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<SEC-DOCUMENT>0000950103-02-001097.txt : 20021106
<SEC-HEADER>0000950103-02-001097.hdr.sgml : 20021106
<ACCEPTANCE-DATETIME>20021106172304
ACCESSION NUMBER:		0000950103-02-001097
CONFORMED SUBMISSION TYPE:	6-K
PUBLIC DOCUMENT COUNT:		1
CONFORMED PERIOD OF REPORT:	20021106
FILED AS OF DATE:		20021106

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			BBVA BANCO FRANCES SA
		CENTRAL INDEX KEY:			0000913059
		STANDARD INDUSTRIAL CLASSIFICATION:	COMMERCIAL BANKS, NEC [6029]
		IRS NUMBER:				000000000
		FISCAL YEAR END:			0630

	FILING VALUES:
		FORM TYPE:		6-K
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	001-12568
		FILM NUMBER:		02811614

	BUSINESS ADDRESS:	
		STREET 1:		RECONQUISTA 199
		CITY:			1003 BUENOS AIRES AR
		STATE:			C1
		ZIP:			00000
		BUSINESS PHONE:		2127595576

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	FRENCH BANK OF THE RIO DE LA PLATA
		DATE OF NAME CHANGE:	19931005
</SEC-HEADER>
<DOCUMENT>
<TYPE>6-K
<SEQUENCE>1
<FILENAME>nov0602_6k.txt
<TEXT>


===============================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20459

                                   ---------

                                    FORM 6-K
                            Report of Foreign Issuer
                      Pursuant to Rule 13a-16 or 15d-16 of
                      the Securities Exchange Act of 1934

                                November 6, 2002

                                   ---------

                            BBVA Banco Frances S.A.
             (Exact name of registrant as specified in its charter)

                          [company name - translation]
                          ----------------------------
                (Translation of registrant's name into English)


                             Reconquista 199, 1006
                            Buenos Aires, Argentina
                    (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:

                 Form 20-F  X                 Form 40-F
                           ---                          ---

  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                    No  X
                           ---                   ---

 If "Yes" is marked, indicate below the file number assigned to the registrant
                    in connection with Rule 12g3-2(b): N/A
                                                       ---

===============================================================================


<PAGE>


                            BBVA Banco Frances S.A.

                               TABLE OF CONTENTS


Item
- ----
  1.   BBVA Banco Frances Financial Statements as of March 31, 2002 and 2001
       together with Accountant's Review Report


<PAGE>


                                   SIGNATURE

     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.

                                     BBVA Banco Frances S.A.


Date: November 6, 2002               By: /s/ Maria Elena Siburu de Lopez Oliva
                                        ----------------------------------------
                                        Name:  Maria Elena Siburu de Lopez Oliva
                                        Title: Investor Relations Manager


<PAGE>


                                                                     Item No. 1








[BBVA LOGO] Banco Frances


FINANCIAL STATEMENTS AS OF MARCH 31, 2002 AND 2001
TOGETHER WITH ACCOUNTANT'S REVIEW REPORT


<PAGE>


ACCOUNTANT'S REVIEW REPORT

(English translation of the report originally issued in Spanish, except for the
paragraph 7 of this report and the omission of certain disclosures related to
formal legal requirements for reporting in Argentina)

- - See Note 20 to the Financial Statements -


To the Directors of
BBVA BANCO FRANCES S.A.
Reconquista 199
Buenos Aires


1.   We have made a limited review of the accompanying balance sheet of BBVA
     BANCO FRANCES S.A. (a bank organized under Argentine Legislation) as of
     March 31, 2002, and the related statements of income, changes in
     stockholders' equity and cash flows for the three-month period then ended.
     We have also made a limited review of the consolidated balance sheet of
     BBVA BANCO FRANCES S.A. and its subsidiaries as of March 31, 2002, and the
     related consolidated statements of income and cash flows for the
     three-month period then ended. These financial statements are the
     responsibility of the Bank's Management.

2.   The individual and consolidated financial statements of BBVA BANCO FRANCES
     S.A. as of March 31, 2001, and for the three-month period then ended,
     which are presented solely for comparative purposes, were subject to a
     review performed by Pistrelli, Diaz y Asociados Sociedad Civil, as
     Andersen member firm. The review report dated May 14, 2001, included a
     qualification as to the valuation of government securities and certain
     assets in government securities under repurchase agreements under
     Argentine professional accounting standards. The effect of applying that
     criterion on the stockholders' equity and income (loss) for the
     three-month period then ended is disclosed in Note 5 to the accompanying
     financial statements.

3.   Our review was made in accordance with generally accepted auditing
     standards in Argentina applicable to the limited review of interim
     financial statements and with the "Minimum standards for independents
     audits" of the Central Bank of Argentine Republic (BCRA) applicable to the
     review of quarterly financial statements. A limited review is
     substantially less in scope than an audit of financial statements, because
     it does not require the application of all audit procedures necessary to
     express an opinion on the financial statements taken as a whole.
     Accordingly, we do not express such an opinion.


<PAGE>


                                     - 2 -


4.   As further explained in Note 1 to the accompanying financial statements,
     during this year the Argentine economic model was deeply changed and the
     currency board in force since March 1991 was amended, which included,
     among other measures, the Argentine peso devaluation, the translation into
     pesos of certain assets and liabilities in foreign currency, severe
     restrictions on the cash withdrawal from the financial system and
     transfers of funds abroad, the noncompliance with public debt payments and
     the increase in domestic prices. These initial measures significantly
     affected the liquidity, solvency and profitability of the financial system
     as a whole, thus requiring the Federal Government and the BCRA to adopt
     additional measures, in order to mitigate the effects referred to above
     and foster the financial system restructuring, some of which are still in
     the process of being issued and implemented. The audit report dated April
     30, 2002, issued by Pistrelli, Diaz y Asociados Sociedad Civil, as
     Andersen member firm, on the individual and consolidated financial
     statements as of December 31, 2001, to which we refer, included a
     disclaimer of opinion originated in significant uncertainties as to the
     Bank's ability to continue to operate as a going concern and the
     recoverability of the book values of the government and private securities
     held, financing facilities and investments in other companies. Those
     uncertainties continue to exist as of this reporting date and their
     evolution is detailed in Notes 1 and 4 to the accompanying financial
     statements. In addition, the Bank keeps booked goodwill in the "Intangible
     assets" account. As a consequence of the abovementioned uncertainties, it
     is not possible to determine the Bank's ability to recover this booked
     amounts. As mentioned in Note 1 to the accompanying financial statements,
     those statements have been prepared by the Bank following the going
     concern criteria, understanding that the financial system restructuring as
     a whole and the particular plans and actions to be implemented by the Bank
     and its subsidiaries will allow it to continue with its operations and
     keep the liquidity and solvency ratios required by the BCRA and,
     therefore, do not include the adjustments related to the recoverability of
     booked amounts of assets and the sufficiency of the amount of liabilities
     that may be necessary if the situations described above are not resolved.

5.   As explained in note 5 to the accompanying financial statements, in
     valuing a portion of their government securities, certain assets in
     government securities applied to repurchase agreements, the guaranteed
     loans to the non-financial government sector and the compensation
     established in Decree No. 905/2002, articles 28 and 29 of Executive Power,
     the Bank and its subsidiaries applied certain criteria that are in
     conformity with BCRA regulations but depart from effective Argentine
     professional accounting standards. The effects of applying such criteria
     on stockholders' equity as of March 31, 2002 and results of operations for
     the three-month period then ended are disclosed in the abovementioned note
     5.

6.   In view of the significance of the uncertainties mentioned in the fourth
     paragraph, we are not in a position to make any representation on the
     individual and consolidated financial statements of BBVA BANCO FRANCES
     S.A. as of March 31, 2002.


<PAGE>


                                     - 3 -


7.   The financial statements referred to in paragraph 1 may not present
     financial position, results of operations and cash flows in accordance
     with generally accepted accounting principles in the countries of the
     users of the financial statements, other than Argentina. The effects of
     the differences, if any, between Argentine professional accounting
     standards and the generally accepted accounting principles in the
     countries in which the accompanying financial statements are to be used
     have not been quantified.




Buenos Aires,                                  PISTRELLI, DIAZ Y ASOCIADOS SRL
   October 22, 2002                               CPCECABA Vol. 1 - Fo. 8



                                                     ERNESTO M. SAN GIL
                                                           Partner
                                               Certified Public Accountant UBA
                                                 CPCECABA Vol. 119 - Fo. 114


<PAGE>


                  BALANCE SHEETS AS OF MARCH 31, 2002 AND 2001
           (Translation of financial statements originally issued in
                             Spanish - See Note 20)
                         -Stated in thousands of pesos-


<TABLE>
ASSETS                                                                                                  2002         2001
                                                                                                   ------------  ------------
<S>                                                                                                 <C>          <C>
CASH AND DUE FROM BANKS
     Cash                                                                                              180,876      283,338
     Due from banks and correspondents                                                                 132,721      424,710
                                                                                                    ----------   ----------
                                                                                                       313,597      708,048
                                                                                                    ----------   ----------
GOVERNMENT AND PRIVATE SECURITIES (Exhibit A)
     Holdings in investment accounts                                                                     8,761      990,799
     Holdings for trading or financial transactions                                                    622,336       90,885
     Unlisted Government Securities                                                                    454,927       74,144
     Investments in listed private securities                                                              682       11,885
                                                                                                    ----------   ----------
                                                                                                     1,086,706    1,167,713
                                                                                                    ----------   ----------
LOANS
     To the non financial governmental sector (Exhibits B, C and D)                                  4,199,404    2,656,950
     To the financial sector (Exhibits B, C and D)                                                      84,675      236,301
     To the non financial private sector and residents abroad (Exhibits B, C and D)                  3,361,717    5,271,564
                                                                                                    ----------   ----------
         Overdraft                                                                                     288,314      372,915
         Discounted instruments                                                                        596,129    1,046,049
         Real estate mortgage                                                                          697,005    1,025,440
         Security Agreements                                                                            19,380       42,245
         Consumer                                                                                      237,631      467,858
         Credit cards                                                                                  168,010      333,692
         Other (Note 6)                                                                              1,270,613    1,929,528
         Interest, adjustments and listed-price differences accrued and pending collection              91,562       72,128
         Less: unused collections                                                                          312            4
         Less: Interest documented together with main obligation                                         6,615       18,287

     Less: Allowances (Exhibit J)                                                                      812,387      219,951
                                                                                                    ----------   ----------
                                                                                                     6,833,409    7,944,864
                                                                                                    ----------   ----------
OTHER RECEIVABLES FROM FINANCIAL TRANSACTIONS
     Central Bank of the Argentine Republic                                                            316,104    2,985,911
     Amounts receivable for spot and forward sales pending settlement                                   33,405      599,808
     Instruments to be received for spot and forward purchases pending settlement                       85,824      795,640
     Premiums on options purchased                                                                       -            3,217
     Unlisted corporate bonds (Exhibits B, C and D)                                                    150,331      121,452
     Other receivables not covered by debtor classification regulations                              2,014,087      157,183
     Other receivables covered by debtor classification regulations (Exhibits B, C and D)               15,418       15,731
     Interest and adjustments accrued and pending collection not covered by debtor classification           64           27
     regulations
     Interest and adjustments accrued and pending collection covered by debtor classification            1,279        3,976
     regulations (Exhibits B, C and D)

     Less: Allowances (Exhibit J)                                                                        7,450        4,196
                                                                                                    ----------   ----------
                                                                                                     2,609,062    4,678,749
                                                                                                    ----------   ----------
ASSETS OUT ON FINANCING LEASE
     Assets out on financing lease (Exhibits B, C and D)                                                21,083       24,112
     Less:  Allowances (Exhibit J)                                                                         334        -
                                                                                                    ----------   ----------
                                                                                                        20,749       24,112
                                                                                                    ----------   ----------
INVESTMENTS IN OTHER COMPANIES (Exhibit E)
     In financial institutions                                                                       1,027,775      391,046
     Other (Note 6)                                                                                    158,334      156,643
     Less:  Allowances (Exhibit J)                                                                      16,138        -
                                                                                                    ----------   ----------
                                                                                                     1,169,971      547,689
                                                                                                    ----------   ----------
OTHER RECEIVABLES
     Receivables from sale of goods (Exhibits B, C and D)                                                  155          243
     Other (Note 6)                                                                                    223,071      123,155
     Other accrued interest and adjustments receivable                                                       1            1

     Less:  Allowances (Exhibit J)                                                                      31,733        1,483
                                                                                                    ----------   ----------
                                                                                                       191,494      121,916
                                                                                                    ----------   ----------
BANK PREMISES AND EQUIPMENT (Exhibit F)                                                                298,176      313,093
                                                                                                    ----------   ----------
OTHER ASSETS (Exhibit F)                                                                                93,115       81,962
                                                                                                    ----------   ----------
INTANGIBLE ASSETS (Exhibit G)
     Goodwill                                                                                           35,591       78,096
     Organization and development expenses                                                              96,447      103,900
                                                                                                    ----------   ----------
                                                                                                       132,038      181,996
                                                                                                    ----------   ----------
SUSPENSE ITEMS                                                                                          19,504          895
                                                                                                    ----------   ----------
     TOTAL ASSETS                                                                                   12,767,821   15,771,037
                                                                                                    ==========   ==========
</TABLE>


<PAGE>


                                                                       (Contd.)

