Global Alliance

Banco Bilbao Vizcaya Argentaria SA
6 April 2000



BBVA AND TELEFONICA CONSTITUTE THE CONTROL COMMITTEE OF THEIR GLOBAL ALLIANCE

BBVA and Telefonica  constituted today the Control Committee of the Global
Alliance, signed the last 11st of February by both companies. This Committee is
headed by the Chairmen of BBVA, Emilio Ybarra and Francisco Gonzalez, and the
one of Telefonica, Juan Villalonga.  Pedro Luis Uriarte and Luis Martin de
Bustamante will coordinate the workshops. The Committee has signed, in first
meeting held this morning, the collaboration agreements linked to the business
derivated from the 'new economy'.

Furthermore, and according to the terms of the global alliance, BBVA has
proposed as new Directors of Telefonica to Pedro Luis Uriarte, Deputy Chairman
and Chief Executive Officer of BBVA, and to Jose Ignacio Goirigolzarri, General
Manager, in substitution of Francisco Gomez Roldan and Jose Maria Concejo. It
will be proposed that Pedro Luis Uriarte assumes one Deputy-Chairmanship of
Telefonica. The other Deputy-Chairmanship will be proposed to be assumed by
Javier Echenique, who will be member of the Standing Committee, as well as
Jose Maldonado.

On the other hand, The board of Directors of Telefonica will decide the person
who will be designated as Director of BBVA.

The control of the Alliance will be done by the Chairmen of both companies and
will be articulated within the Control Committee.  Apart from the Chairmen,
Pedro Luis Uriarte, Javier Echenique and Juan Asua will be members of the
mentioned Committee, from BBVA,, and Luis Martin de Bustamante, Jose Maria
Mas, Abel Linares and Rafael Hernandez from Telefonica.

In the first meeting of this Committee two relevant agreements of collaboration
have been signed in order to develop projects related to the 'new economy'.

TPI-BBVA Agreement

TPI and BBVA have reached an agreement to lead the Internet market and the
electronic business for little and medium sized companies (pymes) in Spain and
Latinamerica,  by means of the constitution of a company, that will develop a
platform of exchange of products and services.

This platform, which will become in the benchmark market for pymes, will  allow
to these companies to act as buyers and sellers of their own products and
services, which is a newness in the Spanish view of internet, since an actual
exchange centre is created.

TPI and BBVA are reaching agreements with other partners, that will be
incorporated to the new company and that will contribute with their experience
to the project, above all, bringing contents and services.

The potential of the project is demonstrated by more than 800,000 advertisers of
TPI and 350,000 customers of BBVA in the pyme sector in Spain and Latinamerica.


Site of e-procurement

Telefonica and BBVA have signed an agreement in order to create a site of  
e-procurement for big companies. This one will be one of the benchmark
sites of e-procurement in the Spanish and Portuguese spoken area.

Telefonica and BBVA will have an equal ownership.

      
BBVA and Telefonica are interested in creating an open e-marketplace, allowing 
to other big companies of the Spanish and Latinamerican market to be
shareholders.

There are advanced discussions with other potential partners, whose strategy
of business and international presence is highly coincident with the one of BBVA
and Telefonica.

       
Advances in the Strategic Alliance

In addition,  the Control Committee has confirmed the agreement for the
acquisition by BBVA of up to 20% of Atento; the sign of the agreement for the 
ownership of the bank in the partnership that, led by Telefonica, will
participate in the contests of third generation mobile lines  UMTS in Europe;
and the incorporation as relevant partner to the fund led by Telefonica,
Communicapital Partners.

Furthermore, the last 31st of March, It was signed an agreement among BBVA,
Terra, Logista and the German group Bertelsmann, for the physical distribution
of products traded through the electronic commerce - mainly in Europe and
America - and the development of the logistic operations derivated from the
operations of e-commerce among companies and people.

All these agreements confirm the level of commitment of BBVA and Telefonica for
the development of the Alliance and the high potential of generating projects of
added value for both groups.