Banco Bilbao Vizcaya Argentaria, S.A.


Banco Bilbao Vizcaya Argentaria, S.A. (“BBVA”), pursuant to the provisions of
the Spanish Securities Market Act, proceeds by means of the present document to
notify the following

RELEVANT EVENT

BBVA has entered into an agreement with the major shareholders of the Turkish
bank, Turkiye Garanti Bankasi, A.S. (“Garanti Bank”): (i) the Turkish group
Dogus: Dogus Holding A.S., Dogus Nakliyat ve Ticaret A.S. and Dogus Arastırma
Gelistirme ve Musavirlik Hizmetleri A.S (jointly, “Dogus”) and (ii) the General
Electric group by means of its subsidiaries, GE Capital Corporation and GE
Araştırma ve Müşavirlik Limited Sirketi (jointly, “GE”) for:

I.	The acquisition of 24.8902% of the total issued share capital of Garanti
Bank, for a total price of 5,838 MM USD (equivalent to, approximately, a total
aggregate amount of 4,195 MM € and a total of 8 Turkish Lira  per share ) (the
“Acquisition”).

The Acquisition shall be structured by means of the two acquisitions described
herein below, which effects are interconditional (such that none of acquisitions
shall be completed if both are not completed):

(i)	BBVA shall purchase from Dogus Holding A.S., 26,418,840,000 shares
representing 6.2902% of the share capital of Garanti Bank for a total amount of
2,062 MM USD (equivalent to, approximately, 11.18 Turkish Lira per share); and

(ii)	BBVA shall purchase from GE, in total, 78,120,000,000 shares representing
18.60% of the share capital of Garanti Bank for a total amount of 3,776 MM USD
(equivalent to, approximately, 6.92 Turkish Lira per share).

Upon completion of the Acquisition, the shareholding structure of Garanti Bank,
assuming no capital increases, would be as follows:


		Percentage of shares
         BBVA	            24.8902%
         Doğuş Group 	    24.8902%
         Others	            50.2196%
         Total	           100%

Garanti Bank is the second largest private bank in Turkey in terms of assets
with the equivalent of €60 Bn in assets as of June 30, 2010. Garanti Bank has
approximately 21,000 employees and a commercial network with 837 branches and
more than 3,000 cash dispensers. Garanti Bank provides financial services to
more than 9.5 million clients in the retail, small and medium entities and large
corporations’ market segments. Subsidiaries of Garanti Bank also carry out
activities in the following business areas: credit cards and other payment
systems, leasing, factoring, brokerage, asset management and pension funds.
Garanti Bank is the largest financial entity in Turkey in terms of market share
in the following sectors: loans (14%) and credit cards (18%). Garanti Bank is
the third bank in deposits (12.4%).

Garanti Bank also carries out activities in countries other than Turkey, being
mainly Romania where Garanti Bank has had a presence since 1998 and where it
currently provides financial services both to individuals and companies.

Garanti Bank is a company listed on the Istanbul Stock Exchange with a market
capitalization of the equivalent to € 19Bn as of October 29, 2010.

II.	The execution of a Shareholders Agreement (“SHA”) with Dogus to co-ordinate
the management of Garanti Bank, which will come into force upon the closing of
the acquisition of the 24.8902% stake abovementioned and upon termination of the
shareholders agreement currently in force between Dogus and the General Electric
group. The main features of the SHA are as follows:

1)	Corporate Governance

The SHA provides for the joint management of Garanti Bank by both shareholders,
BBVA and Dogus, which together will hold 49.7804% of the share capital. The
agreement distinguishes two phases (“Phase I” and ”Phase II”) in the management
of the bank, with a step up in rights for BBVA in Phase II:

a)	Phase I: In this phase the two shareholders will have the same number of
voting rights in the share capital of Garanti Bank, and the corporate bodies
will operate as follows:

•	The Board of Directors: The Board of Directors of Garanti Bank (the “Board”)
will be composed of 9 members, 4 appointed by each party and the ninth member
will be the CEO, appointed by mutual agreement from among the candidates
proposed by Dogus. The Chairman of the Board will be elected from among the
directors appointed by Dogus. The quorum necessary to convene the meetings will
be 6 directors, and decisions will require the favorable vote of at least 6
directors.

•	The Credit Committee: The Credit Committee will be composed of 4 members (in
addition to the Chief Executive Officer) with each party appointing 2 members.

•	The Audit Committee: The Audit Committee will be composed of 2 members with
each party appointing 1 member.

•	Reserved matters: The SHA provides that for the approval of material decisions
relating to Garanti Bank, either at Board or general assembly of shareholders
level, prior agreement among the parties will be necessary.

•	Voting Rights: In the event that one of the parties acquires further shares
during this Phase I, such party will be obliged to offer to the other party the
option to acquire, at the same price, half of the shares it has acquired. If the
other party chooses not to acquire them, the acquiring party will nevertheless
be obliged to grant the other party voting rights over 50% of the shares
acquired until the end of this phase. This is intended to ensure that the voting
rights of both parties remain equal while in this Phase I.

b)	Phase II: Phase II will only commence when any of the following triggering
events occur: (i) BBVA exercises its call option to purchase certain shares of
Garanti, as described below, (ii) Dogus sells to BBVA any of the shares in
Garanti Bank that it holds at the time of execution of the SHA, or (iii) the
difference between the shareholding of BBVA and Dogus in Garanti Bank exceeds
15% of the bank’s capital for some reasons different than the purchase by BBVA
of shares of Garanti Bank from Dogus.