                  BALANCE SHEETS AS OF MARCH 31, 2002 AND 2001

                (Translation of financial statements originally
                        issued in Spanish - See Note 20)
                         -Stated in thousands of pesos-


<TABLE>
LIABILITIES                                                                                  2002             2001
                                                                                          ------------     ------------
<S>                                                                                          <C>              <C>
DEPOSITS (Exhibits H and I)
     From the non financial governmental sector                                                 54,642            4,015
     From the financial sector                                                                 256,348            7,912
     From the non financial private sector and residents abroad                              6,935,348        9,746,196
                                                                                            ----------       ----------
         Checking accounts                                                                   1,234,914          614,241
         Savings deposits                                                                    1,357,737        2,401,715
         Certificates of deposit                                                             4,008,712        6,594,823
         Other                                                                                 144,534           80,380
         Interest, adjustments and listed-price differences accrued payable                    189,451           55,037
                                                                                            ----------       ----------
                                                                                             7,246,338        9,758,123
                                                                                            ----------       ----------

OTHER LIABILITIES FROM FINANCIAL TRANSACTIONS
     Central Bank of the Argentine Republic (Exhibit I)                                        300,697           21,241
                                                                                            ----------       ----------
       Other                                                                                   300,697           21,241

     Banks and International Organizations (Exhibit I)                                         686,236          428,568
     Non-subordinated corporate bonds (Exhibit I)                                              600,000          629,329
     Amounts payable for spot and forward purchases pending settlement                          51,218          678,919
     Instruments to be delivered for spot and forward sales pending settlement                  63,278        2,094,078
     Premiums on options sold                                                                      -              3,217
     Financing received from Argentine financial institutions (Exhibit I)                      107,259           97,727
     Other (Exhibit I)                                                                         329,473          134,443
     Interest, adjustments and listed-price differences accrued payable (Exhibit I)             20,756           21,218
                                                                                            ----------       ----------
                                                                                             2,158,917        4,108,740
                                                                                            ----------       ----------
OTHER LIABILITIES
     Other (Note 6)                                                                          1,244,763          205,963
                                                                                            ----------       ----------
                                                                                             1,244,763          205,963
                                                                                            ----------       ----------
ALLOWANCES (Exhibit J)                                                                          41,718           29,936
                                                                                            ----------       ----------
SUBORDINATED CORPORATE BONDS (Exhibit I)                                                       482,527          234,426
                                                                                            ----------       ----------
SUSPENSE ITEMS                                                                                  71,864            1,245
                                                                                            ----------       ----------
   TOTAL LIABILITIES                                                                        11,246,127       14,338,433
                                                                                            ==========       ==========

STOCKHOLDERS' EQUITY (as for the related statement)                                          1,521,694        1,432,604
                                                                                            ----------       ----------
   TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                                               12,767,821       15,771,037
                                                                                            ==========       ==========
</TABLE>


<PAGE>


                              MEMORANDUM ACCOUNTS


<TABLE>
                                                                                        2002            2001
                                                                                   ------------     ------------
<S>                                                                                 <C>               <C>
DEBIT ACCOUNTS

Contingent
- -    Guaranties received                                                            5,493,945         4,608,092
- -    Contra contingent debit accounts                                               2,366,717         1,337,626
                                                                                   ----------        ----------
                                                                                    7,860,662         5,945,718
                                                                                   ----------        ----------
Control
- -    Receivables classified as irrecoverable                                          487,074           658,900
- -    Other (Note 6)                                                                36,314,688        16,589,991
- -    Contra control debit accounts                                                     74,403           102,457
                                                                                   ----------        ----------
                                                                                   36,876,165        17,351,348
                                                                                   ----------        ----------
For Derivatives
- -    Notional value of call options purchased                                             -              61,858
- -    Contra debit accounts for derivatives                                                -              61,858
                                                                                   ----------        ----------
                                                                                          -             123,716
                                                                                   ----------        ----------
For trustee activities
- -    Funds received in trust                                                           52,416            23,226
                                                                                   ----------        ----------
                                                                                       52,416            23,226
                                                                                   ----------        ----------
TOTAL                                                                              44,789,243        23,444,008
                                                                                   ==========        ==========
CREDIT ACCOUNTS

Contingent
- -    Credit lines granted (unused portion) covered by debtor classification
     regulations
     (Exhibits B, C and D)                                                            169,019           297,090
- -    Guaranties provided to the BCRA                                                  520,443            19,604
- -    Other guaranties given covered by debtor classification regulations            1,231,451           827,337
     (Exhibits B, C and D)
- -    Other guaranties given not covered by debtor classification regulations            2,725             5,128
- -    Other covered by debtor classification regulations (Exhibits B, C and D)         443,079           188,467
- -    Contra contingent credit accounts                                              5,493,945         4,608,092
                                                                                   ----------        ----------
                                                                                    7,860,662         5,945,718
                                                                                   ----------        ----------
Control
- -    Items to be credited                                                              74,283           102,457
- -    Other                                                                                120               -
- -    Contra control credit accounts                                                36,801,762        17,248,891
                                                                                   ----------        ----------
                                                                                   36,876,165        17,351,348
                                                                                   ----------        ----------
For Derivatives
- -    Notional value of call options sold                                                  -              61,858
- -    Contra credit accounts for derivatives                                               -              61,858
                                                                                   ----------        ----------
                                                                                          -             123,716
                                                                                   ----------        ----------
For trustee activities
- -    Contra credit accounts for trustee activities                                     52,416            23,226
                                                                                   ----------        ----------
                                                                                       52,416            23,226
                                                                                   ----------        ----------
TOTAL                                                                              44,789,243        23,444,008
                                                                                   ==========        ==========
</TABLE>


The accompanying notes 1 through 20 and exhibits A through L and N are an
integral part of these statements.


<PAGE>


                STATEMENTS OF INCOME FOR THE THREE-MONTH PERIODS
                         ENDED MARCH 31, 2002 AND 2001

      (Translation of financial statements originally issued in Spanish -
                                 See Note 20)

                        - Stated in thousands of pesos -


<TABLE>
                                                                                     2002           2001
                                                                                 -------------  ------------
<S>                                                                                     <C>            <C>
FINANCIAL INCOME

Interest on cash and due from banks                                                     1,514          8,412
Interest on loans to the financial sector                                               4,392          4,699
Interest on overdraft                                                                  28,020         22,558
Interest on discounted instruments                                                     20,221         28,127
Interest on real estate mortage loans                                                  24,556         30,591
Interest on security agreement loans                                                      815          1,431
Interest on credit card loans                                                          12,252         14,865
Interest on other loans                                                                80,295        165,225
Interest on other receivables from financial transactions                               4,796         20,098
Income from guaranteed loans - Decree 1387/01                                         147,576          -
Net income from government and private securities                                      54,970         69,473
Indexation by CER                                                                      97,708          -
Other (Note 6)                                                                        727,848         14,219
                                                                                 ------------   ------------
                                                                                    1,204,963        379,698
                                                                                 ------------   ------------
FINANCIAL EXPENSE

Interest on checking accounts                                                          12,461            241
Interest on savings deposits                                                            2,153         10,993
Interest on certificates of deposit                                                    39,082        123,007
Interest on financing to the financial sector                                           1,655             99
Interest on other liabilities from financial transactions                              16,776         19,704
Other interest                                                                          9,517          8,072
Indexation by CER                                                                     196,576          -
Other (Note 6)                                                                        146,857         19,533
                                                                                 ------------   ------------
                                                                                      425,077        181,649
                                                                                 ------------   ------------
     GROSS INTERMEDIATION MARGIN                                                      779,886        198,049
                                                                                 ------------   ------------
PROVISION FOR LOAN LOSSES                                                             147,296         33,331
                                                                                 ------------   ------------
SERVICE CHARGE INCOME

Related to lending transactions                                                        22,113         23,951
Related to borrowing transactions                                                      34,835         38,029
Other commissions                                                                       1,823          3,812
Other (Note 6)                                                                         13,191         19,375
                                                                                 ------------   ------------
                                                                                       71,962         85,167
                                                                                 ------------   ------------
SERVICE CHARGE EXPENSE

Commissions                                                                             7,571         11,248
Other (Note 6)                                                                          2,077          4,222
                                                                                 ------------   ------------
                                                                                        9,648         15,470
                                                                                 ------------   ------------
MONETARY LOSS ON FINANCIAL INTERMEDIATION                                             (59,572)         -
                                                                                 ------------   ------------
</TABLE>


<PAGE>


                                                                       (Contd.)

                STATEMENTS OF INCOME FOR THE THREE MONTH PERIODS
                         ENDED MARCH 31, 2002 AND 2001

      (Translation of financial statements originally issued in Spanish -
                                 See Note 20)

                        - Stated in thousands of pesos -


<TABLE>
                                                                                     2002            2001
                                                                                -------------   -------------
<S>                                                                                    <C>              <C>
OPERATING EXPENSES

Payroll expenses                                                                       65,250          87,007
Fees to Bank Directors and Statutory Auditors                                              60             115
Other professional fees                                                                 1,795           2,702
Advertising and publicity                                                               2,824           5,802
Taxes                                                                                   4,218           4,409
Other operating expenses (Note 6)                                                      39,471          44,565
Other                                                                                   8,119          10,873
                                                                                 ------------    ------------
                                                                                      121,737         155,473
                                                                                 ------------    ------------
MONETARY LOSS ON OPERATING EXPENSES                                                   (19,629)         -
                                                                                 ------------    ------------
     NET INCOME FROM FINANCIAL TRANSACTIONS                                           493,966          78,942
                                                                                 ------------    ------------
OTHER INCOME

Income from long-term investments                                                       -              29,169
Punitive interests                                                                        455             764
Loans recovered and reversals of allowances                                             4,869          10,892
Other (Note 6)                                                                          2,392           2,483
                                                                                 ------------    ------------
                                                                                        7,716          43,308
                                                                                 ------------    ------------
OTHER EXPENSE

From long-term investments                                                            467,533          -
Punitive interests and charges paid to Central Bank of the Argentine Republic              33               4
Charge for uncollectibility of other receivables and other allowances                  33,307           8,386
Other                                                                                  39,130          13,224
                                                                                 ------------    ------------
                                                                                      540,003          21,614
                                                                                 ------------    ------------
MONETARY GAIN ON OTHER OPERATIONS                                                      12,629          -
                                                                                 ------------    ------------
     NET (LOSS) INCOME BEFORE INCOME TAX AND TAX ON MINIMUM
     PRESUMED INCOME                                                                  (25,692)        100,636
                                                                                 ------------    ------------
INCOME TAX AND TAX ON MINIMUM PRESUMED INCOME                                           -              23,165
                                                                                 ------------    ------------
     NET (LOSS) INCOME FOR THE PERIOD                                                 (25,692)         77,471
                                                                                 ============    ============
</TABLE>


The accompanying notes 1 through 20 and exhibits A through L and N are an
integral part of these statements.


<PAGE>


                 STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY

              FOR THE THREE MONTH PERIODS MARCH 31, 2002 AND 2001

      (Translation of financial statements originally issued in Spanish -
                                 See Note 20)

                        - Stated in thousands of pesos -


<TABLE>
                                                                                     2002
                                                               --------------------------------------------------
                                                                                 Noncapitalized
                                                                                 contributions
                                                                               -------------------
                                                                                 Premiums on the   Adjustments to
                                                                    Capital        issuance of      stockholders'
                          Movements                                  Stock            shares         equity (1)
- -------------------------------------------------------------  ----------------  ----------------  --------------

<C>                                                                 <C>               <C>              <C>
1.       Balance at beginning of fiscal year (restated)             209,631           343,215           238,457

2.       Adjustment to prior-year income (note 3.1.c)                  -                 -                 -
                                                                 ----------        ----------       -----------
3.       Subtotal                                                   209,631           343,215           238,457

4.       Adjustment to Capital Stock of the interest in BBVA
         Uruguay S.A.                                                  -                 -                 -

5.       Unrealized valuation difference (note 1.2.a)                  -                 -                 -

6.       Net (loss) income for the period                              -                 -                 -
                                                                 ----------        ----------       -----------
7.       Balance at end of the period                               209,631           343,215           238,457
                                                                 ==========        ==========       ===========
</TABLE>


<PAGE>


                                                                       (Contd.)

                 STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY

           FOR THE THREE MONTH PERIODS ENDED MARCH 31, 2002 AND 2001

      (Translation of financial statements originally issued in Spanish -
                                 See Note 20)

                        - Stated in thousands of pesos -


<TABLE>
                                                                              2002                                        2001
                                             ------------------------------------------------------------------------ -------------
                                                Earnings reserved
                                             -----------------------
                                                                       Uneralized
                                                                       valuation      Unappropriated
                 Movements                      Legal     Other (2)    difference        earnings          Total         Total
- -------------------------------------------  ---------- ------------ ------------- ------------------- -------------- -------------
<C>                                            <C>           <C>        <C>                <C>             <C>          <C>
1.   Balance at beginning of year
     (restated)                                261,878       1,101         -               210,360         1,264,642    1,452,044

2.   Adjustment to prior-year income
     (note 3.1.c)                                 -           -            -        -                              -      (95,008)
                                               -------       -----      -------            -------         ---------    ---------
3.   Subtotal                                  261,878       1,101         -               210,360         1,264,642    1,357,036

4.   Adjustment to Capital Stock of the
     interest in BBVA Uruguay S.A.                -           -            -                  -                -           (1,903)

5.   Unrealized valuation difference
     (note 1.2.a)                                 -           -         282,744               -              282,744         -

6.   Net (loss) income for the period             -           -            -               (25,692)          (25,692)      77,471
                                               -------       -----      -------            -------         ---------    ---------
7.   Balance at end of the period              261,878       1,101      282,744            184,668         1,521,694    1,432,604
                                               =======       =====      =======            =======         =========    =========

BALANCE AT THE END OF THE PERIOD

(1)  Adjustments to stockholders'equity include:

     a)   Adjustment to equity fund appraisal revaluation                                                     25,220

     b)   Adjustment to Capital Stock                                                                         13,238
                                                                                                           ---------
                                                                                                             238,458
                                                                                                           ---------
(2)      Earnings reserved - Other includes:

     Mandatory reserve recorded for granting loans to personnel                                                1,101
                                                                                                           ---------
</TABLE>


The accompanying notes 1 through 20 and exhibits A through L and N are an
integral part of these statements.


<PAGE>


              STATEMENTS OF CASH FLOWS FOR THE THREE MONTH PERIODS
                         ENDED MARCH 31, 2002 AND 2001

      (Translation of financial statements originally issued in Spanish -
                                  See Note 20)

                         -Stated in thousands of pesos-


<TABLE>
                                                                                       2002             2001
                                                                                  -------------     -------------
<S>                                                                                  <C>               <C>
CHANGES IN CASH FLOWS

     Cash and due from banks at beginning of fiscal year restated                    1,042,185         679,081
     Increase/(decrease) in funds                                                     (728,588)         28,967
                                                                                    ----------      ----------
     Cash and due from banks at end of the period                                      313,597         708,048
                                                                                    ----------      ----------
REASONS FOR CHANGES IN CASH FLOWS

     Financial income collected                                                        273,066         317,515
     Service charge income collected                                                    77,447          84,825

Less:
     Financial expenses paid                                                           226,542         170,110
     Services charge expenses paid                                                       9,648          15,636
     Operating expenses paid                                                           102,168         134,345
                                                                                    ----------      ----------
     FUNDS PROVIDED BY RECURRING OPERATIONS                                             12,155          82,249
                                                                                    ----------      ----------
OTHER SOURCES OF FUNDS

     Net increase in other liabilities from financial transactions                     344,588         181,036
     Net decrease in loans                                                             410,085               -
     Net decrease in other receivables from financial transactions                           -         298,248
     Other sources of funds                                                              7,716          14,143
                                                                                    ----------      ----------
    TOTAL OF SOURCES OF FUNDS                                                          762,389         493,427
                                                                                    ----------      ----------
USE OF FUNDS

    Net increase in government and private securities                                    6,710         143,519
    Net increase in loans                                                                    -         142,653
    Net increase in other receivables from financial transactions                      319,567               -
    Net increase in other assets                                                       100,747          11,463
    Net decrease in deposits                                                           693,057         206,257
    Net decrease in other liabilities                                                   94,873          33,230
    Other uses of funds                                                                  6,000           9,587
                                                                                    ----------      ----------
    TOTAL FUNDS USED                                                                 1,220,954         546,709
                                                                                    ----------      ----------
    MONETARY LOSS GENERATED ON CASH AND CASH EQUIVALENTS                               282,178               -
                                                                                    ----------      ----------
INCREASE/(DECREASE) IN FUNDS                                                          (728,588)         28,967
                                                                                    ==========      ==========
</TABLE>


The accompanying notes 1 through 20 and exhibits A through L and N are an
integral part of these statements.


<PAGE>


                                     - 1 -

                       NOTES TO THE FINANCIAL STATEMENTS


                         AS OF MARCH 31, 2002 AND 2001

      (Translation of financial statements originally issued in Spanish -
                                 See Note 20)

                         (Stated in thousands of pesos)


1.   MACROECONOMIC SITUATION OF THE FINANCIAL SYSTEM AND THE BANK AND
     SUBSEQUENT EVENTS TO THE PERIOD END

     1.1. Effects of the Argentine peso devaluation and other modifications to
          economic rules

          1.1.1. Macroeconomic situation of the financial system

                 The economic and financial situation in Argentina deteriorated
                 unrelentingly over the last few months; this was basically
                 reflected in an increase in sovereign risk, diminishing
                 reserves, continuing fiscal imbalance, lower deposits in the
                 overall financial system, deep recession with significant
                 drops in both consumption and investment, decreased real cash
                 flows, difficulties to settle short-term debt and a
                 deteriorating chain of payments.

