Notice of General Meeting

Banco Bilbao Vizcaya Argentaria SA
24 January 2001


RELEVANT EVENT

According to the article 82 of the Law of the Securities Market, BANCO BILBAO
VIZCAYA ARGENTARIA, S.A. announces that this company resolved to convene an
Ordinary General Meeting of Shareholders in the meeting held yesterday by the
Board of Directors, to be held on March 9th 2001 in first convening and, in its
case, on the following day, March 10th in second convening, in order to
deliberate and decide about the adjoined agenda.

Madrid, January 24th 2001


               ORDINARY GENERAL MEETING OF SHAREHOLDERS

                                   Agenda

FIRST - Review, and if pertinent, approval of the Annual Accounts (Balance 
Sheet Profit and Loss Account and Annual Report) and Management Report, of the 
Banco Bilbao Vizcaya Argentaria, S,A. and its Consolidated Financial Group.
Allocation of the profit; distribution of the dividend.  Approval of the
management of the company.  All the aforementioned referring to the year ended
December 31, 2000.

SECOND - Increase the share capital of the Banco Bilbao Vizcaya Argentaria, 
S.A. for a nominal amount of 21,746,121.60 euros, by the issue of new ordinary
shares,  with an exclusion of the preferential subscription right, to attend
to the share exchange established for the public offering of shares and American
Depositary Shares of the BBVA Banco Frances, S.A., with the expectation
that this increase is to be under subscribed. Delegation in the Board of
Directors of the power to set the date on which the agreement is to take
effect, whether it is to be totally or partly fulfilled, within the agreed
amount and in accordance with the results of the aforementioned public
offering, and also to determine the terms of the capital increase not agreed on
by the Meeting and, specifically, to decide the amount of the final capital
increase to be carried out; in any event, the value of the new shares is to be
greater than their net equity value. It is also to be granted power to reword
article  5 of the Articles of Association insofar as concerns the share capital.
Request for the new shares to be listed on the stock exchange.

THIRD - Delegation of powers to request that the Banco Bilbao Vizcaya
Argentaria, S.A. shares be listed on/excluded from Foreign Stock Exchanges.

FOURTH - Voiding the agreement of the General Ordinary Meeting held on
April 17, 2000, to increase the share capital by a nominal value of 782,983,750
euros, by means of the issue of new ordinary shares, delegating to the Board of
Directors the faculty of setting the date on which the resolution to increase
the share capital is to take effect, in full or in part within the agreed upon
amount and within a time period of less than a year, or even to abstain from
carrying it out, and to establish the terms for all that is not determined by
the resolution reached at the General Meeting, also, authorising it to reword
article 5 of the Articles of Association insofar as the share capital is
concerned.

FIFTH - Authorisation to enable the Company to buy back treasury stock,
either directly or through other Group companies, in accordance with the
provisions of Section 75 of the Reworded Text of the Companies' Act (Ley de
Sociedades Anonimas), establishing any restrictions or requirements for this
type of purchase, and with express power to reduce the share capital for
writing off treasury stock, delegating to the Board of Directors the powers
needed to carry out the resolutions arrived at by the Meeting to this effect,
voiding the authorisation given by the General Shareholders' Meeting held on
April 17, 2000:

SIXTH - Transfer the freely distributable reserves to a special fund for
covering the costs of an extraordinary early retirement plan, in the amount and 
on the terms authorised, as the case may be, by the Bank of Spain.

SEVENTH - Modification of Article 23 of the Articles of Association, (Right of
Attendance).

EIGHTH - Re-election of the members of the Board of Directors.

NINTH - Re-election of the Auditors for the accounts of the year 2001.

TENTH -  Delegation  of  powers to the Board of Directors,  with  the  power  to
appoint substitutes, formalise,  remedy, interpret and carry out the resolutions
arrived at by the General Meeting.

ELEVENTH - Approval of the Minutes of the meeting.