49AF Bbva Int'l

RNS Number:3473S
BBVA International Pref S.A
15 April 2008


                                   Regarding

  600,000 BBVA International Preferred, S.A. Unipersonal Series C $600,000,000
Fixed/Floating Rate Non-Cumulative Guaranteed Preferred Securities (liquidation
  preference $1,000 per security) fully and unconditionally guaranteed to the
  extent described in the prospectus referred to below by Banco Bilbao Vizcaya
    Argentaria, S.A., which were previously sold in transactions exempt from
                 registration under the Securities Act of 1933
                (the "Restricted Series C Preferred Securities")

              CUSIP                                 Amount Accepted for
                                                    Exchange

                                     ISIN

            05530RAA6            US05530RAA68           $600,000,000


BBVA International Preferred, S.A. Unipersonal ("BBVA International Preferred")
invited owners of all outstanding Restricted Series C Preferred Securities to
tender their Restricted Series C Preferred Securities to BBVA International
Preferred in exchange for an aggregate of 600,000 BBVA International Preferred
Series C Fixed-to-Floating Rate Non-Cumulative Guaranteed Preferred Securities
(liquidation preference $1,000 per security) fully and unconditionally
guaranteed by Banco Bilbao Vizcaya Argentaria, S.A. to the extent described in
the prospectus referred to below, which, along with the guarantee, have been
registered under the Securities Act of 1933, as amended, CUSIP 05530RAB4 / ISIN
US05530RAB42. This offer was made pursuant to BBVA International Preferred's
prospectus dated March 13, 2008 (the "Exchange Offer").  The Exchange Offer
expired at 5:00 p.m. New York City time on April 14, 2008.  Capitalized terms
not otherwise defined in this Notice shall have the meanings set forth in the
prospectus.

Restricted Series C Preferred Securities Accepted for Exchange

BBVA International Preferred has accepted for exchange all of the Restricted
Series C Preferred Securities validly tendered for exchange and not withdrawn
subject to the terms and conditions in the Prospectus as of the Exchange Offer
Expiry Date.


Other

The Exchange Settlement Date remains April 18, 2008 subject to change as
provided in the Prospectus. For further information concerning this Notice,
please contact the Tax Certification and Exchange Agent:


In New York:                              In London:

Acupay System LLC                         Acupay System LLC

Attention: Rosa Lopez                     Attention: Maria Mercedes

30 Broad Street - 46th Floor              First Floor, 28 Throgmorton Street

New York, New York 10004                  London EC2N 2AN

USA                                       United Kingdom

Telephone: 1-212-422-1222                 Telephone: 44-(0)-207-382-0340

Fax: 1-212-422-0790                       Fax: 44-(0)-207-256-7571

E-Mail: info@acupay.com

Website: www.acupaysystem.com/BBVAPreferred

The date of this Notice is April 15, 2008.


                      This information is provided by RNS
            The company news service from the London Stock Exchange
END

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