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                                                                   EXHIBIT 4.22

   ADDENDUM TO THE CONCESSION AGREEMENT FOR THE PROVISION OF CARRIER SERVICE AND
            LOCAL TELEPHONE SERVICE AT THE DEPARTMENT OF LIMA AND AT
                       THE CALLAO CONSTITUTIONAL PROVINCE

Know all men by these presents, the addendum to the Concession Agreement for
Carrier Service and Local Telephone Service at the Department of Lima and at the
Callao Constitutiana Province made by the MINISTRY OF TRANSPORT AND
COMMUNICATIONS, HOUSING, AND CONSTRUCTION, hereinafter "THE MINISTRY",
represented by Mr. CARLOS VALDEZ VELASQUEZ-LOPEZ, Head of the Telecommunications
Concessions Specialized Unit, identified by Voting Card No. 10828330, with
address at Av. 28 de Julio No. 800, Lima 1, duly authorized by Ministerial
Resolution to execute this addendum, as party of the first part, and TELEFONICA
DEL PERU S.A.A., with legal address at Av. Arequipa No. 1155, 8vo. Piso, Santa
Beatriz, in the Province and Department of Lima, represented by Mrs. HORTENCIA
REBECA ROZAS OLIVERA, Regulation Manager, identified by Voting Card No.
10475677, sufficiently empowered to execute this addendum as evidenced in entry
C42 of Item No. 11015766 of the Register of Legal Entities from Lima, which
hereinafter, for purposes hereof, will be referred to as the "LICENSEE
CORPORATION", as party of the second part, under the following terms and
conditions:

ONE.-  RECITALS
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1.   By means of Supreme Decree No. 011-94-TCC of May 13, 1994, approval was
     granted to the concession agreement in favor of Compania Peruana de
     Telefonos S.A. (CPT) for the provision of Carrier Service and Local
     Telephone Service  at the Department of Lima and at the Callao
     Constitutiana Province over a twenty-year term. This contract was executed
     on  May 16, 1994 and the holder thereof is TELEFONICA DEL PERU S.A.A.

2.   Article four of the mentioned concession agreement authorizes the licensee
     corporation to request the gradual renewal of the concession term, for up
     to five-year additional periods to the 20-year concession term.

3.   On December 24, 1998, the LICENSEE CORPORATION requested the gradual
     renewal of the concession term granted through Supreme Decree No.
     011-94-TCC, amended by Supreme Decree No. 021-98-MTC.

4.   By means of Ministerial Resolution No. 272-99-MTC/15.03, approval was
     granted to the gradual renewal for a five-year additional period to the
     20-year concession term.

TWO.- PURPOSE
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By means of this Addendum, the concession term of the LICENSEE CORPORATION is
modified for an additional five-year period to the 20-year concession term
granted through Supreme Decree No. 011-94-TCC and counted as from the effective
date (June 27, 1994).

Consistent with it, the additional period to the concession term is now
comprised between June 27 of year 2014 and June 27 of year 2019.

THREE.- TERMS AND TIME PERIODS
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The LICENSEE CORPORATION will continue rendering the GRANTED SERVICE under the
terms established in the Concession Agreement approved by Supreme Decree No.
011-94-TCC and amended by Supreme Decree No. 021-98-MTC, all of which
particulars remain unchanged to the extent they do not oppose this Addendum.

FOUR.-

At the request of either party, this addendum will be converted into a Public
Deed. The cost of the conversion shall be borne by whomever requests same.

Signed in Lima, on the twenty-second (22nd) day of the month of November, 1999,
in three (3) original copies of identical tenor and value.

/s/                                         /s/
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THE MINISTRY OF TRANSPORT,                  THE LICENSEE CORPORATION
COMMUNICATIONS, HOUSING,
AND CONSTRUCTION

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