                 On November 1, 2001, the Argentine Government announced a new
                 economic plan, the main measures of which related to the
                 comprehensive restructuring of public debt at lower interest
                 rates, launching a plan to revive the economy, and other
                 fiscal measures, while the convertibility law (whereby the
                 Argentine peso was pegged at par with the US dollar) and the
                 balanced-budget law were to remain in effect.

                 Although the domestic phase of the national public-debt
                 restructuring process pursuant to Decree No. 1387/01 was
                 successful, a new crisis broke out on November 30, 2001,
                 triggered by the loss of deposits out of the financial system,
                 which led the Government to issue Decree No. 1570/01, which
                 set tight restrictions on the withdrawal of cash from banks
                 and controls on the transfer of funds abroad while fostering
                 an increased dollarization of the economy.

                 By the end of the last year, the deterioration of the economic
                 and financial situation affected the institutions, with
                 several successive changes taking place at the highest levels
                 of the Federal Executive, which culminated with National
                 Congress electing a new President to complete the
                 constitutional period until December 10, 2003. In the interim,
                 the suspension of payments on public debt, domestic and
                 foreign, was declared.

                 On January 6, 2002, National Congress enacted Public Emergency
                 and Foreign Exchange System Reform Law No.25,561, which
                 introduced deep changes to the economic framework effective
                 until then and, particularly, amended the Convertibility Law
                 (whereby the Argentine peso was pegged at par with the US
                 dollar) which had been in effect since 1991; Law No. 25,561
                 also empowered the Federal Executive to issue additional
                 monetary, financial and foreign exchange measures aimed at
                 overcoming the economic crisis in the medium term. The law
                 included, among others, the following measures:

                 a) The switch into pesos of certain debts towards the
                    financial sector originally denominated in US dollars and
                    outstanding as of December 31, 2001, at the exchange rate of
                    ARS 1 to USD 1;

                 b) The switch into pesos of private contracts stipulated in US
                    dollars or including indexation clauses, over a term of 180
                    days, at the exchange rate of one Argentine peso to each US
                    dollar;


<PAGE>


                                     - 2 -


                 c) The switch into pesos at the exchange rate of one Argentine
                    peso to each US dollar of public utility rates priorly
                    stipulated in US dollars, to be subsequently renegotiated on
                    a case-by-case basis;

                 d) The implementation of a new system levying duties on the
                    export of oil and gas;

                 e) Empowering the Federal Executive to establish compensatory
                    measures to avoid imbalances in financial institutions that
                    may result from the switch into pesos of certain
                    receivables.

                 f) The establishment of an "official" foreign exchange market
                    (ARS 1.4 to USD 1) and a "floating" exchange market.

                 The "switch into pesos" governmental system as of that date
                 kept, in general terms, the financial system balance (since
                 the imbalances generated by the asymmetrical exchange rates
                 were low with reference to the total assets and liabilities
                 of the financial system). The reaction of different sectors
                 of the economy forced the Federal Government to apply
                 significant changes to the original regulations, that
                 emphasized the original assymetry. In addition, the
                 injunctions pursuant to constitutional protection actions
                 that require deposits to be reimbursed, without rendering
                 an opinion of the substance of the matter, and the deep
                 crisis arised among the Federal Powers, originated by the
                 beginning of the Supreme Court judgement, increased the
                 economic and financial system crisis.

                 Subsequently, new rules (Decrees No. 214/02 and No. 410/02,
                 among others) were issued that amended or supplemented
                 existing rules and regulations. The main new measures were:

                 a) The switch into pesos of all obligations, whatever their
                    cause or origin, to deliver sums of money stipulated in US
                    dollars or any other foreign currency outstanding as of the
                    date of enactment of Law No. 25,561, with the exceptions,
                    mainly, of financing related to foreign trade granted by
                    financial institutions, and the private and government
                    sectors' obligations to deliver sums to which foreign law
                    is applicable.

                 b) The switch into pesos of all deposits with all financial
                    institutions stipulated in US dollars or other foreign
                    currencies at an exchange rate of 1.4 Argentine pesos to
                    each US dollar, or its equivalent in other currencies.

                 c) The switch into pesos of all debts towards financial
                    institutions stipulated in US dollars or other foreign
                    currencies, whatever the amount or nature, at the exchange
                    rate of one Argentine peso to each US dollar, or its
                    equivalent in other currencies.

                 d) The conversion into pesos of obligations to deliver monies,
                    stipulated in US dollars or other foreign currencies,
                    unrelated to financial institutions and whatever their
                    origin or nature, at the exchange rate of one Argentine
                    peso to each US dollar, or its equivalent in other
                    currencies.

                 e) The indexation of all receivables and payables referred to
                    in points b) through d) by applying a "benchmark
                    stabilization coefficient" ( "CER") that is to be published
                    by the BCRA and, additionally, the application of a minimum
                    set interest rate for deposits and a maximum set interest
                    rate for loans. The CER is applicable as from the
                    publication of Decree No. 214/02. Obligations of any nature
                    or origin arising after the enactment of such Law No.
                    25,561, shall not be allowed to contain and shall not be
                    subject to adjustment clauses.

                 f) The issuance of a Bond to be borne by the Federal Treasury
                    to compensate the imbalances in the financial system
                    resulting from the exchange difference caused by the switch
                    of deposits with and payables to the financial system
                    mentioned in points b) and c) above.

                 Please find below a deeper description of some measures
                 adopted by the Federal Government effective as of the date
                 of filing these financial statements.


<PAGE>


                                     - 3 -


          1.1.2. Relevant issues of the exchange system

                 Decree No. 71/2002 of the Argentine Executive and Communique
                 "A" 3425 of the BCRA established an "official" foreign
                 exchange market, mainly for exports, certain imports and
                 financial obligations, and a "floating" exchange market for
                 the rest of transactions. The official exchange rate was
                 set at ARS 1.40 to USD 1 and the "floating" exchange rate
                 on the first day on which the system operated, January 11,
                 2002, (it had been suspended from December 23, 2001) ranged
                 from ARS 1.6 to 1.7 to USD 1, selling rate. Federal
                 Executive Decree No. 260/2002 of February 8, 2002,
                 established a single floating market where all foreign
                 exchange transactions will be carried out as from issuance
                 of such decree. Foreign exchange transactions will be made
                 at the exchange rate freely agreed between the parties,
                 subject to the requirements and rules established by the
                 BCRA.

                 Foreign exchange transactions in the floating market have,
                 among others, the following characteristics:

                 a) the exchange rate will be freely agreed between supply and
                    demand. As of March 31, 2002, the exchange rate was ARS 3
                    to USD 1, and as of the date of filing this financial
                    statements, the exchange rate was ARS 3.5938 to USD 1.

                 b) Foreign exchange transactions may only be carried out at
                    institutions authorized by the BCRA.

                 c) Criminal Foreign Exchange Laws will apply to transactions
                    that do not conform to effective regulations .

                 d) Foreign currency will be sold only against the delivery of
                    peso notes. Other payment instruments are accepted, as
                    defined by the BCRA.

                 e) Transfers abroad to be made by the financial and
                    nonfinancial private sector and by government companies
                    have to be authorized by the BCRA, according to the
                    characteristics of the related payment.

                 f) Certain requirements related to the registration of
                    transactions and customer identification and certain
                    provisions of the information system must be complied with.

                 g) The requirements established by tax and money laundering
                    prevention laws must be complied with.

                 Foreign trade transactions and services to be settled in such
                  market are regulated by the BCRA as to the transactions to
                  be settled, terms and manner to credit the accounts.

                 The BCRA has regulated the purchase and sale of US dollars
                 on behalf of the BCRA. Such transactions will be conducted
                 through Financial Institutions that have enrolled in the
                 system. The regulations will include the transaction amounts
                 and formal requirements.

                 Communique "A" 3511 of March 14, 2002, issued by the BCRA
                 established restrictions on the Foreign Exchange Position
                 (FEP) of financial institutions, which is mainly formed by
                 holdings in foreign currency, plus foreign currency cash
                 held in Argentina or abroad, and foreign currency forward
                 transactions. The FEP of each Bank will not exceed 5% of the
                 computable equity of each Bank as of the end of November
                 2001. Should that limits be exceeded, such exceed has to be
                 cured within certain dates established by the BCRA.

          1.1.3. Compensation to Financial Institution due to the effects of
                 the devaluation and conversion into pesos

                 According to the provisions of Law No. 25,561 and of sections
                 2, 3 and 6 of Decree No. 214/2002, as amended and
                 supplemented, a significant portion of the assets and
                 liabilities were switched into Argentine pesos. Sections 28
                 and 29 of Decree No. 905/2002 of June 1, 2002, established
                 a compensation for financial institutions.


<PAGE>


                                     - 4 -


                 Under such sections, the Ministry of Economy will deliver
                 Federal Government Bonds denominated in Argentine pesos and
                 US dollars to the financial institutions as a full and
                 final compensation, for the negative monetary effects
                 arising from conversion into Argentine pesos at an
                 asymmetrical exchange rate of receivables and payables
                 denominated in foreign currency, as well as for the net
                 negative position in foreign currency resulting from its
                 conversion into Argentine pesos.

                 BCRA Communiques "A" 3650 and "A" 3716, as supplemented,
                 determined the compensation procedures as follows:

                 a) the reference was the Financial Institution's balance sheet
                    as of December 31, 2001, which included, under assets, the
                    Federal Government's secured loans whose new conditions had
                    been accepted by means of the acceptance letter included in
                    Decree No. 644/2002 of April 18, 2002, taken at the value
                    at which they had been booked by foreign subsidiaries of
                    local financial institutions, net of "Investments in other
                    companies" booked by such local institutions as of December
                    31, 2001.

                 b) The stockholders' equity resulting from the balance sheet
                    mentioned in (a) was adjusted by applying the ARS 1.40 to
                    USD 1 exchange rate, or its equivalent in any other
                    currency, to the net position in foreign currency.

                 c) The amount to be compensated is the positive difference
                    between the adjusted stockholders' equity determined on the
                    basis of (b) above and the stockholders' equity resulting
                    from conversion into pesos of certain assets and
                    liabilities in foreign currency at the exchange rates
                    defined by the rules and regulations.

                 d) The compensation for each Financial Institution, determined
                    in Argentine pesos, will be paid by delivering "2% Federal
                    Government Bonds in Argentine pesos maturing in 2007".

                 e) Financial Institutions will have the right to request the
                    Bond swap mentioned in d) for "LIBOR 2012 Federal
                    Government Banks denominated in US dollars " at the ARS
                    1.40 to USD 1 exchange rate, for up to the amount of the
                    net negative position in foreign currency, resulting from
                    conversion into pesos of assets and liabilities booked in
                    the balance sheet as of December 31, 2001, as per the above
                    paragraphs.

                 f) The Federal Government, through the Ministry of Economy,
                    may issue additional bonds in US dollars to be subscribed
                    by Financial Institutions up to the amount of the net
                    position in foreign currency of such Financial Institution
                    and after allocating all the holdings in Bonds denominated
                    in Argentine pesos received as a compensation. The
                    subscription price of such will be ARS 140 to USD 100, face
                    value.

                 g) For purposes of financing the subscription of Bonds
                    referred to in (f), the BCRA may grant advances to such
                    financial institutions.

          1.1.4. Financial assistance to the public and private sectors

               - Guaranteed loans - Decree No. 1387/2001

                 On November 1, 2001, the Federal Executive issued Decree No.
                 1387/01 directing the Ministry of Economy to offer a
                 voluntary federal and provincial debt swap for loans
                 secured by the Federal Government or the Provincial
                 Development Trust Fund to obtain a reduction in the
                 interest of swapped debt, as well as an extension of
                 repayment terms.

                 Decrees 1387/01 and 1646/01 established the basic
                 characteristics of guaranteed loans (conversion at nominal
                 value plus interest accrued on the swapped obligation - one
                 to one -, issuance in the same currency that the swapped
                 obligation, tax exemption covering both the difference
                 between the swap and market or book value and of interest
                 and secured loans, allocation of revenues from the tax on
                 bank-account transactions and, in general, of all revenues
                 of the Federal Government arising from the Revenue Sharing
                 system to secure all principal and interest payments on
                 such secured loans). In addition, Decree No. 471/02


<PAGE>


                                     - 5 -


                 established, among other things, the conversion into pesos of
                 all the obligations of the federal, provincial or municipal
                 government in foreign currency governed by Argentine law,
                 at the ARS 1.40 to USD 1 exchange rate, or its equivalent
                 in any other currency, and adjusted on the basis of the CER
                 and the interest rate applicable to each type of government
                 security and guaranteed loan, on the basis of their average
                 life and original issuance currency.

                 Subsequently, the Federal Executive issued Decree No. 644/02
                 establishing the steps to be followed by banks to accept
                 the new conditions (conversion at the ARS 1.40 to USD 1
                 rate, CER application and modification of the interest
                 rate), for purposes of receiving principal and interest
                 payments on guaranteed loans. If the new conditions are not
                 accepted, the banks receive the securities originally
                 submitted for the swap.

               - Financial assistance to the private sector - Maximum rates

                 Decree No. 214/2002 established that certain debts in US
                 dollars or other foreign currency to the Financial System,
                 regardless of their amount and nature, be converted into
                 Argentine pesos at the ARS 1 to USD 1 or its equivalent in
                 any other currency. Furthermore, as from February 3, 2002,
                 the CER and a maximum interest rate determined by the BCRA
                 in Communique "A" 3561 became applicable to such loans.
                 Interest rates are determined on the basis of whether the
                 lender is an entity or an individual and depending on the
                 loan's guarantee, and the interest rate caps are 6% and 8%.

          1.1.5. Amendment of the bankruptcy and insolvency law

                 On January 30, 2002, the Argentine Congress enacted Law No.
                 25,563 whereby it declared a state of productive and credit
                 emergency originated in the Argentine crisis. Such
                 emergency will extend until December 10, 2003. The law
                 established, among other things:

                 a) Suspension for 180 days as from the effective date of the
                    law of all insolvency proceedings and court and
                    out-of-court sales (included foreclosures and enforcement
                    of security interests of any origin).

                 b) Suspension for 180 days of any petition in bankruptcy.
                    Subsequently, Law No. 25,640 of September 11, 2002,
                    extended such term for 90 days.

                 Later, on May 15, 2002, the Government enacted Law No. 25,589
                 on bankruptcy and insolvency proceedings introducing
                 modifications to the above law. The main changes are:

                 a) within 90 days or within the longer term determined by the
                    court, the debtor will have an exclusivity period to submit
                    proposals to reach a compromise with credits.

                 b) Application of the "cramdown" device, whereby creditors may
                    takeover the debtor company.

          1.1.6. CER application

                 Receivables and obligations denominated in foreign currency as
                 of the enactment of Law No. 25,561 were converted into
                 Argentine pesos at the ARS 1 to USD 1 or ARS 1.40 to USD 1,
                 as applicable. Such receivables and payables are updated by
                 application of the CER. Loans converted into Argentine
                 pesos will be indexed on the basis of the CER under the
                 above terms, plus a maximum interest rate established by
                 the BCRA, except in the case of (i) loans granted to
                 individuals secured by a collateral constituting the single
                 dwelling home, (ii) personal loans, whether secured by a
                 mortgage or not, originally agreed up to the amount of USD
                 12,000 or its equivalent in other currency, and (iii)
                 personal loans, secured by a security interest or not,
                 originally agreed up to the amount of USD 30,000 or its
                 equivalent in any other currency, that will be adjusted as
                 from October 1, 2002, on the basis of a "salary variation
                 coefficient" ("CVS") that will be published by the INDEC
                 (Argentine Institute of Statistics and Census). Law No.
                 25,642 of September 12, 2002, extended until September 30,
                 2002, application of the CER established by section 4 of
                 Presidential Decree No. 214/2002 for all obligations of
                 individuals and/or entities to pay a sum of money not in
                 excess of ARS 400,000. The rates effective as of February
                 2, 2002,


<PAGE>


                                     - 6 -


                 will remain effective until such date and, as from October 1,
                 2002, they will accrue the lower of such rate or the
                 average interest rates prevailing in the financial systems
                 for such transactions in 2001 published by the BCRA.
                 Rescheduled deposits converted into Argentine pesos will be
                 subsequently indexed on the basis of the CER published by
                 the BCRA, that will be applied as from February 3, 2002
                 (date of publication of Decree No. 214/2002), plus a
                 minimum interest rate established by the BCRA.

