Balance Sheet at 31 December 2010 of BBVA

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G OTHER INFORMATION OF INTEREST If you believe that there is any relevant principle or aspect regarding the corporate governance practices applied by your company that has not been discussed in this report, please mention it and explain it below. Further to section A1: The BBVA Board of Directors, 1 st November 2010, resolved under the authority conferred by the General Meeting, 11 th March 2009, to issue BBVA share capital. This issue was finally made for a nominal amount of € 364,040,190.36, by the issue and placement of 742,939,164 new ordinary shares, each with a nominal value of €0.49, of the same class and series as those already outstanding, represented by book entries. The subscription price for the new shares was €6.75, of which €0.49 represented the nominal price and €6.26 the issue premium, such that the total cash amount by which the capital was increased was €5,014,839,357. Further to section A.2: State Street Bank and Trust Co, Chase Nominees Ltd. And the Bank of New York Mellon, SA. NV as international custodian/depositary banks, on 31 st December 2010 held 7.22%, 5.95% and 3.65% of BBVA’s share capital, respectively. Regarding the positions maintained by the custodians, it is not known that there are any individual shareholders with direct or indirect holdings equal to or higher than 3% of BBVA share capital, except in the case of the company, Blackrock Inc. which, on 4 th February 2010, notified the CNMV that, as a consequence of the acquisition on 1 st December 2009 of the business of Barclays Global lnvestors (BGI), it took over an indirect stake in the BBVA share capital of 4.45%, through the company, Blackrock lnvestment Management. Further to section A.3: Pursuant to the instructions in CNMV Circular 412007, no direct holder of indirect holdings are identified from the members of the Board of Directors, as none reach the 3% threshold, or the 1% threshold applicable to residents in tax havens. Further to the section on rights to shares held by Board members: the AGM, 12 th March 2010 approved a new Multi-Year Programme for Variable Remuneration in shares for the years 2010 and 2011 for members of the BBVA management, including executive directors and members of the Management Committee. The programme allocates each beneficiary a number of units reflecting their level of responsibility, which at the end of the programme will trigger the delivery of ordinary BBVA shares as a function of the performance of BBVA’s TSR comparative to its benchmark group. The number of units allocated to executive directors under the AGM resolution, is 105,000 for the Chairman & CEO and 90,000 for the President & COO. In the Multi-Year Programme for Variable Remuneration in Shares for the years 2009 and 2010 adopted by the AGM, 13 th March 2009, 215,000 units were allocated to the Chairman & CEO and 131,707 to the President & COO. The total number of units allocated at 31 st December 2010 for the sum of both programmes was 320,000 units for the Chairman & CEO and 221,707 units for the President & COO. The former director and Company Secretary, José Maldonado Ramos, has 29,024 units allocated under the 2009/2010 Programme. Once the 2009/2010 Programme concluded, on 31 st December 2010, pursuant to the conditions established at the outset, BBVA’s TSR performance was measured against that of a peer group of 18 banks. This led to the application of a multiplier of zero to the units allocated, such that the 2009/2010 Programme has been settled without delivering any shares to the beneficiaries.For more detail about the Programmes, please refer to the note to section B.1.11. Francisco González holds 1,248,000 call options (included in the corresponding section, A.3) and 624,000 put options over shares, as recorded in the corresponding CDO forms filed with the CNMV, where the conditions of the options are described. Both the call and the put options, as a consequence of the capital increase mentioned in section AI, were subject to a technical adjustment in the number of options communicated in the corresponding declarations, with the sole object of maintaining the economic value of the option contracts. This was notified through the corresponding form for disclosure of transactions on financial instruments (Annex IV) dated 29 th November 2010, filed with the CNMV. Further to section A.5: see Note to section C (related-party transactions). WARNING: The English version is only a translation of the original in Spanish for information purposes. In case of a discrepancy, the Spanish original prevails.
Further to section A.8: With reference to the earnings obtained on the proprietary trading portfolio, standard 21 in Circular 4/2004 and IAS 32 paragraph 33, expressly forbid recognition on the income statement of profits or losses from transactions carried out with the company’s own capital instruments, including their issue and redemption. Such profits or losses are directly charged to the company’s net equity. In the table of significant changes, in the section with the date of notification, the date on which the CNMV recorded the entry of Annexes VI of transactions with treasury stock is included. The capital loss on the treasury stock given in section A8 is expressed in thousand euros. Further to section B.1.3: Francisco González was appointed BBVA director by the General Meetings for the Merger of BBV and Argentaria, 18 th December 1999 and was re-elected in 2005, pursuant to the transition provision in the company bylaws approved by the General Meetings for the Merger. Angel Cano, under the board resolution pursuant to article 2 of the Board Regulations, from the session held 29 th September 2009, with a favourable report from the Appointments & Remuneration Committee, was coopted as a member of the Board and as President & COO. Both Francisco González and Ángel Cano were later re-elected at the General Meeting, 12 th March 2010, having been given a favourable report from the Appointments & Remuneration Committee. José Maldonado was appointed as a BBVA director by the General Meetings for the Merger of BBV and Argentaria, 18 th December 1999, and was re-elected by the General Meeting, 13 th March 2009, with a favourable report from the Appointments & Remuneration Committee, as established in section B.1.19. Further to section B.1.7: Ángel Cano is deputy director standing in for Francisco González in the Mexican companies, Grupo Financiero BBVA Bancomer, SA. de CV and BBVA Bancomer, SA. Further to section B.1.11: the sum of €531 thousand included in the section on credits granted corresponds to the amount drawn down against the credit facilities granted 31 st December 2010 by the Bank as a financial institution within the ordinary course of its business and at arms’ length condition to the members of the Board of Directors. Further to B.1.11 and B.1.14: below is an itemised list of the remuneration of BBVA directors during 2010, including the Bank’s pension obligations: REMUNERATION OF THE BOARD OF DIRECTORS AND THE MEMBERS OF THE BANK MANAGEMENT COMMITTEE Remuneration and other benefits of the members of the Board of Directors and members of the Management Committee. • Remuneration of non-executive directors The remuneration paid to individual non-executive members of the Board of Directors in 2010 is indicated below, broken down by type of remuneration: Thousand of Euros Year 2010 Remuneration of Non- Executive Directors Board of Directors Standing- Executive Committee Audit Committee Risk Committee Appointments and Compensation Committee (4) Appointments Committee (5) Compensation Committee (5) Total Tomás Alfaro Drake 129 - 71 - - 59 - 259 Juan Carlos Alvarez Mezquiriz 129 167 - - 18 - 25 339 Rafael Bermejo Blanco 129 - 179 107 - - - 415 Ramón Bustamante y de la Mora 129 - 71 107 - - - 307 José Antonio Fernández Rivero (1) 129 - - 214 - 23 - 366 Ignacio Ferrero Jordi 129 167 - - 18 - 25 339 José Maldonado Ramos (2) 129 - 71 - 45 - 62 307 Carlos Loring Martínez de Irujo 129 - - 107 - 23 25 284 Enrique Medina Fernández 129 167 - 107 - - - 403 Susana Rodríguez Vidarte 129 - 71 - 18 23 25 266 Total (3) 1.290 501 463 642 99 128 162 3.284 (1) José Antonio Fernández Rivero, apart from the amounts listed in the previous table, also received a total of €652 thousand during 2010 in early retirement payments as a former member of the BBVA management. (2) José Maldonado Ramos, who stood down as BBVA executive on 22nd December 2009, apart from the amounts shown in the previous table, also received a total of €805 thousand during 2010 as variable remuneration accrued during 2009 for his former position as Company Secretary. WARNING: The English version is only a translation of the original in Spanish for information purposes. In case of a discrepancy, the Spanish original prevails.
