Disposal

Banco Santander Central Hispano SA
29 January 2007

                                  MATERIAL FACT
                                        


Grupo Santander hereby notifies that it has reached today an agreement with
Banco Comercial Portugues for the sale to the latter institution of 44.6 million
shares of the Portuguese bank BPI, representing 5.87% of BPI's capital, at a
price of 5.70 euros per share, the bid BCP has made in its pending public offer
over BPI, or higher should BCP revise its public offer bid upwards.


The sale may be executed in one or several tranches. When completed, which is
expected to take place in the next few months, it will generate for Grupo
Santander a net capital gain of euros 88 million approximately.



Grupo Santander also notifies that today Banco Comercial Portugues' CEO has
expressed to Banco Santander Totta's CEO the commitment to award Grupo Santander
a qualified right on any disposal of assets it might have to make in Portugal as
a condition set by the Portuguese Competition Authority to allow its bid over
BPI to proceed.


The aforementioned agreement is subject to the necessary legal and regulatory
approvals and no mandatory impact in the offer conditions BCP's public takeover
bid over BPI.


                                 Boadilla del Monte (Madrid), January 29th, 2007



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