          1.1.7. Deposits. Balance rescheduling. Swap for government bonds
                 (Swaps I and II)

               - Balance rescheduling

                 As mentioned in the above paragraphs, the Federal Executive
                 has issued Decree No. 1570/2001 establishing severe
                 restrictions on the withdrawal of funds from Financial
                 Institutions. Subsequently, a number of rules were issued
                 that established a schedule for maturity of deposits
                 existing in the financial system. The BCRA issued a number
                 of Communiques that established the schedule for returning
                 deposits on the basis of their currency and amount.

                 In the case of deposits in Argentine pesos, three
                 reimbursement levels were determined, on the basis of the
                 amount of the deposits. The date for the first disbursement
                 in each category was March, August and December 2002. In the
                 case of deposits in foreign currency converted into
                 Argentine pesos, the method was similar to the above, and
                 the dates for the first reimbursement were January, March,
                 June and September 2003.

                 Swap I

                 Decrees No. 494/2002 of March 13, 2002, and 620/2002 of April
                 17, 2002, established the general conditions and the
                 procedure through which the owners of deposits in foreign
                 currency and in Argentine pesos may exercise the option to
                 receive "Federal Government Bonds in US Dollars at a 2%
                 rate maturing in 2012", "Federal Government Capitalized
                 Bonds in US dollars at LIBOR plus 1% maturing in 2012" and
                 "Federal Government Bonds in Argentine pesos at a 3% rate
                 maturing in 2007", within the term established by Decree
                 No. 620/2002, i.e. by April 30, 2002.

                 For the purpose of improving the conditions of the
                 securities to be issued and to make the above option more
                 attractive, the Federal Executive issued Decree No.
                 905/2002, which established the options that will be
                 available to depositors on the features of their deposits
                 (Swap I).

                 The owners of deposits originally made in foreign currency
                 that were converted into Argentine pesos and then
                 rescheduled will have the option to receive through the
                 Financial Institution where they made their deposit, as
                 total or partial payment of such deposits, "Federal
                 Government Bonds in US dollars at LIBOR and maturing in
                 2012", at the rate of USD 100 in face value for every ARS
                 140 deposited.

                 On the other hand, the owners of deposits originally made in
                 Argentine pesos in financial institutions and the owners of
                 deposits originally made in foreign currency and that were
                 converted into Argentine pesos and rescheduled will have the
                 option to receive through the financial institutions, as a
                 total or partial payment of such deposits, "Federal
                 Government Bonds in Argentine pesos at a 2% rate, maturing
                 in 2007".

                 Finally, the owners of deposits, regardless of their
                 currency of origin, that are (a) individuals aged 75 or
                 older, (b) individual that received the deposit amount as
                 severance payments or payment of a similar nature due to
                 labor termination, and (c) individuals undergoing situations
                 that pose a threat to their life, health or physical
                 integrity will have the option to receive through the
                 financial institution, as a total or partial payment of such
                 deposits, for up to the amount that was rescheduled,
                 "Federal Government Bonds in Us dollars at LIBOR maturing in
                 2005", at the rate of USD 100 in face value for every ARS
                 140 deposited.

                 The owners of deposits originally made in foreign currency
                 in financial institutions that have a rescheduled deposit
                 for up to ARS 10,000 will have the option to receive through
                 the financial institution, as a total or partial payment of
                 such deposits, for up to the abovementioned amount "Federal
                 Government Bonds in US dollars at LIBOR maturing in 2005".


<PAGE>


                                     - 7 -


                 Finally, the owners of checking accounts, savings accounts and
                 other demand deposits will have the option of acquiring
                 through the financial institution "Federal Government Bonds
                 in US dollars at LIBOR maturing in 2012" and/or "Federal
                 Government Bonds in Argentine pesos at 2% rate maturing in
                 2007". The owners of checking accounts, savings accounts
                 and other demand deposits who are individuals will have the
                 option of submitting bids for acquiring "Federal Government
                 bonds in US dollars at LIBOR maturing in 2005".

                 Swap II

                 On September 17, 2002, the Federal Executive issued Decree No.
                 1836/2002 that established the basis for the second deposit
                 swap. Such decree established the options of deposit owners
                 and modified some sections of Decree No. 905/02.

                 For purposes of obtaining such Bonds, the financial
                 institutions must first apply their holding in Federal
                 Government Bonds at a 9% rate maturing in 2002. For the
                 remaining amount of bonds to be subscribed on behalf of
                 depositors, financial institutions may opt between:

                 a) Swap them for Federal Government Bonds at a 2% rate in
                    Argentine pesos maturing in 2007 received as a compensation
                    as described in 1.1.3, federal government guaranteed loans
                    converted into pesos by Decree 471/02 and provincial public
                    sector debts covered by Decree 1387/01, including those
                    incurred by the Provincial Development Trust Fund.

                 b) Obtaining advances from the BCRA in Argentine pesos secured
                    by guarantees in the amount required to acquire the
                    abovementioned Bonds, so that financial institutions may
                    comply with the requests from depositors. Financial
                    institutions will provide security covering such 100% of
                    such advances with assets considered at their book value,
                    according to the BCRA rules, in the order priority
                    established in section 15 of such Decree.

                 c) Pay them with their own resources without receiving the
                    BCRA's financial assistance.

          1.1.8. Legal actions

                 The measures adopted by the Federal Executive with respect to
                 the political, economic, financial and foreign exchange
                 emergency triggered a number of legal actions to be filed
                 by individuals and companies, in the form of amparos
                 (judicial injunctions resulting in the immediate release of
                 frozen deposits), against the Federal Government and the
                 BCRA as the petitioners consider that the Law on Public
                 Emergency and its supplementary provisions are
                 unconstitutional. Based, mainly in the "Kiper against
                 Federal Government and Others" case, dictated by the
                 Supreme Court, the courts massively started to dictate
                 through amparos , the partial reimbursement of bank
                 deposits in US dollars or Argentine pesos at the "floating"
                 exchange rate. The Supreme Court has not dictated about the
                 constitutional sustenance of the "switch to pesos"
                 established by the Federal Government.

                 On March 11, 2002, the Argentine Association of
                 Government-owned and Private Banks and the Argentine Bank
                 Association filed a "per saltum" appeal with the Argentine
                 Supreme Court under section 195 bis of the Argentine Code
                 of Civil and Commercial Procedure (according to the
                 modification introduced by Law No. 25,561). The appeal was
                 filed for the benefit of government-owned and private banks
                 that are members of such associations and was based on the
                 Argentine institutional and systemic crisis and on the need
                 to comply with effective regulations to attain an ordered
                 and gradual solution for the restrictions affecting the
                 financial system and guaranteeing a plurality of interests.
                 Such appeal seek communication to all federal courts of
                 cases in which precautionary measures have been enforced or
                 are about to be enforced since the effective date of Decree
                 No. 1570/2001 until March 11, 2002, against banks that are
                 members of such associations.

                 Moreover, BF has joined, as additional party, the action for
                 declaratory judgment brought by ABA (Argentine Banking
                 Association) by reason of the enactment of Act No. 5303 by
                 the legislative body of the Province of San Luis, which
                 orders banks domiciled or having branches in the province
                 to pay all foreign currency deposits. To the date of
                 issuance of these financial statements, the Supreme Court
                 has issued a precautionary measure ordering the province
                 and provincial tribunals to refrain from enforcing such law
                 until the constitutional issue brought by ABA is resolved.
                 That is to say, whether the provincial legislative body is
                 empowered to enact laws that, in the opinion of ABA and the
                 banks, exceed the powers conferred under the terms of the
                 Argentine National Constitution.


<PAGE>


                                     - 8 -


                 On April 25, 2002, the Argentine Congress passed Law No.
                 25,587 on Public Emergency and Reform of the Exchange
                 System that establishes that, in any legal action brought
                 against, among others, financial institutions due to loans,
                 debts, obligations, deposits or rescheduling that may be
                 affected by the provisions included in Law No. 25,561, as
                 regulated and supplemented, the precautionary measure
                 established by section 230 of the Argentine Code of Civil
                 and Commercial Procedure will only be admitted where
                 maintenance of the situation, whether from a factual or
                 legal situation, will result in irreparable damage such as
                 impossibility to enforce the judgment. This public policy
                 provision will be applied to all outstanding cases and will
                 also apply to all precautionary measures pending
                 enforcement, regardless of the court-order date.

                 Finally, on July 24, 2002, the Federal Executive issued Decree
                 No. 1316/2002 establishing the temporary suspension for 120
                 business days of compliance with and enforcement of
                 precautionary measures and final judgments issued in the
                 legal actions referred to in section 1 of Law No. 25,587.
                 Court orders must be recorded in financial institutions in
                 chronological order and the court ordering the measure must
                 be given notice that the financial institution acknowledges
                 such measures. Furthermore, the Bank will report, on a
                 weekly basis, all precautionary measures occurred in such
                 week to the BCRA. Suspended resolutions will be complied
                 with after expiration of the term in their chronological
                 order and within 30 business days. In the case of
                 exceptions to the above rules, the measure will presented
                 to the BCRA that will comply with the court orders on
                 behalf and account of the Bank.

     1.2. Impact of the measures on the Bank's particular situation

          As described in detail in note 1.1, since late in the year ended on
          December 31, 2001, the financial system in general and the Bank in
          particular have to cope with a significant impact in their liquidity
          position, mainly as a result of mass withdrawals of deposits, actions
          for infringement of fundamental rights and freedoms filed by
          depositors, the ordering of precautionary measures and immediate
          measures by tribunals, the suspension of court-enforced collections
          and foreclosures, and the enactment of numerous laws, decrees,
          resolutions from the Ministry of Economy and Communiques by the BCRA,
          which led to frequent changes in the Bank's positions.

          The liquidity crisis became especially aggravated in the second
          quarter of the year, when cash withdrawals (accelerated by the
          uncertainty derived from cash withdrawal restrictions) and the
          reimbursement of deposits under precautionary measures, actions for
          infringement of fundamental rights and freedoms, and immediate
          measures reached their maximum level, with reimbursements by the bank
          in the amounts of approximately ARS 467 million and USD 52 million in
          such quarter. It should be noted that such precautionary measures,
          actions for infringement of fundamental rights and freedoms, and
          immediate measures order partial payment of foreign currency deposits
          (USD) or an equivalent amount in Argentine pesos at the freely
          floating exchange rate. To date, the debate about the
          unconstitutionality of the law that provides the mandatory switch of
          deposits into Argentine pesos has not been decided by the Supreme
          Court of Justice.

          The situation described above led the Board of the Bank to decide the
          implementation of a plan to strengthen the Bank's stockholders'
          equity and liquidity. Similarly, the Board of Governors of the BCRA
          in exercise of its powers requested that the Bank formally submit a
          regularization plan to the BCRA. By the end of May 2002, BF submitted
          to the BCRA the mentioned plan intended to regularize and reorganize
          the aspects related to complying with the technical regulation on
          minimum cash, which had been affected by the above-mentioned
          liquidity crisis triggered by the fall of deposits, court rulings on
          the actions brought by depositors, and by regulatory changes on
          prudential regulations. Such plan comprised the measures that had
          been adopted in April and May 2002, in relation to the financial
          assistance received from BBVA, the sale of stock holding in a
          subsidiary abroad and advances due to illiquidity received from the
          BCRA. The Board of the Bank also notified its decision to capitalize
          BF and informed BBVA's intention to convert into equity in BF the
          subordinated corporate bonds in the amount of USD 130 million issued
          by BF and held by the former, as well as a financial loan granted in
          April 2002, in the amount of USD 79.3 million, submitting this
          capitalization to the approval of the related controlling authorities
          and the Stockholders' Meeting of BF. Furthermore, the Board of the
          Bank reported the commencement of the execution of an administrative
          restructuring plan, expense reduction, and voluntary termination and
          early retirement of personnel.


<PAGE>


                                     - 9 -


          Additionally, in July 2002, BF entered into repurchase agreements
          with BBVA in the amount of USD 102.9 million, thus obtaining
          additional liquidity to refinance its foreign trade lines and local
          currency needs.

          In addition, the Bank is in the process of analyzing and negotiating
          the refinancing of unsecured corporate bonds totaling USD 150 million
          maturing October 31, 2002, and corporate credit lines received from
          abroad.

          During the third quarter of the year, the situation improved
          gradually, showing a decrease in the volume of legal actions seeking
          the withdrawal of funds and a gradual change in deposit tendencies,
          which started rising. In this quarter, precautionary measures under
          actions for infringement of fundamental rights and freedoms paid by
          the bank amounted to approximately ARS 293 million and USD 4 million.

          Detailed below are the measures taken by the Argentine Government in
          effect as of the date of filing these financial statements and which
          have affected or could affect the Bank's equity and financial
          position.

          a)   Compensation to financial institutions for the effects of the
               devaluation and conversion into pesos

               As mentioned in note 1.1.3. the amount that the Bank is to
               receive in compensation under Decree No. 905 /2000 and
               Communiques "A" 3650 and "A" 3716 as supplemented amount to:

<TABLE>
                                 ------------------------------------------------------------------------------------
                                                          Balances as of December 31, 2001
                                 ------------------------------------------------------------------------------------
                                      Exch. rate          Exch. Rate       Currently effective
                                        ARS 1 =            ARS 1.4 =        exchange rate and
                                         USD 1               USD 1               decrees             Difference
                                 ------------------- -------------------- ------------------------ ------------------

<S>                                   <C>                   <C>                  <C>                    <C>
               Assets                 8,369,234             11,028,945           10,153,352             875,593

               Liabilities            7,427,471              9,862,424            9,828,122             (34,302)
                                                                                                      ---------
               Compensation                                                                             841,291
                                                                                                      =========
</TABLE>

               Additionally, the remaining foreign exchange position after
               computing the effect on the switch to pesos of applicable assets
               and liabilites amounted to US dollars 618,699,800 (negative).
               Accordingly, the Bank applied the compensation amount to receive
               LIBOR 2012 Federal Government Bonds denominated in US dollars
               for a face value of 600,922,400, at the ARS 1,40 = USD 1
               exchange rate). In addition, that the net negative position in
               foreign currency exceeded the amount of compensation to be
               received, the Bank decided to take an advance from its BCRA
               account to subscribe Bonds for a face value of USD 17,777,400 to
               compensate such position. Subsequently, on September 11, 2002,
               the Bank's account No. 017 with the Government Debt Instruments
               Registration and Payment Center was credited by the BCRA with
               Bonds for a face value of 421,890,000 (net of a gauging of 30%).
               Such Bonds remain blocked until the BCRA gives definitive
               confirmation of the compensation amount. As of March 31, 2002,
               the Bank carried the compensation to be received in Federal
               Government Bonds under the "Other Financial-Intermediation
               Receivables" account.

