respective public deed. The sale shall be made on a bank business day
         in that period, at the time and in the Notarial Office of the Borough
         of Santiago notified by Santa Isabel to Telefonica at least five days
         in advance, section three hereof notwithstanding. A special domicile is
         set for these purposes in the Borough of Santiago. The Notary is
         especially empowered to issue the certificates and proof that are
         pertinent to the complying party.

B.6      Form of Payment and Expiration of the Santa Isabel Option. Santa Isabel
         shall be obligated, pro se or for the designate thereof, to pay the
         sale price at once, in cash, on the same date when the deed setting
         down the sale of the shares is signed, section three hereof
         notwithstanding.

         The Santa Isabel Option shall expire if it is not exercised in the
         aforesaid period, with no need for any type of proceeding or
         declaration.

C) Early Strike

C.1      Early Strike of Santa Isabel Call Option: Notwithstanding the terms and
         conditions established for exercise of the Telefonica and Santa Isabel
         Options, the parties agree that Santa Isabel may, pro se or for the
         designate thereof, bring forward the exercise of its option on the
         dates and under the conditions set out below:

         i) Santa Isabel shall have the right, pro se or for the designate
         thereof, to exercise the call option granted thereto early, between
         July 26 and 31, 2003, both dates included. It shall give notice of its
         exercise by letter sent on any of those days through a Notary Public or
         delivered personally to the offices of Telefonica indicated in the
         preamble, with a copy to the General Manager of Compania de
         Telecomunicaciones de Chile S.A.

         The purchase price of all of the shares--should the call option be
         exercised on any of the dates indicated in the preceding
         paragraph--shall be the price corresponding to the PEV of Telefonica
         with respect to Sonda as of June 30, 2003, plus the peso equivalent to
         UF 96,000 (ninety-six thousand Unidades de Fomento) on the date of
         actual payment.

         This notwithstanding, the parties agree that if this option is
         exercised, the total price of the shares to be purchased may never be
         less than the peso equivalent to UF 1,983,185 (one million nine hundred
         and eighty-three thousand one hundred and eighty-five Unidades de
         Fomento) on the date of actual payment. The following sums shall be
         added and deducted from such amount that are received between this date
         and the date of exercise of the option: (i) the sums corresponding to
         capital increases in which Telefonica has actually participated shall
         be added; and (ii) capital decreases approved by the Sonda shareholders
         and received by Telefonica and the sums that Telefonica has received
         for dividends shall be deducted. Both the additions as well as the
         deductions shall be duly adjusted by the change in the Unidad de
         Fomento from the date of receipt to the date of payment of the minimum
         price indicated above.

         Upon exercise of the option, the share purchase agreement shall be
         executed no later than thirty days after the date of exercise in the
         Notarial Office informed by Santa Isabel to Telefonica five days in
         advance of the expiration of said period. Santa Isabel shall be
         obligated to pay the purchase price at once, in cash, at the time the
         deed setting down the sale of the shares is signed, section three
         hereof notwithstanding.

         This early strike option shall be irrevocably extinguished if it not
         exercised on the aforesaid dates, with no need for any type of
         proceeding or declaration.

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         ii) If Santa Isabel has not exercised the call option in the period
         indicated in letter i) above, it shall have the right, pro se or for
         the designate thereof, to exercise the call option granted thereto
         early, between July 26 and 31, 2004, both dates included. It shall give
         notice of its exercise by letter sent on any of those days through a
         Notary Public or delivered personally to the offices of Telefonica
         indicated in the preamble, with a copy to the General Manager of
         Compania de Telecomunicaciones de Chile S.A.

         The purchase price of all of the shares--should the call option be
         exercised on any of the dates indicated in the preceding
         paragraph--shall be the price corresponding to the PEV of Telefonica
         with respect to Sonda as of June 30, 2004, plus the peso equivalent to
         UF 119,000 (one hundred nineteen thousand Unidades de Fomento) on the
         date of actual payment.

