August 14, 2006

Via U.S. Mail and Facsimile

Francisco Gonzalez Rodriguez
Chief Executive Officer
Banco Bilbao Vizcaya Argentaria, S.A.
Plaza de San Nicolas 4
48005 Bilbao
Spain


RE:		Banco Bilbao Vizcaya Argentaria, S.A.
		Form 20-F for the fiscal year ended December 31, 2005
		File No. 1-10110

Dear Mr. Gonzalez Rodriguez:

      We have limited our review of your Form 20-F for the fiscal
year ended December 31, 2005, to disclosures relating to your
contacts with countries that have been identified as state
sponsors
of terrorism, and will make no further review of those forms.  Our
review with respect to this issue does not preclude further review
by
the Assistant Director group with respect to other issues.  At
this
juncture, we are asking you to provide us with supplemental
information, so that we may better understand your disclosure.
Please be as detailed as necessary in your response. After
reviewing
this information, we may raise additional comments.

      Please understand that the purpose of our review process is
to
assist you in your compliance with the applicable disclosure
requirements and to enhance the overall disclosure in your
filings.
We look forward to working with you in these respects.  We welcome
any questions you may have about our comments or on any other
aspect
of our review.  Feel free to call us at the telephone numbers
listed
at the end of this letter.


General -

1. We note that on page 91 of your 20-F you state that you have
employees in Cuba and Iran. Part III of Exhibit 8.1 to the 20-F
indicates that you use the equity method to account for your
interest
in a Cuban company, Aurea, S.A.  We also note a March 15, 2005,
news
article that states a subsidiary of BBVA and the Export
Development
Bank of Iran will jointly finance importing from Iran.  In
addition,
we note that you state on your website that you have operations in
Cuba and Iran.

	In light of the fact that Cuba and Iran are countries
identified
by the U.S. State Department as state sponsors of terrorism, and
subject to U.S. economic sanctions, please describe for us the
extent
and nature of your past, current, and anticipated contacts with
those
countries, whether through subsidiaries, affiliates, or other
direct
or indirect arrangements.  Discuss financing and/or other services
provided to, and other contacts with, the governments of these
countries, including government-owned or controlled entities, as
well
as with private parties in these countries.  Please also describe
any
potential or actual financing related to dual use or military use
products.

2. Discuss for us the materiality to you of your contacts with
Cuba
and Iran, individually and in the aggregate, and whether those
contacts, individually or in the aggregate, constitute a material
investment risk for your security holders.  Please address
materiality in quantitative terms, including the dollar amounts of
any associated assets and liabilities, and revenues.  Please also
address materiality in terms of qualitative factors that a
reasonable
investor would deem important in making an investment decision,
including the potential impact of corporate activities upon a
company`s reputation and share value.

We note, for example, that Arizona and Louisiana have adopted
legislation that requires their state retirement systems to
prepare
reports regarding state pension fund assets invested in, and/or
permits divestment of state pension fund assets from, companies
that
do business with U.S.-designated state sponsors of terrorism.  The
Pennsylvania legislature has adopted a resolution directing its
Legislative Budget and Finance Committee to report annually to the
General Assembly regarding state funds invested in companies that
have ties to terrorist-sponsoring countries.  The Missouri
Investment
Trust has established an equity fund for the investment of certain
state-held monies that screens out stocks of companies that do
business with U.S.-designated state sponsors of terrorism.  Your
materiality analysis should address the potential impact of the
investor sentiment evidenced by such actions directed toward
companies that operate in Cuba and Iran.


Closing Comments

      Please respond to this comment within 10 business days or
tell
us when you will provide us with a response.  Please file your
response letter on EDGAR.

      We urge all persons who are responsible for the accuracy and
adequacy of the disclosure in the filings to be certain that the
filings include all information required under the Exchange Act of
1934 and that they have provided all information investors require
for an informed investment decision.  Since the company and its
management are in possession of all facts relating to the
company`s
disclosure, they are responsible for the accuracy and adequacy of
the
disclosures they have made.

      In connection with responding to our comment, please
provide,
in writing, a statement from the company acknowledging that:

the company is responsible for the adequacy and accuracy of the
disclosure in the filings;

staff comments or changes to disclosure in response to staff
comments
do not foreclose the Commission from taking any action with
respect
to the filings; and

the company may not assert staff comments as a defense in any
proceeding initiated by the Commission or any person under the
federal securities laws of the United States.

In addition, please be advised that the Division of Enforcement
has
access to all information you provide to the staff of the Division
of
Corporation Finance in our review of your filings or in response
to
our comments on your filings.

      Please understand that we may have additional comments after
we
review your response to our comment.  Please contact Jack
Guggenheim
at (202) 551-3523 if you have any questions about the comment or
our
review.  You may also contact me at (202) 551-3470.
								Sincerely,


								Cecilia D. Blye, Chief
								Office of Global Security
Risk

cc: 	Todd Schiffman
		Division of Corporation Finance