               As required by BCRA Communique "A" 3703, the compensation
               received was booked in January, 2002, as follows:

               -  The gain resulting from the asymmetrical switch into pesos,
                  which amounted to 615,533, was allocated to "Financial
                  Income - Gold and foreign currency exchange difference",
                  for the purpose of neutralizing the negative effects of the
                  switch into pesos.

               -  The amount of the compensation received for the difference
                  between Stockholders' Equity as of December 31, 2001, and
                  the Stockholders' Equity that resulted from adjusting the
                  net position in foreign currency switched into pesos at the
                  exchange rate USD 1 = ARS 1.4 , amounting to 224,758, was
                  allocated to the Stockholders' Equity account "Unrealized
                  valuation difference from compensation of the net position
                  in foreign currency".


<PAGE>


                                     - 10 -


          b)   Guaranteed Loans - Decree No. 1378/2001

               As mentioned in note 1.1.4 and pursuant to Decrees Nos. 1387/01
               and 1646/01, the Bank and its subsidiaries swapped a portion of
               their holdings in federal government securities and/or loans to
               the federal government sector outstanding as of November 6,
               2001, for a nominal value of USD 3,296,561, for Guaranteed Loans
               amounting to USD 3,365,296. Such guaranteed loans are recorded
               in the consolidated financial statements under the account
               "Loans - to the non-financial government sector" for a total
               amount of 4,497,478, net of discounts.

               Subsequently, the Federal Executive established, by Decree No.
               644/02, the steps that the financial institutions were to follow
               to accept the new conditions so as to receive the payments of
               principal and interest related to the Guaranteed Loans. In this
               respect, on May 22 and July 12, 2002, the Bank and its
               subsidiaries, Banco Frances (Cayman) Ltd. and BBVA Uruguay,
               accepted the abovementioned changes to the conditions of the
               Guaranteed Loans for a face value of USD 2,843,620,000. On the
               other hand, Consolidar AFJP S.A., Consolidar Cia. de Seguros de
               Vida S.A., and Consolidar Cia. de Seguros de Retiro S.A. (except
               for loans for a face value of USD 34,034,000, which new
               conditions were accepted on May 21, 2002) did not accept the
               changes to the conditions of the Guaranteed Loans for a face
               value of USD 487,642,000. This means reverting to the original
               government securities, i.e. those that had been submitted for
               swapping.

               In addition, the Bank has presented before Banco de la Nacion
               Argentina, in its capacity as trustee for the FFDP (Provincial
               Development Trust Fund), provincial governments securities and
               loans granted to the government sectors of the provinces for a
               nominal value of USD 481,572 thousands, so as to carry out the
               swap provided by Decree No. 1378/01, which has not been
               instrumented to date. Such transaction is recorded under the
               account "Loans - to the non-financial government sector" for the
               abovementioned value plus the related accrued interest
               receivable as of March 31, 2002, converted into pesos at the
               exchange rate of USD 1 = ARS 1.4 and adjusted by the CER, as
               provided by Decrees Nos. 1387/01 and 471/02.

          c)   Application of the CER

               As mentioned in note 1.1.6., the Bank adjusted by the CER the
               deposits that were switched into pesos and rescheduled, as well
               as the loans switched into pesos. This adjustment is recorded in
               the Statement of Income under the Financial Income and Financial
               Expense accounts, respectively.

          d)   Deposits. Rescheduling of balances. Swap for Government Bonds
               (Swap I)

               As mentioned in note 1.1.7., as of July 29, 2002, the Bank's
               customers opted to swap their rescheduled deposits into bonds as
               follows:

                                                              Amount in
                                                         thousands of pesos
                                                         ------------------

               Section 2 of Decree No. 905 /2002                608,688
               Section 3 of Decree No. 905 /2002                  5,709
               Section 4 of Decree No. 905 /2002                 93,128
               Section 5 of Decree No. 905 /2002                 36,752
               Section 24 of Decree No. 905 /2002                34,107
                                                           ------------
               Total                                            778,384
                                                           ------------
               % of total deposits                                10.74%

               % of deposits eligible for swap                    31.20%

               On September 17, 2002, the Federal Executive issued Decree No.
               1836/2002, which established the conditions for Swap II of
               deposits with the Financial System, for which deposit owners are
               entitled to opt and at the same time amended some sections of
               Decree 905/02 as explained in note 1.1.7.

               In accordance with matters disclosed in such note, the Bank will
               opt to swap the eligible assets mentioned so as to obtain the
               bonds requested by its depositors.


<PAGE>


                                     - 11 -


               As of the date of issuance of these financial statements, the
               BCRA had not yet issued the procedure rules for this swap.

          e)   Legal actions

               As mentioned in note 1.1.8., the Bank has been notified of
               injunctions, mainly pursuant to constitutional protection
               actions, that require deposits to be reimbursed in cash in
               amounts larger than provided under current legislation or
               regulations, and/or the release of rescheduled deposits and/or
               declare the inapplicability of legislation passed by National
               Congress or measures issued by the Federal Executive or the
               BCRA. As of March 31, 2002, the Bank had paid USD 24,265,000 for
               actions in that currency, and USD 79,690,000 for actions in
               Argentine Pesos and in USD, paid in Argentine Pesos at the
               "floating" exchange rate. Also, as of the date of filing these
               Financial Statements, the Bank had paid USD 80,041,000 for
               actions in that currency, and USD 838,967,000 for actions in
               Argentine Pesos and in USD, paid in Argentine Pesos at the
               "floating" exchange rate.

               Moreover, in view of the damage to the financial position of the
               financial system overall and, naturally, of the Bank caused by
               the execution of the precautionary measures ordered by the
               various tribunals in relation to actions for infringement of
               fundamental rights and freedoms and immediate measures, in
               addition to the prejudice derived from the application to
               certain bank loans of the salary variation coefficient instead
               of the benchmark stabilization coefficient, BF reported these
               prejudices to the Minister of Economy and the BCRA, making
               express reserve of its rights to bring claims therefor.

               As of the date of filing these Financial Statements, neither
               Federal, nor Buenos Aires City nor Provincial courts had ruled
               on the substance of the matter; accordingly, the final outcome
               of these legal actions is unknown.

          f)   Advances requested from the BCRA and financing received from
               BBVA Madrid

               For the purpose of covering the decrease in deposits, the Bank
               obtained, during the period March through June 2002, advances
               from the BCRA, which as of March 31, 2002, and the filing date
               of these financial statements amount to 251,692 and 1,763,952,
               respectively, and are recorded under "Other financial
               intermediation obligations - BCRA Other". In guarantee of such
               assistance, the Bank executed a first-degree security agreement
               whereby it encumbered in favor of the BCRA a portion of the
               Bank's credit rights under the Guaranteed Loan Agreement
               executed on December 7, 2001, pursuant to Federal Executive
               Decree No. 1387/2001 as supplemented and amended.

               In addition to the advances granted by the BCRA, BF received
               from BBVA the following:

               -    In April 2002, the Bank received assistance from BBVA
                    Madrid in the amount of USD 159 million, in security for
                    which it provided Guaranteed Loans to the Argentine
                    Government and syndicated loans granted to customers of the
                    non-financial private sector.

               -    In May 2002, the Bank sold its equity interest in BBVA
                    Uruguay to BBVA Madrid for USD 55 million (see note 2.2.).

               -    During July 2002, the Bank entered into repurchase
                    agreements with BBVA Madrid for an amount of USD 102.9
                    million.

               -    As disclosed in note 2.3., BBVA has offered to convert into
                    equity its holdings of subordinated corporate bonds issued
                    by the Bank for an amount of about USD 130 million as well
                    as the loan for USD 79.3 million disbursed in April 2002.

          g)   Liquidity

               BCRA Communique "A" 3498 introduced changes to the minimum cash
               and minimum liquidity requirements systems. The minimum cash
               requirements thus imposed are higher than before.


<PAGE>


                                     - 12 -


               Subsequently, the BCRA provided that for the period November
               2001 through February 2002, the minimum cash and minimum
               liquidity requirements and the related cash and liquidity
               actually held are to be calculated as an average over such
               four-month period, that is to say that the aggregate over such
               period of the daily balances of the items comprised is to be
               divided over the total number of days in the period.

               Lastly, the BCRA issued Communiques "A" 3597, 3598 and 3732,
               which established the System for Minimum Application of
               Resources from on-demand and term obligations in pesos. The
               items included are basically deposits and other financial
               intermediation on-demand obligations in pesos as well as
               fixed-term deposits subject to CER indexation. The related
               requirement was set at 18%.

               The Bank has requested the BCRA that its minimum cash
               requirement be reduced by up to the excess amount over mandatory
               application of resources, as resulting from franchises granted
               by the BCRA; as of the date of these financial statements, the
               oversight agency was still analyzing the issue.

          h)   BCRA Information Requirements

               The BCRA issued a series of communiques related to its monthly
               accounting information requirements whereby, as an exception, it
               provided postponements, suspensions and new due dates, as well
               as additional information requirements also on an exceptional
               basis. The information involved included trial balances,
               information on debtors to the financial system, makeup of groups
               of companies and minimum capital requirements and capital
               actually held. Such changes also affected the filing of
               financial statements for the quarters ended March 31, June 30,
               and September 30, 2002.

               BCRA Communique "A" 3599 suspended the requirements to file the
               information for January and February 2002 on debtors to the
               financial system, makeup of groups of companies and minimum
               capital requirements and capital actually held.

               Communique "A" 3687 set a new due-dates calendar, which was
               abrogated by Communique "A" 3691.

               After a series of Communiques that postponed or suspended
               information filing requirements, Communique "A" 3760 of October
               4, 2002 and Communique "A" 3773 of October 17, 2002, set the
               definitive due-dates calendar for trial balances, debtors to the
               financial system and makeup of groups of companies, financial
               statements consolidated with significant branches and
               subsidiaries in Argentina and abroad, and the respective
               consolidated debtors'-situation statement.

               On October 23, 2002, the Bank and its subsidiaries will file
               with the BCRA, the Pro-forma balance sheets as of December 31,
               2001, which will include the effects of Law No. 25,561, and the
               Decrees and Regulations that constitute its administrative
               order.

               As of filing date of these Financial Statements, the Bank had
               filed with the BCRA the following required information: Trial
               Balances and financial statements consolidated with significant
               branches and subsidiaries in Argentina and abroad, for January,
               February, March, April, May and June 2002.

          The negative consequences of the situations described above on the
          Financial System overall and in particular on the Bank, involve the
          significant illiquidity, the impact of the devaluation of the
          Argentine peso and the switch into pesos, the recoverability of loans
          to both the Government and the private sectors, lost profitability
          and the mismatch of terms and currencies.

          In addition, the measures taken by the Federal Executive (Decrees No.
          905/02 and 1836/02) allowed progress towards the compensation for the
          asymmetrical switch into pesos and coverage of the foreign currency
          position. Swap I of rescheduled deposits for federal government bonds
          allowed depositors to choose to take such bonds in exchange for their
          receivables and, as from October 1, 2002, banks are authorized to
          reimburse part of such deposits in cash (in the case of the bank,
          such reimbursement will amount to ARS 10,000 plus the benchmark
          stabilization coefficient). Moreover, SWAP II of deposits for bonds
          began on October 1, 2002.


<PAGE>


                                     - 13 -


          On the basis of the situation described, the search for solutions to
          Argentina's economic and financial situation will require further
          measures. For example, the possibility of covering deposits with some
          form of insurance, the settlement of Private Sector loans with bonds,
          the lifting of the suspension of foreclosures on assets provided as
          collateral, the lifting of the suspension of CER application,
          compensation to financial institutions for the suspension of the CER,
          the resolution of constitutional protection actions, compensation due
          to financial institutions for having returned - by court order
          pursuant to constitutional protection actions - deposits in dollars
          at the floating exchange rate, differentiated application of the CER
          to assets and liabilities, and the maturity of rescheduled deposits.
          As of the filing date of these financial statements, issues that are
          key to the Argentine economy remain pending solution. These include
          the reconstitution of the Financial System, closing an agreement with
          the International Monetary Fund, initiating negotiations with foreign
          creditors, negotiations with operators of privatized utilities, and
          the negotiations to refinance corporate loans.

          To the date of filing of these financial statements, BF has increased
          its deposit portfolio and the volume of transactions, coming into
          compliance with the minimum cash ratio, and, barring any situation
          beyond its control, the Board of the Bank expects to maintain the
          equilibrium level achieved. Thus, the BCRA and the Bank are
          continually assessing the measures included in the plan presented in
          May 2002, and the evolution of the actions carried by the Bank.

          The Board of the Bank is optimistic as to the development of future
          operations, especially if the Federal Government is eventually able
          to correct the profound imbalance caused by the execution of the
          precautionary measures ordered under actions for infringement of
          fundamental rights and freedoms and immediate measures due, mainly,
          to the impact of exchange differences between the provisions of such
          court rulings and of the legal rules on de-dollarization of deposits,
          and if the Federal Government eventually compensates for the
          financial loss that the application of the salary variation
          coefficient instead of the benchmark stabilization coefficient causes
          to the economic and financial position of the Bank and the system
          overall. BF has reported this situation to the Ministry of Economy
          and the BCRA, making express reserve of its rights to bring claims
          therefor.

          The Bank's Management is continually assessing the impact that such
          measures could have on the Bank's equity and financial position.

          These financial statements have been prepared on the basis of the
          going-concern assumption, based on the understanding that the
          restructuring of the Financial System overall, the government-debt
          restructuring and the Bank's and its subsidiaries' own plans and
          actions will allow it to continue operating and maintain the
          liquidity and solvency indicators required by the BCRA and,
          accordingly, these financial statements do not include any
          adjustments related to the recoverability of the asset amounts booked
          and the sufficiency of liabilities, as could be necessary should the
          situations described above not be resolved favorably.


2.   CORPORATE SITUATION AND BANK'S ACTIVITIES

     2.1. Corporate situation

          BBVA Banco Frances S.A. (BF) has its main place of business in Buenos
          Aires and operates, as of March 31, 2002, a 304-branch network and 40
          offices of its affiliate Credilogros Compania Financiera S.A.

          As from December, 1996, BF is part of Banco Bilbao Vizcaya Argentaria
          S.A. (BBVA) global strategy, which controls the bank with 68,24%
          corporate stock as of March 31, 2002.

          Part of BF's corporate stock is publicly traded and has been
          registered with the Buenos Aires Stock Exchange, New York Stock
          Exchange and Madrid Stock Exchange.


<PAGE>


                                     - 14 -


     2.2. Sale of interest in Banco Bilbao Vizcaya Argentaria Uruguay S.A.

          On May 13, 2002, the Bank entered into an agreement with BBVA for the
          sale of its 60.87% interest in BBVA Uruguay. This transaction was
          approved by the Bank's Board of Directors at their meeting held on
          May 13, 2002, and Banco Central de la Republica Oriental del Uruguay
          on May 10, 2002. The total selling price for the shares amounted to
          USD 55 million, which was collected on the date the transaction was
          carried out.

     2.3. Capital increase

          At the Regular and Special Meetings held on August 7, 2002, the
          stockholders approved the Bank's capital increase in the amount of up
          to 1,250,000 nominal value for the subscription of common, book-entry
          shares, entitled to one vote per share. Those shares may be paid up
          in cash and/or with subordinated corporate bonds in foreign currency
          issued by the Bank, maturing on March 31, 2005, and/or loans granted
          by BBVA to the Bank. At the referred meeting the stockholders
          delegated to the Board of Directors the powers to establish the
          remaining conditions.

          As of the issuance date of these financial statements, the Bank has
          filed an IPO with the Argentine Securities Commission (C.N.V.) and
          the Buenos Aires Stock Exchange.

