Statement re Union Meeting

Banco Santander Central Hispano SA 31 August 2004 Banco Santander Central Hispano, S.A. NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO OR FROM THE UNITED STATES OF AMERICA, CANADA, AUSTRALIA OR JAPAN FOR IMMEDIATE RELEASE Banco Santander Central Hispano, S.A. ('Banco Santander') Statement Regarding Meeting with Union Representatives of Abbey National plc ('Abbey') In response to requests for greater detail of the meeting between the Chairman of Banco Santander, Emilio Botin, and representatives of Abbey's recognised trade union, ANGU, on 23 August 2004, Banco Santander announces the following summary of the meeting. 'The chairman of Grupo Santander, Emilio Botin, today met representatives of Abbey National plc's recognised trade union ANGU on 23 August 2004 to discuss Santander's recommended acquisition of Abbey, which was announced on 26 July 2004. Representatives of ANGU had previously met with representatives of Santander's Spanish unions in Barcelona on 13 August 2004. 'I was delighted to meet the representatives of ANGU, listen to the issues they wished to raise, and tell them more about Grupo Santander and our exciting plans for Abbey,' said Mr. Botin. 'We are very proud of our record in running successful businesses for the benefit of shareholders, customers and employees and we look forward to working with Abbey staff in the months and years to come.' Mr. Botin confirmed that: • Santander has written to the Chairman of the Trustees of Abbey's pension funds to provide reassurances that existing pension entitlements of Abbey employees will be safeguarded. • In order to implement Santander's plans for Abbey and achieve the stated run-rate cost savings of Euro 450 million in the third year following completion of the transaction, Santander envisages a reduction in the overall number of jobs at Abbey in the order of 3,000. • As a means of aligning the interests of Santander and Abbey employees, Santander intends to award Abbey employees 100 Santander shares following completion of the transaction, subject to obtaining the necessary shareholder and legal and regulatory approvals. Santander is proposing to establish an Inland Revenue approved share incentive plan in order that the award of shares can be made in a tax efficient manner. At the meeting Mr. Botin also outlined: • The reasons behind the recommended acquisition and the expected timetable for receipt of EU merger clearance next month. • Santander's plans for revitalising the Abbey franchise and the absence of any overlap between the two businesses. • Santander's success in integrating previous acquisitions outside Spain Formal documents relating to the recommended acquisition are expected to be sent to Abbey shareholders next month. Enquiries: Banco Santander Keith Grant (Head of International Media) + 34 91 289 5206 Peter Greiff (Deputy Head of International Media) + 34 91 289 5207 Maitland Angus Maitland + 44 20 7379 5151 Martin Leeburn Philip Gawith Brunswick Rurik Ingram + 44 20 7404 5959 Terms defined in the press announcement dated 26 July 2004 have the same meaning as in this announcement. Goldman Sachs International ('Goldman Sachs'), which is regulated in the United Kingdom by the Financial Services Authority, is acting exclusively for Banco Santander as joint financial adviser and no one else in connection with the Acquisition and will not be responsible to anyone other than Banco Santander for providing the protections afforded to customers of Goldman Sachs nor for providing advice in relation to the Acquisition, or any matter referred to herein. J.P. Morgan plc ('JPMorgan'), which is regulated in the United Kingdom by the Financial Services Authority, is acting exclusively for Banco Santander as joint financial adviser and no one else in connection with the Acquisition and will not be responsible to anyone other than Banco Santander for providing the protections afforded to customers of JPMorgan nor for providing advice in relation to the Acquisition, or any matter referred to herein. Merrill Lynch International ('Merrill Lynch'), which is regulated in the United Kingdom by the Financial Services Authority, is acting exclusively for Banco Santander as joint financial adviser and no one else in connection with the Acquisition and will not be responsible to anyone other than Banco Santander for providing the protections afforded to clients of Merrill Lynch nor for providing advice in relation to the Acquisition, or any matter referred to herein. The members of the Comision Ejecutiva (executive committee of the board of directors) of Banco Santander Central Hispano, S.A. and Sr. D. Juan Rodriguez Inciarte and Sr. D. Francisco Gomez Roldan, each being a senior executive of Banco Santander Central Hispano, S.A., (together the 'Relevant Santander Persons') accept responsibility for the information contained in this announcement, except that the only responsibility accepted by the Relevant Santander Persons in respect of the information contained in this announcement relating to Abbey, which has been compiled from published sources, is to ensure that such information has been correctly and fairly reproduced and presented. Subject as aforesaid, to the best of the knowledge and belief of the Relevant Santander Persons (who have taken all reasonable care to ensure that such is the case), the information contained in this announcement is in accordance with the facts and does not omit anything likely to affect the import of such information.' This information is provided by RNS The company news service from the London Stock Exchange GDIGDXGGSG
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