New Group Code of Conduct

Banco Bilbao Vizcaya Argentaria SA
20 February 2003


'BBVA, S.A.', pursuant to the provisions of section 82 of the Securities Market
Act, hereby announces the following


                               SIGNIFICANT EVENT


The Board of Directors of BBVA has approved the new Group Code of Conduct in the
area of Securities Markets. This replaces the former code, which it adapts to
the Financial System Reform Measures Act. A press note is attached.


PRESS RELEASE                                                          19-2-2003


 BBVA UPDATES ITS CODE OF CONDUCT FOR SECURITIES MARKETS, AND ADAPTS IT TO THE
                                 FINANCIAL ACT


  • The Board of Directors of the Bank approves a new, more exacting
    regulation to augment investors' protection and market transparency.

  • It introduces improvements in the areas of privileged information,
    conflict of interest, manipulation of quotations, information control,
    financial analysis, and relevant information.

The Board of Directors of BBVA yesterday approved a new Code of Conduct for the
Securities Market. This increases investors' protection and market transparency,
and is consistent with the Financial System Reform Act, passed last November.

BBVA has chosen to tailor its Code of Conduct for the Securities Market to the
Act as quickly as possible, without using up the entire period of nine months
that the regulation had laid down for adaptation in the companies affected.

In this manner BBVA reaffirms its commitment to laying down internal procedures
and regulations that will ensure legal, ethical, and transparent behaviour, in
line with the broad reform of the Corporate Government System undertaken over
the past few months.

In this case the Code of Conduct for Securities Markets applies to the directors
of the Group companies affected, to Top Management, and to all executives and
employees whose activity is market-related.

Privileged information

The new Code, based on the internal regulations of BBVA approved in December
2000, introduces adaptations deriving from the Financial System Reform Act.
Also, BBVA introduces other improvements in order to adapt its Code of Conduct
to the performance of the securities markets.

The text introduces advances and modifications in the areas of privileged
information, conflict of interest, manipulation of quotations, information
control, analysis, and relevant information.

In the area of privileged information its scope is extended to include those
cases in which information affects securities or issuers, whether or not direct,
and expressly to include both negotiable securities or financial instruments
that are going to be admitted to quotation.

Also reinforced is the system of prohibitions relating to privileged
information. The prohibition against operating through OTC derivatives is
expressly included.

Another of the main novelties of the Code is more detailed regulation in the
area of quotation manipulation, with a description of the conduct classed as
manipulative under current regulations.

Where financial analysis is concerned, the new Code embraces the new legal
developments. However, it should be pointed out that in May 2002 BBVA decided to
adhere voluntarily to the regulations embodied in Rule 2711 of the United States
regarding Research, which sets forth some of the principles of the financial act
and others not included in Spanish law.

Finally, the new Code of Conduct for Securities Markets is part of the system
applying to the Significant Events of which the market is advised. It helps to
break down the information barriers between separate areas in the Group, and the
obligation to reveal conflict of interest is further stressed.

                                                              19th February 2003


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