     2.4. Banco Frances (Cayman) Limited

          On August 15, 2002, the Bank made a capital irrevocable contribution
          in kind (Federal Government Guaranteed Loans GL 08) with original
          nominal values of USD 185,043,841, which were dedollarized under the
          Executive Orders mentioned in 1.1.4, representing a book value in
          pesos of 305,409.

          Such contribution was authorized by Resolution No. 360 of B.C.R.A.'s
          Board of Trustees dated May 30, 2002.

          In addition, the Bank has requested from the B.C.R.A. the
          authorization to make the contribution of the Federal Government
          Libor 2012 bonds in US dollars received as compensation, as disclosed
          in 1.1.3.e) derived from the dedollarization effect of the Federal
          Government Guaranteed Loans portfolio held by such subsidiary. As of
          March 31, 2002, such contribution commitment for USD 386,000
          thousands is booked in "Other liabilities - Miscellaneous payables."


3.   SIGNIFICANT ACCOUNTING POLICIES

     3.1. COMPARATIVE INFORMATION

          a)   As required by F.A.C.P.C.E. Technical Resolution No. 8
               (Argentine Federation of Professional Councils of Economic
               Sciences), C.P.C.E.C.A.B.A. Resolution No. 89/88 (Professional
               Council of Economic Sciences of the City of Buenos Aires) and
               B.C.R.A. regulations, the financial statements for the
               three-month period ended March 31, 2002, are presented
               comparatively with those of the same period of prior year. For
               that purpose, the financial statements for the period ended
               March 31, 2001, were restated in the March 31, 2002 currency by
               applying the adjustment rate derived from the Internal Wholesale
               Price Index published by I.N.D.E.C. (Federal Institute of
               Statistics and Census), considering that the accounting
               measurements prior to January 1, 2002, are stated in December
               31, 2001 currency.

          b)   Through Communique "A" 3345, as supplemented, BCRA introduced
               some changes to the rules related to the presentation and
               disclosure of financial institution financial statements
               effective as from December 31, 2001. Therefore, the financial
               statements as of March 31, 2001, were reclassified, due to the
               application of such rules, only for comparison with the
               financial statements for the three-month period ended March 31,
               2002.


<PAGE>


                                     - 15 -


          c)   The financial statements, notes and exhibits for the three-month
               period ended March 31, 2001, include certain changes originated
               in adjustments to prior years' losses of 95,008 booked in the
               year ended December 31, 2001, as a result of the change in the
               criterion followed by the Bank to estimate the income tax
               charge, applying the deferred tax method as from that date.

     3.2. RESTATEMENT OF THE HEAD OFFICE'S AND LOCAL BRANCHES FINANCIAL
          STATEMENTS IN EQUIVALENT PURCHASING POWER

          The financial statements have been taken from the Bank's books of
          account in conformity with the standards of the BCRA.

          The Bank presents its financial statements in constant currency,
          following the restatement method established by F.A.C.P.C.E.
          Technical Resolution No. 6, using adjustment rate derived from the
          Internal Wholesale Price Index published by the I.N.D.E.C. and under
          the provisions set forth by General Resolution No. 415 of the C.N.V.
          and B.C.R.A.'s Communique "A" 3702.

          Accordingly to the above mentioned method, the accounting
          measurements were restated by the purchasing power changes through
          August 31, 1995. As of that date, based in the prevailing economic
          stability conditions and accordingly with CNV General Resolution No.
          272 and BCRA Communique "A" 2365, accepted by the professional
          accounting standards, the accounting measures were not restated
          through December 31, 2001. In view of CNV General Resolution No. 415
          and BCRA Communique "A" 3702, the method was reinstated effective as
          from January 1(degree), 2002, considering the previous accounting
          measures restated as of December 31, 2001.

     3.3. VALUATION METHODS

          The main valuation methods used in the preparation of the financial
          statements have been as follows:

          a)   Foreign currency assets and liabilities:

               They were converted at the Banco Nacion selling rate effective
               for each currency as of the last working day of each period end.
               Exchange differences were credited/charged to income of each
               period.

          b)   Government and private securities:

               Government securities:

               -    Holdings in investment accounts: as of March 31, 2002, as
                    provided by Communique "A" 3278 by the BCRA, they were
                    valued at acquisition cost, increased by compound interest
                    formula due to the accrual generated on the internal rate
                    of return and the time elapsed from the acquisition date.
                    For the case of predating holdings recorded in investment
                    accounts as of May 31, 2001, the acquisition cost was
                    considered to be their respective book values as of the
                    same date.

                    As of March 31, 2001, as provided by Communique "A" 3039 of
                    the BCRA, they were valued at acquisition cost increased by
                    applying the interest rate of the current coupon through
                    the due date of each service payment. For the case of
                    predating holdings recorded in investment accounts as of
                    February 29, 2000, the acquisition cost was considered to
                    be their respective book values as of the same date.

                    The book value for each security is decreased in the amount
                    of the positive difference resulting from the book value
                    less 120% of the market value. As established by
                    Communiques "A" 3269 and 3303 of the BCRA, this treatment
                    was suspended from April to December 2001.

                    The differences existing between acquisition values and
                    those mentioned in the preceding paragraphs were
                    credited/charged to income for the three-month periods
                    ended March 31, 2002 and 2001 (see note 5).


<PAGE>


                                     - 16 -


               -    Holdings for trading or financial transactions: they were
                    valued based on current listed prices for each security as
                    of March 31, 2002 and 2001. Differences in listed prices
                    were credited/charged to income for the three-month periods
                    then ended.

               -    Unlisted Government Securities: they were valued at
                    residual nominal value plus income accrued as of March 31,
                    2002 and 2001.

               Investments in listed private securities:

               -    Equity and debt instruments: they were valued based on
                    current listed prices as of March 31, 2002 and 2001.
                    Differences in listed prices were credited/charged to
                    income for the three-month periods then ended.

          c)   Guaranteed Loans - Decree No. 1387/2001:

               As mentioned in Note 1, as of March 31, 2002, guaranteed loans
               are stated at the swap values established by the Ministry of
               Economy as of November 6, 2001, plus the related interest
               accrued through period-end, translated into pesos at the ARS
               1.40 = USD 1 exchange rate and adjusted to the C.E.R. (Benchmark
               Stabilization Coefficient). These guaranteed loans are booked in
               "Loans - To the nonfinancial public sector" totaling ARS
               4,497,478, net of discounts, in the consolidated financial
               statements.

               As set forth by B.C.R.A. Communique "A" 3366 and "A" 3385, the
               initial value of guaranteed loans matched the previous book
               value of Federal government bonds (classified and valued as
               "Investment accounts" or "For trading or intermediation", under
               the B.C.R.A.'s accounting standards) and/or loans as of the swap
               date, without giving rise to any income (loss) for the swap
               recognition, since the positive difference generated between the
               swap values established by the Ministry of Economy and the book
               value of the swapped bonds was reflected in a balancing account.
               The balance of that account will be charged to income on a
               monthly basis in proportion to the term of each of the
               guaranteed loans.

          d)   Interest accrual:

               Interest has been accrued according to a compound interest
               formula in the periods in which it was generated, except
               interest on transactions in foreign currency and those whose
               maturity does not exceed 92 days, on which interest has been
               accrued by the straight line method.

          e)   C.E.R. accrual

               As mentioned in Note 1, as of March 31, 2002, receivables and
               payables have been adjusted to the C.E.R. as follows:

               -    Guaranteed loans: they have been adjusted under Resolution
                    50/2002 of the Ministry of Economy, which resolved that the
                    C.E.R. effective 10 (ten) business days prior to the
                    maturity date of the related service will be considered for
                    yield and repayments of these loans.

               -    Other loans and receivables from sale of assets: they have
                    been adjusted under Communique "A" 3507 and supplementary
                    regulations, which resolved that the payments through
                    September 30, 2002, will be made under the original terms
                    of each transaction and will be booked as prepayments,
                    where as from February 3, 2002, the principal was adjusted
                    to the C.E.R. prevailing on March 31, 2002, deducting the
                    prepayments mentioned above as from the payment date,
                    except those subject to the provisions of Decrees 762/02
                    and 1242/02, which excluded the application of that
                    coefficient from some mortgage, pledge, personal and other
                    lines of credit.

               -    Deposits and other assets and liabilities: the C.E.R.
                    prevailing on March 31, 2002 was applied.


<PAGE>


                                     - 17 -


          f)   Allowance for loan losses and contingent commitments:

               For loans, other receivables from financial transactions and
               contingent commitments: this allowance has been calculated based
               on the Bank's estimated loan loss risk in light of debtor
               compliance and the guarantee/security supporting the respective
               transactions, as provided by Communique "A" 2729 as supplemented
               of the BCRA.

               BCRA Communique "A" 3418 of January 3, 2002, provided that, for
               the purposes of classificating debtors as of January 2002, the
               overdue term admitted for debtors under ordinary classifications
               and special procedures / improper performance should be
               increased by 31 days.

               BCRA Communique "A" 3463 of February 7, 2002, extended by 31
               days the overdue term admitted in addition to the term referred
               to above. Such Communique also established that by February
               2002, the overdue term admitted for such classifications would
               be 62 days and 121 days, respectively.

               BCRA Communique "A" 3630 of June 10, 2002, provided that, for
               the purposes of assessing the bad debt allowances for March and
               June 2002, the allowance percentages applicable to categories 1
               and 2, respectively (debtors in normal situation and inadequate
               compliance), should be admitted for debtors classified as 2 and
               3 (debtors in inadequate compliance and deficit compliance) who
               are 62 and 121 days in arrears, respectively.

          g)   Loans and deposits in government securities:

               They were valued at current listed price for each security as of
               March 31, 2002 and 2001, plus related accrued interest.
               Differences in listed prices were credited/charged to income for
               the three-month periods then ended.

          h)   Instruments to be received and to be delivered for spot and
               forward transactions:

               -    Of foreign currency: they were valued based on the exchange
                    rate (seller's price) of Banco Nacion for each currency
                    determined on the last business day of the each period end.

               -    Of securities, associated with repurchase agreements:

                    o    Holding in investment accounts (government
                         securities): as of March 31, 2002, as provided by
                         Communique "A" 3278 by the BCRA, they were valued at
                         acquisition cost, increased by compound interest
                         formula due to the accrual generated on the internal
                         rate of return and the time elapsed from the
                         acquisition date. For the case of predating holdings
                         recorded in investment accounts as of May 31, 2001,
                         the acquisition cost was considered to be their
                         respective book values as of the same date.

                         As of March 31, 2001, as provided by Communique "A"
                         3039 by the BCRA, they were valued at acquisition cost
                         increased by applying the interest rate of the current
                         coupon through the due date of each service payment.
                         For the case of predating holdings recorded in
                         investment accounts as of February 29, 2000, the
                         acquisition cost was considered to be their respective
                         book values as of the same date.

                         The book value for each security is decreased in the
                         amount of the positive difference resulting from the
                         book value less 120% of the market value. As
                         established by Communiques "A" 3269 and 3303 of the
                         BCRA, this treatment was suspended from April to
                         December 2001.

                         The differences existing between acquisition values
                         and those mentioned in the preceding paragraphs were
                         credited/charged to the income of the three-month
                         period ended March 31, 2002 and 2001 (see note 5).

                    o    Holdings for trading or financial transactions
                         (government and private securities): they were valued
                         based on current listed prices for each security as of
                         March 31, 2002 and 2001. Differences in listed prices
                         were credited/charged to income for the three-month
                         periods then ended.


<PAGE>


                                     - 18 -


          i)   Amounts receivable and payable from spot and forward
               transactions pending settlement:

               They were valued based on the prices agreed upon for each
               transaction, plus related premiums accrued as of March 31, 2002
               and 2001.

          j)   Unlisted Corporate Bonds:

               They were valued at acquisition cost plus income accrued but not
               received as of March 31, 2002 and 2001.

          k)   Compensation to be received from the Federal Government:

               As mentioned in note 1, the Bank assessed the amount of the
               compensation to be received for the negative effect of
               stockholders' equity as a result of the switch into Argentine
               pesos of all foreign currency payables and receivables,
               according to the method mentioned in such note. Pursuant to the
               provisions of Decree No. 905/2002, the Bank decided to apply the
               amount of the compensation to be received to subscribe bonds for
               covering the foreign currency negative equity position, which
               amounts to USD 600,922,400. Moreover, since such position
               exceeded the amount of the compensation to be received, the Bank
               decided to accept a payment in advance from the BCRA in the
               amount of 24,888 to subscribe the bonds necessary for
               compensating such position.

               As of March 31, 2002, the compensation to be received by the
               Bank has been booked as "Other receivables from financial
               intermediation - Other receivables not covered by debtor
               classification regulations", and was valued as follows:

               -    Compensation to be received from the Federal Government in
                    US dollars: at its residual nominal value plus the interest
                    accrued according to the conditions of issuance, switched
                    into pesos according to the provisions of note 3.3.a).

          l)   Assets out on financing lease:

               As of March 31, 2002 and 2001, they have been valued at the net
               cost value of the accumulated amortization through the end of
               the three-month periods then ended. Such amortization was
               calculated, on a monthly basis, considering the cost value less
               the current value of unaccrued installments plus the net book
               value calculated as per the conditions agreed upon in the
               respective contracts applying the imputed interest rate thereto.

          m)   Investments in other companies:

               -    Investments in controlled financial institutions,
                    supplementary activities and authorized: they were valued
                    based on the following methods:

                    o    Credilogros Compania Financiera S.A., Frances Valores
                         Sociedad de Bolsa S.A., Consolidar Administradora de
                         Fondos de Jubilaciones y Pensiones S.A., Consolidar
                         Cia. de Seguros de Vida S.A., Consolidar Cia. de
                         Seguros de Retiro S.A. and Atuel Fideicomisos S.A.:
                         were valued by the equity method.

                    o    Banco Frances (Cayman) Ltd. and BBVA Uruguay SA:
                         valued by the equity method, converted into pesos
                         following to the following criteria:

                         The financial statements were adapted to the
                         professional accounting standards effective in
                         Argentina and the rules of the Central Bank of
                         Argentina. Such financial statements, which were
                         originally stated in foreign currency, were converted
                         into Argentine pesos as detailed below:

                         - Assets and liabilities were converted based on the
                           criterion described in 3.3.a).

                         - The assigned capital was calculated at the ARS
                           amounts remitted by the Bank.

                         - Retained earnings were determined by the difference
                           between assets, liabilities and assigned capital,
                           converted into pesos as indicated above.


<PAGE>


                                     - 19 -


                         - Income (loss) for the period was determined by the
                           difference between retained earnings at beginning,
                           less earnings distributed in cash and retained
                           earnings at period-end, which was allocated to
                           "Income (loss) from long-term investments".

                    -    Investments in noncontrolled financial institutions,
                         supplementary activities and authorized: they were
                         valued according to the following methods:

                         o Rombo Cia. Financiera S.A., Visa Argentina S.A.,
                           Banelco S.A. and Interbanking S.A.: were valued by
                           the equity method.

                         o Bladex S.A.: was valued at acquisition cost in
                           foreign currency plus the nominal value of stock
                           dividends received, converted into pesos based on the
                           method described in 3.3.a).

                         o Other: valued at acquisition cost, without exceeding
                           their recoverable value.

                    -    Other noncontrolled affiliates: they were valued based
                         on the following methods:

                         o Consolidar A.R.T. S.A.: was valued by the equity
                           method.

                         o Other: were valued at acquisition cost, without
                           exceeding their recoverable value.

               As from the effectiveness date of Law No. 25,063, dividends in
               cash or in kind received by the Bank from investments in other
               companies in excess of accumulated taxable income of such
               companies at the time of distribution thereof shall be subject
               to a 35% income tax withholding, which shall be a single and
               final payment.