         This notwithstanding, the parties agree that if this option is
         exercised, the total price of the shares to be purchased may never be
         less than the peso equivalent to UF 2,003,260 (two million three
         thousand two hundred sixty Unidades de Fomento) on the date of actual
         payment. The following sums shall be added and deducted from such
         amount that are received between this date and the date of exercise of
         the option: (i) the sums corresponding to capital increases in which
         Telefonica has actually participated shall be added; and (ii) capital
         decreases approved by the Sonda shareholders and received by Telefonica
         and the sums that Telefonica has received for dividends shall be
         deducted. Both the additions as well as the deductions shall be duly
         adjusted by the change in the Unidad de Fomento from the date of
         receipt to the date of payment of the minimum price indicated above.

         Upon exercise of the option, the share purchase agreement shall be
         executed no later than thirty days after the date of exercise in the
         Notarial Office informed by Santa Isabel to Telefonica five days in
         advance of the expiration of said period. Santa Isabel shall be
         obligated to pay the purchase price at once, in cash, at the time the
         deed setting down the sale of the shares is signed, without prejudice
         to section three hereof.

         This early strike option shall be irrevocably extinguished if it not
         exercised on the aforesaid dates, with no need for any type of
         proceeding or declaration.

THIRD: Review of Financial Statements

Telefonica shall be empowered to review the financial statements of Sonda as of
the dates indicated for each option, should any of the options be exercised, in
order to validate the financial equity of Sonda reported in those financial
statements. It shall have a period of ten consecutive days to do so beginning on
the date of notice of the exercise of the corresponding option.

The auditors and other authorized representatives of Telefonica shall have
access to the offices, properties, employees, documentation or other information
as of the date of exercise of the option in order to review the calculation of
the financial equity of Sonda.

Should a dispute arise regarding the PEV of Telefonica in Sonda after a review
of the financial statements, it shall be resolved by the arbitrator appointed in
section seven, who shall render a decision within thirty days, without the form
of a trial, after having heard both Parties, or in another period set wisely
thereby, and he shall set a date for the signature of the respective agreement
that may not exceed five days as from the date of the Arbitrator's decision.

Notwithstanding any differences regarding the corresponding option price, the
parties agree to execute the purchase agreement for all of the shares and submit
such dispute to the Arbitrator. Santa Isabel promises to leave a bank bond in
possession of the Arbitrator in the name of Telefonica, payable upon demand, for
the amount of the difference submitted to the consideration of the Arbitrator,
effective for 60 days as from the date arbitration begins. This expiration date
should be extended for another 60 days if necessary.

FOURTH: Management and miscellaneous

Andres Navarro Hauessler, as the majority partner in Sonda, declares that the
administration and management of Sonda and subsidiaries shall be conducted
diligently, in good faith, from this date to consummation of one of the options
contained herein. No transaction shall be performed outside of the course of
business of Sonda and its subsidiaries.



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The option shall remain in effect despite any transformation, division, merger
or liquidation of Sonda--for which there are a call and put option granted
hereunder--regarding the shares or interests arising from the transformation,
division, merger or liquidation of Sonda.


FIFTH: Guarantee

In order to guarantee Telefonica timely payment of the minimum sale price of the
Sonda shares owned by Telefonica should any of the options indicated in section
two hereof be exercised, and also to guarantee timely performance of the
obligations arising herefrom, Santa Isabel hereby delivers the following bank
bonds to Telefonica, payable upon demand, in favor of Telefonica, drawn on this
date to expire September 26, 2003: (i) bond No. 0504583, issued by Banco del
Estado de Chile in the amount of 783,185 UF (seven hundred and eighty-three
thousand one hundred and eighty-five UF);(ii) bond No. 0085376, drawn on Banco
de Credito e Inversiones in the amount of 900,000 UF (nine hundred thousand UF);
and (iii) bond No. 18615, drawn on Banco Security in the amount of 300,000 UF
(three hundred thousand UF), which add up to UF 1,983,185 (one million nine
hundred and eighty-three thousand one hundred and eighty-five Unidades de
Fomento).

