Result of Meeting

Banco Bilbao Vizcaya Argentaria SA
02 December 2004





'BBVA, S.A.', in compliance with article 82 of the Spanish Securities and
Exchange Commission Act (Ley de Mercado de Valores), hereby reports the
following:


                               SIGNIFICANT EVENT



The Board of Directors of BBVA, at a meeting held today, 2nd December 2004, has
unanimously agreed to report certain events and opinions to the public,
including the following:



  • Last week the chairman of SACYR VALLEHERMOSO informed the chief operating
    officer of BBVA, of its decision to acquire an interest in BBVA's capital
    and to appoint representatives to its board of directors. In a later
    telephone conversation between the chairmen of both organisations it was
    agreed to hold a meeting today at 10 am to learn the details and discuss the
    matter. At the request of Mr Luis del Rivero this meeting was cancelled
    until further notice. In view of the various relevant events which SACYR
    VALLEHERMOSO has reported to the securities markets in recent days, the
    board therefore feels it necessary to make its own position public.


  • The board of directors confirms its absolute confidence in BBVA's business
    plans and business model as directed by the current management team.


  • The board believes that SACYR VALLEHERMOSO's pretensions, as stated in
    recent communications to the market, are not in the best interests of BBVA,
    its shareholders, employees and customers. Furthermore they are not in
    accordance with the model of corporate governance adopted by the Bank - in
    line with the strictest international recommendations.


      • According to the notifications made to the markets and to the relevant
        supervisory bodies, SACYR VALLEHERMOSO wishes to acquire about 3.1% of
        BBVA's share capital. Together with the agreements it claims to have
        made with other investors which are supposedly also prepared to purchase
        shares, it would hold 3.6%. This holding however would not entitle such
        a group of shareholders to elect a single person to the bank's board of
        directors. For this purpose it would be necessary to control at least
        6.25% of share capital and to meet the other legal requirements.


                Consequently, any membership of the board of directors must be
                justified by reasons other than the number of share held, and
                these reasons must make such membership advisable or appropriate
                in the interests of the bank. As explained below, the board
                doubts that such reasons exist.



      • The proposed membership would not contribute additional stability to
        the structure of the bank's shareholdings. It is also difficult to
        imagine that a company the size of SACYR VALLEHERMOSO, for which the
        proposed investment represents approximately 75% of current equity,
        would be able to guarantee a permanent, continuous and non-speculative
        presence on the board. In reality this holding would be subject to the
        eventual vicissitudes of its main line of business and to the structure
        of SACYR VALLEHERMOSO's shareholders. It could not therefore be
        considered as a relevant shareholder for an entity that enjoys the size
        and importance of BBVA in the markets in which it operates.


      • It is also important to point out that acceptance of the proposal on
        membership of the board under the published terms would be contrary to
        BBVA's model of corporate governance. This model strictly regulates
        possible conflicts of interest between directors and company.


            In particular, the presence of shareholders and directors of SACYR
            VALLEHERMOSO who are also linked to SANTANDER CENTRAL HISPANO, to
            CAIXA GALICIA and to other savings banks that directly compete with
            BBVA, could lead to conflicts of interest that would be difficult to
            reconcile with the above-mentioned principles of corporate
            governance.




In view of the above, the board - in defence of the corporate interest and that
of its shareholders - believes that there are no motives for considering any
eventual request from SACYR VALLEHERMOSO regarding board membership if the
announced investment takes place.







                                                       Madrid, 2nd December 2004



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