               The Bank has not accrued this tax as it believes dividends from
               profits recorded applying the equity method would not be subject
               to this tax.

          n)   Bank premises and equipment and other assets:

               They have been valued at acquisition cost plus increased from
               prior-year appraisal revaluations, restated as explained in note
               3.2., less related accumulated depreciation calculated in
               proportion to the months of estimated useful life of items
               concerned. The net book value of Bank premises and equipment and
               other assets taken as a whole does not exceed the recoverable
               value of these items.

          o)   Intangible assets:

               They have been valued at acquisition cost restated as explained
               in note 3.2., less related accumulated depreciation calculated
               in proportion to the months of estimated useful life of the
               items concerned (see useful life assigned in Exhibit G).

          p)   Valuation of options:

               Options purchased and sold, recorded under memorandum accounts,
               have been valued at the exercise and market values,
               respectively, of the asset or underlying index.

          q)   Employee termination pay:

               The Entity expenses employee termination pay disbursed.

          r)   Reserve for other contingencies:

               Includes the estimated amounts to meet contingencies of probable
               occurrence that, if occurred, would give rise to a loss for the
               Bank.

          s)   Stockholders' equity accounts:

               They are restated as explained in note 3.2., except for the
               "Capital Stock" and "Noncapitalized contributions" accounts
               which has been kept at original value. The adjustment resulting
               from its restatement is included in the "Adjustment to
               Stockholders' Equity - Adjustment to Capital Stock" account.


<PAGE>


                                     - 20 -


          t)   Income tax

               The Bank determined the charge for income tax applying the
               effective 35% rate to taxable income estimated for each year
               considering the effect of temporary differences between book and
               taxable income. The bank considered as temporary differences
               those that have a definitive reversal date in subsequent years.
               Therefore, as of March 31, 2002, it determined a net operating
               loss (NOL).

               TOMPI was established by Law No. 25,063 in the year ended
               December 31, 1998, for a ten-year term. This tax is
               supplementary to income tax: while the latter is levied on the
               taxable income for the year, TOMPI is a minimum levy determined
               by applying the current 1% rate on the potential income of
               certain productive assets. Therefore, the Bank's tax
               obligation for each year will coincide with the highest of these
               taxes. The above Law provides that institutions governed by
               Financial Institutions Law must consider as tax base 20% of
               their taxable assets, after deducting non-computable ones.
               However, if TOMPI exceeds income tax in a given year, the excess
               thereof may be computed as a payment on account of any income
               tax in excess of TOMPI that may occur in any of the following
               ten years.

               In every year that net operating losses are offset, the tax
               benefit (the benefit of the effective rate on the NOL used) will
               be realized to the extent that income tax (net of the
               offsetting) equals or exceeds tax on minimum presumed income,
               but will reduced by any excess of the latter over former.

               The AFIP (Argentine Public Revenue Administration) inspected
               open tax periods and the Bank received ex officio assessments,
               which were appealed before the Argentine Administrative Tax
               Court. Such agency, to the issuance date of these financial
               statements, issued an opinion on the ex officio assessment made
               in 1992, partially admitting the claim of tax authorities. This
               ruling will be appealed before the courts. Bank Management and
               tax and legal counsel estimate that the Bank made a reasonable
               interpretation of effective regulations regarding the periods in
               question.

               In addition, on June 23, 2000, the Bank adhered to the system
               provided by Decree No. 93/2000, relating to the taxes included
               therein.

          u)   Statement of Income Accounts:

               -    The accounts accumulating monetary transactions (financial
                    expense and income, service charge expense and income,
                    provision for loan losses, operating expenses, etc.) were
                    restated by applying the adjustment coefficients to the
                    historical amounts accrued on a monthly basis.

               -    Accounts reflecting the effect on income resulting from the
                    sale, write-off, or usage of nonmonetary assets were
                    computed based on the value of such assets, as mentioned in
                    note 3.2.

               -    Income from investments in subsidiaries was computed based
                    on such companies' income adjusted as explained in note
                    3.2.

               -    The effect derived from inflation for maintaining monetary
                    assets and liabilities has been recorded in three accounts:
                    "Monetary income (loss) on financial intermediation",
                    "Monetary income (loss) on operating expenses" and
                    "Monetary income (loss) on other operations".


4.   CREDIT ASSISTANCE

     4.1. CREDIT ASSISTANCE TO THE NONFINANCIAL GOVERNMENTAL SECTOR

          As a result of Public Emergency and Exchange System Reform Law and
          the public debt default, meeting such obligations is based on scant
          Argentine Treasury resources and the persistent fiscal deficit of the
          Federal, Provincial and Municipal Governments, which inevitably led
          to a significant public indebtedness. Therefore, the Ministry of
          Economy was empowered to take the actions and deal with the
          formalities needed to reschedule the Federal Government's debt.


<PAGE>


                                     - 21 -


          Thus, on February 27, 2002, the Federal and Provincial Governments
          signed an agreement on the financial relationship and bases of a
          federal tax revenue sharing system which, among other issues,
          established that the Provincial Governments may request from Federal
          Government to renegotiate provincial public debts; such debts could
          thus be reprogrammed under the guidelines to which the federal public
          debt is subject.

          Subsequently, Decrees No. 471/2002 and 644/2002 established the
          treatment applicable to debts originally assumed in US dollars or
          other foreign currencies by the federal, provincial, and municipal
          public sectors when such obligations are subject to Argentine law
          regarding the regulatory framework provided for in Law No. 25,561 and
          Decree No. 214/2002.

          As of March 31, 2002, the Bank carried the following receivables from
          the non financial governmental sector:

          I.   Securities:

<TABLE>
                                                                                      BBVA Banco         Consolidated
                                                                                        Frances            position
                                                                                      ----------         ------------

<S>                                                                                   <C>                  <C>
            Argentine Federal Government 9% Bonds - 2002                                313,972              313,972
            External Bills of the Argentine Republic                                    616,455              616,535
            Tucuman Provincial Treasury Bonds                                            65,853               65,853
            CCF (Tax credit certificates)                                                69,236               69,236
            Treasury Bills                                                                8,761               22,199
            LECOP Bonds Treasury Bills                                                    4,405                4,405
            Other                                                                         7,195               52,097
                                                                                      ---------            ---------
                 Total                                                                1,085,877            1,144,297
                                                                                      =========            =========
</TABLE>

          II.  Credit assistance to the governmental sector in 4,199,404 and
               5,936,944 (individual and consolidated position, respectively)
               classified by origin as follows:

<TABLE>
                                                                                      BBVA Banco         Consolidated
                                                                                        Frances            position
                                                                                      ----------         ------------

<S>                                                                                   <C>                  <C>
               o      Argentine Government guaranteed loans
                      -  Decree No. 1387/01 (net of discounts)                        2,759,938            4,497,478
               o      Loans to the provincial governmental sector
                      -  Buenos Aires                                                    71,195               71,195
                      -  Cordoba                                                        222,584              222,584
                      -  Entre Rios                                                      68,392               68,392
                      -  Chaco                                                          127,313              127,313
                      -  Formosa                                                         67,432               67,432
                      -  Santa Fe                                                        84,000               84,000
                      -  Misiones                                                        46,769               46,769
                      -  Other                                                          630,108              630,108
               o      Loans to other governmental sector agencies                       121,673              121,673
                                                                                      ---------            ---------
               Total                                                                  4,199,404            5,936,944
                                                                                      =========            =========
</TABLE>

               As to guaranteed loans, under Decree No. 1387/2001, during the
               months of April to October, the Bank collected 89,263 in
               interest on such loans.

          III. Compensation to be received from the Federal Government: as
               detailed in notes 1.1.3. and 1.2.a), the Bank and its
               subsidiaries booked as "Other receivables from financial
               intermediation - Other receivables not covered by debtor
               classification regulations" in 1,874,821, which reflects the
               compensation to be received from the Federal Government, as
               established by Decree No. 905/2002.

          Considering that BCRA regulations related to minimum allowances for
          loan loss risk do not entail setting an allowance for the credit
          assistance granted to this sector and that, as of the date of
          issuance of these financial statements, it is impossible to assess
          the future effects which the ongoing economic crisis could have on
          the recoverability of the book values of such holding and financing,
          these financial statements do not include any adjustments which could
          result from the resolution of these uncertainties.


<PAGE>


                                     - 22 -


     4.2. CREDIT ASSISTANCE TO NONFINANCIAL PRIVATE SECTOR DEBTORS

          The effects resulting from the crisis that Argentina is currently
          enmeshed by and the difficulties evidenced in the payment chain have
          had a negative impact on the Bank's credit assistance of debtors from
          the commercial and consumer portfolios generating ever increasing
          deterioration added to a highly uncertain environment in which it is
          difficult to establish objective criteria to reach an agreement on
          the refinancing of the loans granted.

          BCRA Communique "A" 3630 of June 10, 2002, provided that, for the
          purposes of assessing the bad debt allowances for March and June
          2002, the allowance percentages applicable to categories 1 and 2,
          respectively (debtors in normal situation and inadequate compliance)
          should be admitted for the debtors classified as 2 and 3 (debtors in
          inadequate compliance and deficit compliance) who are 62 and 121 days
          in arrears, respectively.

          Considering that the basic criterion to measure uncollectibility risk
          is the ability to pay debts or commitments in the future emphasizing
          cash flow analysis, the current situation does not allow for
          uncollectibility risk to be objectively assessed.

          On February 14, 2002, Law No. 25,563 was enacted. Such Law provides
          that through December 10, 2003, Argentina is undergoing a productive
          and loan emergency resulting from the current crisis. Such regulation
          amended bankruptcy and insolvency proceedings laws and other related
          regulations mainly aimed at debtors who have the possibility of
          rescheduling their payables to the financial system as well as
          suspending for a 180-day term all court or administrative foreclosure
          proceedings, including mortgages and security interest.

          After that, as mentioned in such note, Law No. 25,589 enacted on May
          15, 2002, incorporated new amendments to the Bankruptcy Procedures
          Law (under Law No. 25,563) and established limitations to the
          suspension of judicial foreclosures, establishing a new 180-calendar
          day term as from the enactment of such law, which was later extended
          in 90 additional days.

          As of March 31, 2002, the Bank carried the following principal and
          interest receivable from the non-financial private sector:

                                                BBVA Banco        Consolidated
                                                  Frances           position
                                                ----------        ------------

           Commercial loans portfolio            3,772,266        5,084,876
           Consumer loans portfolio              1,470,935        1,720,276
           Debt securities                         150,422          235,220
           (Allowances on loan portfolio)         (812,387)      (1,385,501)
           (Allowances on debt securities)          (4,191)         (38,303)
                                                 ---------        ---------
                 TOTAL                           4,577,045        5,616,568
                                                 =========        =========

          The final credit assistance recoverability depends on the evolution
          of the Argentine economy and the effects of the above restructuring.
          To the approval date of these financial statements, the future
          effects that the continuous economic crisis may have on the
          recoverability of the financing book value could not be determined.
          These financial statements do not include any adjustments that may
          arise from the solution of these uncertainties. Nevertheless, the
          Bank is analyzing its loan portfolio in order to determine necessary
          additional allowances. These situation may have a significant effect
          on the period income (loss).


<PAGE>


                                     - 23 -


5.   DIFFERENCES BETWEEN CENTRAL BANK OF THE ARGENTINE REPUBLIC STANDARDS AND
     GENERALLY ACCEPTED ACCOUNTING PRINCIPLES EFFECTIVE IN ARGENTINA

     a)   B.C.R.A. standards allow valuation of certain assets such as
          "holdings in investment accounts" for the purposes of avoiding
          significant alterations of financial entity income (loss) upon
          temporary listing value oscillations of Government securities which
          are not earmarked for trading transactions. In this sense and as
          disclosed in notes 3.3.b) and 3.3.h), as of March 31, 2002 and 2001,
          the Bank and its subsidiaries classified part of its Government
          securities and certain assets in Government securities under
          repurchase agreements (bank borrows) as "holdings in investment
          accounts" in a total amount of 86,522 and 2,318,155, respectively.
          The amounts of 42,502 and 300,597 will be held until maturity of the
          related issues. As of March 31, 2002 and 2001, the listed price of
          such assets amounted to 52,727 and 2,150,155, respectively. The
          amounts of 21,227 and 312,926 will be held until maturity of the
          related issues.

          Under professional accounting standards effective in Argentina, the
          above listed Govermment Securities should have been valued at the
          respective listed price, net of the estimated selling expenses, and
          charging listed price differences to income for each year.

     b)   As mentioned in note 3.3.c), during the fiscal year ended December
          31, 2001, and as a result of Decree No. 1387/2001 provisions, the
          Bank and its subsidiaries swapped, on November 6, 2001, Federal State
          securities, bonds, T-bills and unsecured loans at face value
          3,296,561 with contra to guarateed loans in the amount of 3,365,296.
          As of March 31, 2002, such loans were booked in the "Loans" account
          net of the related allowance in the amount of 4,497,478.

          Under Argentine professional accounting standards, as of March 31,
          2002, the valuation of the loans mentioned above should have been
          carried out considering the related listed prices as of November 6,
          2001, of the securities swapped which, as from such date are
          considered as part of the transaction cost plus the related interest
          accrued through fiscal year-end.

     c)   As disclosed in note 1.2.a), as of March 31, 2002, the Bank allocated
          to stockholders' equity the amount of 282,744 from the "Unrealized
          valuation difference" account related to the portion of the
          compensation received under sections 28 and 29 of Decree No. 905/2002
          of the Federal Executive. Such amount relates to the recognition of
          40% of the net position in foreign currency as of December 31, 2001.

          Under the professional accounting standards effective in Argentina,
          as of March 31, 2002, such amount should have been charged to income
          for the period.

     d)   As disclosed in notes 1.2.a) and 3.3.k), as of March 31, 2002, the
          Bank and its subsidiaries booked as "Other receivables from financial
          intermediation - Other receivables not covered by debtor
          classification regulations" the bonds to be received for compensating
          the negative equity effect derived from converting into pesos the
          receivables and payables stated in foreign currency in the amount of
          1,874,821. As mentioned in note 1.2.a), the Bank requested the
          compensation en "Optative Bonds of the National Government (BODEN) in
          US dollars 2012" in the amount of US dollars 618.699.800, meanwhile
          the subsidiaries requested the compensation in "BODEN in Argentine
          pesos 2007" in the amount of 9,441. At the approval date of the
          Bank's financial statements the possible applications of the BODEN
          have not been ruled.

          Under professional accounting standards effective in Argentina, the
          assets mentioned in the paragraph above should be valued at its
          current value. At the approval date of the Bank's financial
          statements, the market values are limited to the listed prices of the
          BODEN 2012, which have been traded since September 25, 2002 in the
          Stock Market and in the over-the counter market, with prices between
          40% and 48% of its US dollares face value, and the prices published
          by the Ministry of Economy since October 7, 2002 for the application
          of BODEN to settlement of certain financial loans, as established by
          Decree N(degree) 905/02. Notwithstanding, at the approval date of the
          Bank's financial statements, the traded volume of BODEN has not been
          significant. Therefore, the market values may not be representative
          of the effective value at which the mentioned bonds will be traded.


<PAGE>


                                     - 24 -


          Consequently, if the accounting standards effective in Argentina
          mentioned above had been applied, stockholders' equity as of March
          31, 2002, and 2001, would have decreased by 1,367,877 and 180,328,
          respectively. Moreover, income (loss) for the three-month periods
          ended on March 31, 2002, and 2001, would have decreased by 62,695 and
          160,968, respectively.