The bank bonds drawn for this purpose contain the following legend: "To secure
true and timely performance of the obligations under the Option Agreement signed
by and between Telefonica Empresas CTC Chile S.A. and Inversiones Santa Isabel
Limitada on September 26, 2002."

Santa Isabel promises to renew the aforesaid bank bonds in a period no less than
five days prior to expiration thereof, in the following way: Santa Isabel shall
furnish one or several bonds in the first renewal in the same aforesaid terms,
to expire September 25, 2004, for an aggregate of 2,003,260 UF; for the second
renewal, it shall furnish one or several bonds to expire September 25, 2005, for
an aggregate of 2,048,885 UF.

Santa Isabel hereby authorizes Telefonica to enforce the bonds, with no need to
evidence the existence of any reason for such enforcement, in the following
cases:

o    if the bond is not renewed in the established period; or
o    if the term set for execution of the share purchase agreement expires after
     any of the options hereunder has been exercised and notified but the
     corresponding sale price has not been paid.

If Santa Isabel does not renew the bonds in 2003 or 2004 in the stipulated
periods, it shall be deemed to have chosen to exercise the call option in the
corresponding period early and, in this case, the procedure shall be as follows:
(i) Telefonica may enforce the bond upon expiration of the period available to
Santa Isabel to renew it; (ii) Telefonica may review the financial statements to
determine the PEV in Sonda in the period of ten days as from the date when the
bond is enforced; (iii) if the PEV for the corresponding option, including the
additional agreed sum, is higher than the minimum prices established for each
option, Santa Isabel is obligated to pay the difference in cash at the time of
signature of the respective purchase agreement; (iv) the parties promise to sign
the purchase agreement in the period of five days after expiration of the term
indicated in numeral (ii) above, in the Notarial Office indicated by Telefonica
to Santa Isabel five days in advance of the expiration of said period; and (v)
the provisions in section three shall apply in the event of any discrepancy as
to the price of the corresponding option.

The financial cost of the bank bonds established pursuant to this agreement
shall be paid exclusively by Santa Isabel.

The parties declare that the obligations contained in this clause constitute an
essential element hereof.


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SIXTH: Representations by the Parties

For purposes hereof, the Parties represent the following:

Corporate Authorizations

Both the execution of this Agreement as well as performance of all obligations
herein contained are within the powers of the Parties, have been approved by the
pertinent management of each thereof and constitute a valid and binding
Agreement.

No Breach

The execution and performance of this Agreement by both parties shall not breach
nor conflict with the by-laws thereof nor those of the Company nor breach nor
violate any legal, administrative, regulatory rule or court resolution served
and binding upon the parties.

Authorization

Telefonica may transfer all or part of the rights conferred herein if such
transfer is authorized previously by Santa Isabel, who may not unreasonably deny
such an authorization.

SEVENTH:  Arbitration

Any doubt or difficulty arising because of the interpretation, performance,
nullification, execution, validity, existence, voidance or enforceability of
this shareholders agreement, including those relative to the existence and
validity of the arbitration clause and the competence of the arbitrator, shall
be resolved on each occasion by an arbitration ex aequo et bono or amiable
compositeur, without form of trial. There shall be no remedy against the
resolutions of the arbitrator, which the parties hereby waive.

The parties first appoint Mr. Enrique Barros Bourie as arbitrator ex aequo et
bono. If he is unwilling or unable to accept the position, even for supervening
reasons, they appoint Mr. Arnaldo Gorziglia Balbi secondly.

