Offer Update

Banco Bilbao Vizcaya Argentaria SA
23 March 2004




'BBVA, S.A.', pursuant to article 82 of the Spanish Securities Market Law, by
means of this communication informs the following:


                               SIGNIFICANT EVENT


BBVA informs, regarding to the significant event sent on March, 20, that
according to the information received from Bolsa Mexicana de Valores, S.A., the
final number of shares that have been tendered in the Offer to Purchase shares
representing 40.6% of the capital stock of GRUPO FINANCIERO BBVA BANCOMER, S.A.
de C.V. (BANCOMER), once the period of the offer has concluded, totaled
3,660,295,210, which represent 39.46% of the capital stock of the Mexican
financial entity.


With the acquisition of such percentage, its equity interest in the capital
stock of BANCOMER will represent 98.88%.






                                                                  March 22, 2004


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