BBVA - Press Room

• The shareholders will have to approve the merger of Banco de Crédito Local and BBVA Factoring with BBVA

Today, BBVA’s Board of Directors reviewed the Group’s remuneration policy and decided to freeze the compensation of BBVA’s senior management in 2009. The Board also approved at its regular meeting to call the Annual General Shareholders’ Meeting scheduled for next March 13 at second call in Bilbao.

The decision to freeze the senior management’s compensation is one of several prudent and austere measures being implemented at all levels of the Group in response to the new economic and financial environment.

Under this new policy, BBVA has decided not to increase the compensation of its senior management in 2009 at all. This measure will affect all corporate directors, including executive directors (chairman, chief executive officer and general secretary) and members of the management committee.

The 2009 compensation freeze will apply to both fixed compensation and the base figure used to determine annual variable compensation.

The Group has some 300 corporate directors worldwide and the measure will apply to all, notwithstanding specific adjustments that may be advisable in certain markets given their individual macroeconomic conditions.

According to the agenda adopted by the Board, which was today forwarded to Spain’s securities market commission, the Comisión Nacional del Mercado de Valores, the shareholders at the General Shareholders’ Meeting to be held on March 13 will consider the liquidation of the 2006-2008 long-term stock-based compensation Plan and approve a new stock-based variable compensation program for 2009 to 2010.

Another item of business on the agenda is the merger project to absorb Banco de Crédito Local and BBVA Factoring into BBVA.

The remaining items of business include the approval of the financial statements and management report for 2008, the payment of complementary stock-based compensation in addition to the 2008 dividend and a change in the bylaws that will include this option.