In this Phase II, the SHA grants BBVA broader rights in the appointment of Board
members and in the management of Garanti Bank, while Dogus will maintain certain
rights according to the level of the stake it maintains in Garanti Bank.

•	Board of Directors: the composition of the Board will be determined in
proportion to the shareholding that Dogus retains in Garanti Bank as described
below:

Dogus Shareholding	    Board Composition	           Number of Directors
in Garanti Bank
15% or more of the shares	6 of the Directors to be             9
                                elected will be BBVA designees

                                3 of the Directors to be
                                elected will be Dogus designees

In excess of 9.95% of the                                            9
shares and less than 15% of the shares
	                        7 of the Directors to be elected
                                will be BBVA designees

                                2 of the Directors to be elected
                                will be Dogus designees

9.95% of the shares	        8 of the Directors to be elected     9
                                will be BBVA designees

                                1 of the Directors to be elected
                                will be Dogus designee

Less than 9.95% of the shares	All of the Directors to be elected
                                will be designated by BBVA

•	So long as Dogus holds at least 15% of the shares in the share capital of
Garanti Bank, the CEO will be jointly selected by BBVA and Dogus from among the
candidates proposed by BBVA. If Dogus’ stake falls below 15%, BBVA shall
determine the appointment of the CEO.

•	So long as Dogus holds at least 15% of the shares in the capital of Garanti
Bank, the Credit Committee will be composed (in addition to the Chief Executive
Officer) of 2 members being appointed by BBVA and 1 member by Dogus.

•	In this Phase II, the Chairman of the Board will be chosen from among the
candidates proposed by BBVA.

•	During Phase II, the quorum and voting majorities for the approval of
decisions at Board level will be as per Phase I.

•	Reserved matters: Due to Dogus’ shareholding in Garanti Bank, the SHA provides
for a list of reserved matters, either at Board or general assembly of
shareholders level, that require prior agreement among the parties for the
approval of decisions. Where Dogus owns 15% or more of the shares, its agreement
will be necessary for the approval of relevant decisions in similar terms as
that for Phase I (being among others: changes to the By-laws of Garanti Bank,
regulation of the rights under the shares, dividend distribution policy,
approval of the annual budget and business plan, capital increases, changing the
number of directors on the board of directors or changing its meeting and
decision quorums, approving any board compensation plans, appointing the
non-board executives of Garanti Bank and its material subsidiaries, with limited
exceptions, appointing the directors in the material subsidiaries in the
proportion as in the Garanti Bank, approving transactions with related parties
and material acquisitions or disposals). Where Dogus’ shareholding in Garanti
Bank is higher than 9.95% but less than 15%, its consent will continue to be
required for a number of decisions such as dividend distribution policy,
restricting preemptive rights in capital increases, changing rights attached to
the shares, the disposal or discontinuance of, or material changes to any line
of business or regarding the disposal of significant assets of Garanti Bank.

2)	Share Transfers / Adherence to the SHA

•	Lock up period: The parties will not be allowed to sell their shares in
Garanti Bank to a third party during the first three years following completion
of the Acquisition.

•	Right of first offer: If, after the first three years following completion of
the Acquisition, one of the parties wishes to sell all or part of its shares to
a third party, then the other party will be entitled to a right of first offer
over such shares, provided that such party holds at least 10% of Garanti Bank’s
share capital. The right of first offer will cease to apply if the selling
shareholder owns 50% or more of Garanti Bank’s share capital. The parties are
obliged to respect each other’s right of first offer even when they intend to
sell the shares through a public offering or a private placement.

•	Tag Along Right: If a party sells its shares to a third party, the other party
can force the selling party to procure that the third party purchaser purchases
the non-selling party’s shares too, on the same terms that the selling party’s
shares are sold.

•	Adherence to the Agreement: If, after the first three years following
completion of the Acquisition, one of the parties sells all or a part of the
shares it owns to a third party, it is obliged to procure that such third party
adheres to and becomes bound by the provisions of the SHA subject to certain
limited exceptions.

•	Call Option:

o	A call option will be available to BBVA to enable it to call 1% of Garanti
Bank shares from Dogus. The call option may be exercised by BBVA any time from
the earlier of:

•	the fifth anniversary of the enter into force of the SHA, or

•	sale by Dogus of all or part of the shares it owns in Garanti Bank as of the
date of the SHA (and not the shares it purchases from third parties within the
term of the SHA) to a third party.

o	The price for the call is the weighted average market price of Garanti Bank’s
shares over the last 30 trading days before the call option exercise notice is
delivered.

III.	Regulatory consents: Completion of the Acquisition and the entry into force
of the SHA, will be conditional, amongst other things, on the obtaining of all
necessary regulatory consents from the relevant Turkish, Spanish, European Union
and other jurisdictions’ regulatory authorities.

Madrid, November 2, 2010

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

		Banco Bilbao Vizcaya Argentaria, S.A.

Date: 11/02/2010	By:	Javier MALAGON NAVAS
	Name:	Javier MALAGON NAVAS
	Title:	Authorized representative

-----END PRIVACY-ENHANCED MESSAGE-----

Banco Bilbao Vizcaya Argentaria, S.A. ———————————————————————————————————
(Translation of registrant’s name into English)

Kingdom of Spain ———————————————————————————————————
(Jurisdiction of incorporation or organization)

Plaza San Nicolás 4 48005 - BILBAO (SPAIN)
——————————————————————————————————— (Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F: [x] Form 20-F [ ] Form 40-F

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): [ ]

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): [ ]

Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934: [ ] Yes [x] No