Failing both arbitrators, the arbitrator shall be appointed by mutual consent of
the parties. In the event of their disagreement, doubts or disputes shall be
resolved by arbitration according to the Rules of Procedure of the Arbitration
Center of the Santiago Chamber of Commerce published in the Official Gazette on
June 22, 1993, which form an integral part of this clause and which the parties
declare to know and accept. The parties confer a special irrevocable power of
attorney upon the Santiago Chamber of Commerce to appoint the arbitrator ex
aequo et bono from among the members of the Arbitration Corps of the Arbitration
Center of said Chamber, at the written request of any thereof. There shall be no
remedy against the resolutions of the arbitrator.

A mere written request by any of the parties to the Santiago Chamber of Commerce
requesting the appointment of the arbitrator shall suffice to evidence the lack
of agreement thereamong.

The arbitrator shall have in particular the attributions, authority and powers
conferred thereupon in this shareholders agreement.

EIGHTH:  Miscellaneous

Communications and Notifications

Any communication or notification to the parties originating in this Agreement
shall be made by certified mail or fax and shall be deemed given or notified
three days after the certified letter is sent or upon confirmed receipt of the
fax. They shall be sent as follows:


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a) If to the Seller:

General Manager
Telefonica Empresas CTC Chile S.A.
Avenida Providencia 111, Borough of Providencia, Santiago

with a copy to:   Claudio Munoz Zuniga
                  General Manager
                  Compania de Telecomunicaciones de Chile S.A.
                  Avenida Providencia 111, Borough of Providencia, Santiago

b) If to the Buyer:

General Manager
Inversiones Santa Isabel Limitada
Teatinos 574, Borough of Santiago

with a copy to:   Andres Navarro Haeussler

Amendments and Assignment of the Agreement and Exercise of Rights

a) This Agreement may only be amended by written agreement of the parties
stating that it is an amendment to the Agreement.

b) This Agreement shall inure to the benefit of and shall be binding upon the
parties and their legal successors and authorized assigns. Santa Isabel may not
assign all or part of its rights hereunder without prior written consent of
Telefonica.

c) A failure or delay in the exercise of any right established herein by any of
the parties shall not imply a waiver thereof. Likewise, the single or partial
exercise of such rights shall not preclude the joint or total exercise thereof
nor of the other rights indicated herein or recognized to the parties by law.

Expenses

All fees, taxes, expenses and costs arising from this Agreement shall be paid in
equal proportions by both parties.

Governing Law

This Agreement is governed by the law of the Republic of Chile.

Headings and Voidance

The heading or titles of each section have been included merely for reference,
do not form a part of the content of the sections and must not be considered in
the interpretation of this Agreement.

The declaration of voidance or nullification of any clause in this Agreement
shall not affect the validity and effectiveness of the remaining clauses hereof
unless the Agreement cannot be enforced as a consequence thereof.

Domicile

For all legal purposes derived herefrom, the parties elect their domicile as the
city and borough of Santiago.


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Terms

All periods of days established herein shall be consecutive days. Periods shall
be calculated in the manner established in article 48 of the Civil Code.
However, should any of the periods herein expire on a Saturday, Sunday or
holiday, it shall be deemed extended to the next succeeding business day.

Authorities

The authority of Mr. Claudio Munoz Zuniga to represent Telefonica Empresas CTC
Chile S.A. is evidenced in the minutes of the Board of Directors meeting held
July 24, 2002, executed to public deed on July 30, 2002 before Mr. Alvaro
Bianchi Rosas, Notary Public of Santiago.

The authority of the representative of Inversiones Santa Isabel Limitada is
evidenced in the public deed executed January 18, 1996, in the Santiago Notarial
Office of Mr. Andres Rubio Flores.

Counterparts

Four counterparts of this document are signed of the same text and date, two
remaining in the possession of each party.


-----------------------------------------
Claudio Munoz Zuniga
TELEFONICA EMPRESAS CTC CHILE S.A.



-----------------------------------------
Andres Navarro Haeussler
INVERSIONES SANTA ISABEL LIMITADA