Stabilisation Notice

RNS Number:1047R
Barclays Capital
09 September 2005

9 September 2005

Not for distribution, directly or indirectly, in or into the United States or
any jurisdiction in which such distribution would be unlawful.

                 BBVA International Preferred S.A. Unipersonal

                              Stabilisation Notice

Barclays Capital  (contact: Mark Geller; telephone: [phone]) hereby gives
notice that the Stabilising Manager(s) named below may stabilise the offer of
the following securities in accordance with Commission Regulation (EC) No. 2273/
2003 implementing the Market Abuse Directive (2003/6/EC).

The securities:

Issuer:                         BBVA International Preferred S.A. Unipersonal

Guarantor (if any):             BBVA S.A.

Aggregate nominal amount:       EURO 550 million

Description:                    3.798% Ann. Perpetual Fixed Rate Notes
                                (Callable, First Call 22 September 2015)

Offer price:                    100.00

Stabilisation:

Stabilising Manager(s):         Barclays Capital; 5 The North Colonnade; London E14 4BB
                                BBVA; 108 Cannon Street; London EC4N 6EU
                                Citigroup; 33 Canada Square; Canary Wharf; London E14 5LB
                                Lehman Brothers; 25 Bank Street, 30th Floor; London E14 5LE
                                Merrill Lynch; 2 King Edward Street; London EC1A 1HQ

Stabilisation period expected   The date of this announcement
to start on:

Stabilisation period expected   21 October 2005 (30 days after the proposed issue date of the
to end no later than:           securities)

Maximum size of over-allotment  5% of the aggregate nominal amount stated above.
facility:



In connection with the offer of the above securities, the Stabilising Manager(s)
may over-allot the securities or effect transactions with a view to supporting
the market price of the securities at a level higher than that which might
otherwise prevail. However, there is no assurance that the Stabilising Manager
(s) will take any stabilisation action and any stabilisation action, if begun,
may be ended at any time.

This announcement is for information purposes only and does not constitute an
invitation or offer to underwrite, subscribe for or otherwise acquire or dispose
of any securities of the Issuer in any jurisdiction.

This announcement and the offer of the securities to which it relates are only
addressed to and directed at persons outside the United Kingdom and persons in
the United Kingdom who have professional experience in matters related to
investments or who are high net worth persons within article 12(5) of the
Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 and
must not be acted on or relied on by other persons in the United Kingdom.

In addition, if and to the extent that this announcement is communicated in, or
the offer of the securities to which it relates is made in, any EEA Member State
that has implemented Directive 2003/71/EC (together with any applicable
implementing measures in any Member State, the "Prospectus Directive") before
the publication of a prospectus in relation to the securities which has been
approved by the competent authority in that Member State in accordance with the
Prospectus Directive (or which has been approved by a competent authority in
another Member State and notified to the competent authority in that Member
State in accordance with the Prospectus Directive), this announcement and the
offer are only addressed to and directed at persons in that Member State who are
qualified investors within the meaning of the Prospectus Directive (or who are
other persons to whom the offer may lawfully be addressed) and must not be acted
on or relied on by other persons in that Member State.

This announcement is not an offer of securities for sale into the United States.
The securities have not been, and will not be, registered under the United
States Securities Act of 1933 and may not be offered or sold in the United
States absent registration or an exemption from registration.  There will be no
public offer of securities in the United States.


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