Call Option

Banco Santander Central Hispano SA
27 December 2002


                                 MATERIAL FACT

With respect to the Public Offering of pre-emptive subscription rights of shares
of BANCO ESPANOL DE CREDITO ('Banesto') made by BANCO SANTANDER CENTRAL HISPANO,
S.A. (the 'Offering'), which concluded on November 26th 2002 and the abbreviated
Prospectus which was filed with the Spanish National Securities Market
Commission on November 7th 2002, BANCO SANTANDER CENTRAL HISPANO, S.A. notifies
as follows:

The call option on 7,350,528 Banesto shares granted by SANTANDER CENTRAL HISPANO
INVESTMENT, S.A. to CREDIT SUISSE FIRST BOSTON EQUITIES LIMITED (the latter
acting on its own behalf and on behalf of the other Underwriters and the Placer
of the Institutional Tranches) in the underwriting agreements of the
Institutional Tranches has not been exercised. 

Madrid, December 27th 2002


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