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For the year ended December 31, 201
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Translation of financial statements
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The table below outlines the financ
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The breakdown, by transaction type
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2009 Unrealized Gains Millions of E
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11. LOANS AND RECEIVABLES 11.1. BRE
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Additionally, this heading of the a
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As of December 31, 2010 and 2009 th
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As of December 31, 2010 and 2009, t
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15. INVESTMENTS 15.1. INVESTMENTS I
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The changes in 2010 and 2009 in the
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16. TANGIBLE ASSETS As of December
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directives and regulations and by T
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In addition to the income tax recog
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20.2. DEPOSITS FROM CREDIT INSTITUT
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The changes in 2010 and 2009 in the
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This heading of the balance sheet i
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22. PENSION AND OTHER COMMITMENTS T
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The defined benefit commitments as
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• Other commitments with employee
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22.2.3. Summary of effects on profi
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24. SHARE PREMIUM The amounts under
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The percentages of treasury stock h
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29. FINANCIAL GUARANTEES AND DRAWAB
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The amounts recognized in equity in
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38. NET GAINS (LOSSES) ON FINANCIAL
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Equity-instrument-based employee re
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43. IMPAIRMENT LOSSES ON FINANCIAL
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48. ACCOUNTANT FEES AND SERVICES Th
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50. REMUNERATION OF THE BANK’S DI
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The number of “theoretical shares
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APPENDICES 112
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BANCO BILBAO VIZCAYA ARGENTARIA, S.
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APPENDIX II. Additional information
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Additional Information on Consolida
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APPENDIX III. Additional informatio
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APPENDIX V. Changes and notificatio
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APPENDIX V. Changes and notificatio
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APPENDIX VI. Fully consolidated sub
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APPENDIX VIII: Information on data
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B) DEBIT OPERATIONS Millions of Eur
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Appendix X. Balance sheets as of De
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APPENDIX XII. List of Agents 3U EMP
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ARCOS GONZALEZ, FELIX ARTEKARITZA A
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BARRIONUEVO VACA, JOSE LUIS BLANCO
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COLL PEREZ-GRIFO, ANA MARTA COOP. O
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EUROCONSULTING ECONOMISTAS, S.L. FE
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GESTION DE INVERSIONES Y PROMOCIONE
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INVERSIONES BARCARES 55, S.L. JAURE
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MARTINEZ FERNANDEZ, HECTOR MAYORDOM
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ORRIOLS GESE, JORDI PASOCORRECTO, S
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ROJAS ALBENDIN, S.L. RUIZ-ESTELLER
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SUBCONTAB, S.L. TORRICO Y SALMERON,
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APPENDIX XIII. Balance Sheet of Ban
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APPENDIX XIV. Years in which the di
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Deposits from customers Redeemable
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Mortgage-backed bonds Non-current a
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inflation, this is forcing the auth
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6. COMMON STOCK AND TREASURY STOCK
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The grievances and complaints handl
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Development of virtual banking In 2
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Development and coordination of Inn
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12. OTHER INFORMATION AND SUBSEQUEN
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Termination of Directorship Directo
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ANNUAL CORPORATE GOVERNANCE REPORT
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A.3. Complete the following tables
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24/MAY/2010 9/JUN/2010 24/JUN/2010
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Description of the legal restrictio
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B.1.3.Fill in the following tables
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Name of director (person or company
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B.1.8. List, where applicable, any
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c) Total remuneration by type of di
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Article 50 b of the BBVA bylaws est
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4. Propose the senior management re
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Balance Sheet at 31 December 2010 of BBVA

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