Re Directorate

Banco Bilbao Vizcaya Argentaria SA
18 December 2001


                BBVA'S BOARD OF DIRECTORS APPROVES THE END 
           OF THE TRANSITIONAL PERIOD AND ACCEPTS THE RESIGNATION 
                OF EMILIO YBARRA AND PEDRO LUIS URIARTE

Jose Ignacio Goirigolzarri appointed as Managing Director (CEO) by proposal of 
BBVA Chairman, Francisco Gonzalez, with the consensus of Emilio Ybarra.

Gonzalez and Goirigolzarri will present to the Board of Directors in the coming 
days the new management organization chart which will lead the new era of the 
bank.


BBVA'S Board of Directors approved yesterday to push forward by three months the
end of the transitional period provided for in the merger resolutions and 
accepted the resignation of Co-Chairman Emilio Ybarra and of Vice Chairman and 
Managing Director (CEO) Pedro Luis Uriarte. In addition, at the proposal of 
Francisco Gonzalez, BBVA Chairman, and with the consensus of Emilio Ybarra, the 
Board appointed Jose Ignacio Goirigolzarri as the Group's new Managing Director 
(CEO).

With these decisions; BBVA considers the merger process definitively concluded, 
and now enters a new era, within the line of continuity with the Group's 
strategy. Francisco Gonzalez, who remains as the sole Chairman, and Jose Ignacio
Goirigolzarri, Managing Director (CEO), will present at an upcoming Board of 
Directors meeting the bank's new executive organization chart which will develop
the bank's strategy for the coming years.

During the Board of Directors meeting, Co-chairman Emilio Ybarra proposed 
pushing forward by three months the end of the transitional period provided for 
in the merger resolutions and tendered his resignation from office at the 
meeting. Vice Chairman and Managing Director (CEO) Pedro Luis Uriarte also 
tendered his resignation. Both proposals were approved.

Francisco Gonzalez, who remains as BBVA'S sole Chairman, proposed, in agreement 
with Emilio Ybarra, as the new Managing Director (CEO), Jose Ignacio 
Goirigolzarri, present Director General of the BBVA Group, responsible for 
Retail Banking. This proposal was also approved by the Board of Directors.

With these measures, BBVA considers the integration process begun on October 19,
1999, which has been characterized by the early completion of the plans 
contemplated in the initial project, as definitively concluded.

The merger resolutions established a transitional period with two Chairmen, 
which period was to conclude at the 2002 General Shareholders' Meeting to be 
held on March 9. Nevertheless, Emilio Ybarra has decided to propose pushing 
forward the end of this period, given that the concept of two Chairmen was posed
in order to manage the integration, which has been successfully completed ahead 
of schedule.

Likewise, Emilio Ybarra's decision is framed within the convenience of providing
the Organization with a new, efficient organizational scheme to confront the 
challenges posed to the bank in the present worldwide scenario. Ybarra will 
continue as Co-Chairman of the BBVA Foundation and Vice Chairman of Repsol-YPF.

Along the same line, Pedro Luis Uriarte has also decided to push forward his 
departure, in order to facilitate the implementation of a new phase at BBVA, 
after the merger having been consolidated. Mr. Uriarte was one of the key 
persons responsible for its success. Uriarte will continue representing the 
Group at Telefonica.

During the last two years, Emilio Ybarra, Francisco Gonzalez and Pedro Luis 
Uriarte have managed BBVA's merger process in full consensus and with excellent 
results, as is patent in the speed and quality of the integration.

Along such line of consensus, Francisco Gonzalez and Emilio Ybarra proposed to 
the Board of Directors appointing Jose Ignacio Goirigolzarri as new Managing 
Director (CEO).

The Board of Directors expressed its appreciation to Emilio Ybarra and Pedro 
Luis Uriarte for their work and dedication throughout the years of their 
mandate.