6.   BREAKDOWN OF MAIN ITEMS AND ACCOUNTS

     As of March 31, 2002 and 2001, the breakdown of the items included under
     Other accounts which exceed 20% of the total amount of each item is as
     follows:

<TABLE>
                                                                                     2002               2001
                                                                                   ---------          ---------
<S>                                                                                <C>                <C>
     -    LOANS

          Loans to foreign financial institutions                                     -                 158,366
          Corporate loans                                                            776,757          1,626,393
          Other                                                                      493,856            144,769
                                                                                   ---------          ---------
                Total                                                              1,270,613          1,929,528
                                                                                   =========          =========
     -    OTHER RECEIVABLES FROM FINANCIAL TRANSACTIONS

          Compensation receivable from Federal Government                          1,865,380             -
          Other                                                                      148,707            157,183
                                                                                   ---------          ---------
                Total                                                              2,014,087            157,183
                                                                                   =========          =========
     -    INVESTMENTS IN OTHER COMPANIES

          In controlled-supplementary activities                                     127,620            130,539
          In non-controlled-supplementary activities                                   4,866              7,342
          In other non-controlled companies                                           25,848             18,762
                                                                                   ---------          ---------
                Total                                                                158,334            156,643
                                                                                   =========          =========
     -    OTHER RECEIVABLES

          Prepayments                                                                  3,333             11,611
          Balances from losses to be recovered                                         2,098              4,310
          Guarantee deposits                                                          16,598             46,076
          Miscellaneous receivables                                                   92,231             34,185
          Tax prepayments                                                            107,518             26,782
          Other                                                                        1,293                191
                                                                                   ---------          ---------
                Total                                                                223,071            123,155
                                                                                   =========          =========
     -    OTHER LIABILITIES

          Accrued salaries and payroll taxes                                          16,250             15,667
          Accrued taxes                                                               28,788            155,125
          Miscellaneous payables (1)                                               1,198,599             33,511
          Other                                                                        1,126              1,660
                                                                                   ---------          ---------
                Total                                                              1,244,763            205,963
                                                                                   =========          =========
</TABLE>

     (1)  Includes 1,158,000 for the capital irrevocable contribution to Banco
          Frances (Cayman) Ltd. (Note 2.4.)


<PAGE>


                                     - 25 -


<TABLE>
                                                                                     2002               2001
                                                                                   ---------          ---------
<S>                                                                                <C>                <C>

     -    MEMORANDUM ACCOUNTS - DEBIT - CONTROL

          Items in safekeeping                                                    35,564,048         16,157,647
          Collections items                                                          672,101            313,711
          Checks drawn on the Bank pending clearing                                   78,023            111,222
          Other                                                                          516              7,411
                                                                                  ----------         ----------
                Total                                                             36,314,688         16,589,991
                                                                                  ==========         ==========
     -    FINANCIAL INCOME

          Gold and foreign currency exchange difference                              725,369              9,460
          Premiums on sales of foreign currency                                        1,469              4,144
          Other                                                                        1,010                615
                                                                                  ----------         ----------
                Total                                                                727,848             14,219
                                                                                  ==========         ==========
     -    FINANCIAL EXPENSE

          Contribution to the Deposit Guarantee Fund                                   6,657              4,367
          Taxes on financial income                                                    4,068              6,400
          Charges on loans impairment value                                          129,965                  -
          Other                                                                        6,167              8,766
                                                                                  ----------         ----------
                Total                                                                146,857             19,533
                                                                                  ==========         ==========
     -    SERVICE CHARGE INCOME

          Rent of safe deposit boxes                                                   1,257              1,308
          Commissions for the activity of the depositary company of mutual
          funds                                                                          246              1,237
          Commissions for Capital Market transactions                                     32              2,926
          Commissions for salary - payment services                                      449                580
          Commissions for managing trust                                                 689              1,421
          Commissions on sales of insurance                                            2,074              2,486
          Other                                                                        8,444              9,417
                                                                                  ----------         ----------
                Total                                                                 13,191             19,375
                                                                                  ==========         ==========
     -    SERVICE CHARGE EXPENSE

          Taxes on service charge income                                               1,985              4,141
          Other                                                                           92                 81
                                                                                  ----------         ----------
                Total                                                                  2,077              4,222
                                                                                  ==========         ==========
     -    OPERATING EXPENSES

          Rent                                                                         3,745              4,632
          Depreciations of bank premises and equipment                                 7,311              7,473
          Amortizations of organization and development expenses                      12,258             13,655
          Electric power and communications                                            5,233              5,996
          Maintenance, conservation and repair expenses                                4,772              6,120
          Security services                                                            4,085              4,508
          Other                                                                        2,067              2,181
                                                                                  ----------         ----------
                Total                                                                 39,471             44,565
                                                                                  ==========         ==========
</TABLE>


<PAGE>


                                     - 26 -


<TABLE>
                                                                                     2002               2001
                                                                                   ---------          ---------
<S>                                                                                <C>                <C>
     -    OTHER INCOME

          Income from sale of bank premises and equipment and other assets
                                                                                         339              1,269
          Rent                                                                           288                385
          Adjustment and interest on other receivables                                   625                157
          Other                                                                        1,140                672
                                                                                  ----------         ----------
                Total                                                                  2,392              2,483
                                                                                  ==========         ==========
</TABLE>


7.   RESTRICTIONS ON ASSETS

     As of March 31, 2002, there are Bank assets which are restricted as
     follows:

     a)   The Government and Private Securities account includes 242,288
          allocated to the guarantee required to act as custodian of investment
          securities related to pension funds.

     b)   Out of the Bank's active loan portfolio, 20,430 is allocated to the
          guarantee securing payables to the BCRA and 2,725 is pledged to
          secure the payable to the International Finance Corporation.

     c)   The "Loans to the non financial governmental sector" account includes
          525,186 in guaranteed loans under Decree No. 1387/01, which were
          pledged as security for the payments in advance received by the BCRA
          (see note 1.2.f).


8.   CONTINGENTS

     8.1. EXPORT TAX REBATES

          In January 1993, ex-BCA found out that a group of companies
          presumably related among them had used fake documentation to collect
          export tax rebates, under current legislation through certain of its
          branches.

          Immediately upon becoming aware of such events, the ex-BCA reported
          this situation to the Federal Police Banking Division pressing
          criminal charges before the Federal Criminal Court N(degree) 2,
          Clerk's Office N(degree) 5 of the City of Buenos Aires.

          The BCRA has made certain observations to the procedure followed by
          the ex-BCA in paying tax rebates. The ex-BCA has based its reply to
          the BCRA on the fact that the aforesaid payments had been made
          complying strictly with current regulations for the aforesaid
          transactions.

          On October 14, 1994, the General Director for Legal Affairs of the
          Ministry of Economy and Public Works and Utilities (MEOSP) ordered
          the ex-BCA to reimburse the amount which may be applicable to tax
          rebate payments which, in his opinion, were considered inapplicable.

          On October 26, 1994, the ex-BCA filed a notice with the MEOSP by
          which it fully and emphatically rejected the aforesaid order for
          containing untrue, erroneous and legally unfounded representations
          since the ex-BCA acted in strict compliance with current regulations
          when carrying out each and every transaction related to the payment
          of export tax rebates.


<PAGE>


                                     - 27 -


          On December 17, 1996, the ex-BCA was notified of the lawsuit filed by
          the Federal State in the action styled MEOSP, Federal State vs. BCA
          in regard of "Request for Opinion", at the Federal Administrative
          Tribunal of Original Jurisdiction, Clerk's Office No. 1 of the City
          of Buenos Aires.

          The lawsuit has been filed for an undetermined amount in November
          1995 even when it was first notified by the Federal State on the
          aforesaid date.

          In February, 1997, the ex-BCA put forth a defense to stop the
          progress of the lawsuit filed by the Federal Government suspending
          the term until the complaint is answered. In that filing the Bank's
          Legal Counsel alleged that the ex-BCA acted in compliance with the
          standards in force, and after a background analysis, it became
          abundantly clear that it was the responsibility of the governmental
          agencies that had not met the express control standards under their
          exclusive charge.

          The abovementioned exception was dismissed on December 1997 by the
          judge hearing the case, therefore, in February 1998, the Bank decided
          to file an appeal with the Court of Appeals.

          The Court of Appeals ruled in favor of the bank's appeal, that is to
          say, it upheld the bank's defense based on a legal defect and its
          request that the Banco de la Nacion Argentina, the Customs Service
          and the BCRA be summoned as parties to the suit. Both such requests
          were rejected by the court of original jurisdiction and have now
          deserved a favorable ruling from the appellate court.

          At present, the proceedings are awaiting that the Federal State will
          amend the vices of its action, hence once this has been complied
          with, notifications will be resumed. Irrespective of the above, it
          has been agreed to suspend the legal proceedings with a view to a
          possible out-of-court transactions formulated by sellers, since this
          out-of-court settlement was dropped by sellers, the abovementioned
          legal proceedings were resumed. Despite the suspension of terms, the
          parties agreed to a pre-trial stage for the production of evidence.

          In any event, the eventual contingency resulting from such situation
          will be assumed by the sellers of the ex-BCA under the terms of the
          shares sales contracts.


9.   TRANSACTIONS WITH SUBSIDIARIES AND AFFILIATES (ART. 33 OF LAW No. 19,550)

     The balances as of March 31, 2002 and 2001, for transactions performed
     with parents, subsidiaries and affiliates are as follows:

<TABLE>
                                                                  Balance Sheet                   Memorandum Accounts (1)
                                                   ------------------------------------------   ----------------------------
                                                          Assets              Liabilities
                                                   ------------------------------------------
                      Company                         2002      2001        2002      2001          2002           2001
  ----------------------------------------------   ---------- ---------  ---------- ---------   --------------   -----------

<S>                                                      <C>    <C>         <C>      <C>            <C>            <C>
  BBVA Madrid                                              -         -           -         -        17,309              -
  Frances Valores Sociedad de Bolsa S.A.                   -        12         804       646            92            360
  Banco Frances (Cayman) Limited                         479    32,247      52,625   387,004        29,500         50,809
  Consolidar A.R.T. S.A.                                   -         -      31,685    16,218             -        108,917
  Consolidar Administradora de Fondos de
  Jubilaciones y Pensiones S.A.                            6         -      21,318     9,268        70,951         44,385
  Consolidar Cia. de Seguros de Retiro S.A.                -       306      46,556    12,166             -        435,477
  Consolidar Cia. de Seguros de Vida S.A.                  -         -      54,903    23,827             -        172,917
  Banco Bilbao Vizcaya Argentaria Uruguay S.A.             -         -           -       181         5,294         11,978
  Credilogros Compania Financiera S.A.                72,490    71,496       2,349     2,169             -              -
  Atuel Fideicomisos S.A.                                  -         -           -     2,096             -              -
  BBV Seguros S.A.                                         -         -           -     6,945             -         23,767
  Consolidar Comercializadora S.A.                         -         -           2       385             -              -
  Rombo Cia. Financiera S.A.                          11,900     1,170       3,122     1,617             -              -
  Frances Administradora de Inversiones S.A.               -         -       4,783         -             -              -
  Inversora Otar                                           -         -         334         -             -              -
</TABLE>

(1)   Includes Items in safekeeping, Credit lines granted (unused portion)
      covered by debtor classification regulations and Guaranties given covered
      by debtor classification regulations.


<PAGE>


                                      - 28 -


10.   BANK DEPOSITS GUARANTEE INSURANCE SYSTEM AND BANK LIQUIDITY FUND

      10.1. Bank deposits guarantee insurance system

            Law No. 24,485, published on April 18, 1995, and Decree No. 540/95
            of the same date provided for the organization of a Bank Deposit
            Guarantee Insurance System, characterized as being limited,
            mandatory, and for valuable consideration, designed to provide
            coverage for risks inherent in bank deposits, as a subsidiary and
            supplementary protection to the one offered by the system of bank
            deposit privileges and protection created by the Financial
            Institutions Law.

            Such Law provided for the organization of the company "Seguros de
            Depositos Sociedad Anonima" (SEDESA) to manage the Deposit
            Guarantee Fund (FGD), whose shareholders, as amended by Decree
            N(degree) 1292/96, will be the BCRA with one share, as a minimum,
            and the trust made up of the financial institutions is such
            proportion as may be determined by the BCRA for each one, based on
            their contributions to the FGD.

            This guarantee system does not include deposits made by other
            financial institutions (including certificates of deposits acquired
            by secondary trading), deposits made by persons directly or
            indirectly related to the financial institution, the deposits
            procured through systems offering additional incentives to the
            interest rate (among which, the deposits obtained through the
            "Libreton" product are contemplated), certificates of deposits of
            securities, acceptances or guarantees and, lastly, those deposits
            made after July 1, 1995 and to September 17, 1998, at a rate
            exceeding by two percentage points per annum or more that paid by
            the Banco Nacion Argentina for similar terms and, after such date,
            at a rate exceeding by two percentage points per annum the rolling
            average for the last five banking days of the deposit rates found
            by the survey performed by the BCRA. Communique "A" 2399 issued on
            December 15, 1995, includes within the exemptions those
            certificates of deposit transferable whose ownership has been
            acquired by way of endorsement and deposits gathered through
            systems offering additional incentives to the agreed-upon interest
            rate.

            By Communique "A" 2337 of May 19, 1995, the BCRA notified the
            financial institutions about the approval of the regulations on the
            application of the guarantee system as from April 18, 1995.

            In August 1995, such company was organized. The Bank holds a
            9,8512% equity interest therein.

            Decree N(degree) 1127/98 of the Federal Executive of September 24,
            1998, modified the amount covered by the deposit guarantee system
            established by Decree N(degree) 540/95, increasing such amount to
            thirty thousand, irrespective of the term. In the case of
            transactions in the name of two or more persons, the guarantee will
            be prorated among the respective holders. The total guarantee
            amount by person may not exceed the abovementioned amount,
            regardless of the number of accounts and/or deposits.

            The deposits for amounts over thirty thousand are also included in
            the guarantee system up to such maximum limit. The BCRA may decide
            at any time and in general terms the amendment of such guarantee
            system cover amount based on the development of the consolidation
            process of the Argentine Financial System and other indicator that
            may be considered appropriate.

            On January 21, 2000, the BCRA established by Communique "A" 3064
            that, as from the irrevocable contributions for January 2000, the
            contribution percentage will be reduced from 0.03% to 0.015%
            provided that for the remaining 0.015%, the financial institutions
            and SEDESA execute a loan agreement to fund the FGD. Such agreement
            will have a 36-month term and will expire on the 12th day of the
            applicable month and will accrue a rate equivalent to the income to
            be generated from the placements of resources of the abovementioned
            fund made in similar instruments to those elected for the
            investment of BCRA international currency reserves. Such loan to
            the FGD is not subject to Minimum Capital Requirements. On February
            8, 2000, the Bank executed the abovementioned loan agreement. In
            accordance with BCRA regulations, such financing is recorded under
            the "Other Receivables from Financial Transactions" account.

            According to Communique "A" 3153 of the BCRA, from September 2000,
            contributions decreased from 0.03% to 0.015% and the obligation to
            take the loans mentioned in the prior paragraph was abrogated.
            However, effective loans agreed prior to that date will remain
            effective until their cancellation.


<PAGE>


                                      - 29 -


            Finally, on November 9, 2001, through Communique A 3358, the BCRA
            decided to reestablish the ordinary contribution to the deposit
            guarantee fund at 0.03% as from the date upon which the
            contributions for December 2001 are made.

            As of March 31, 2002, SEDESA had granted loans to the bank in the
            amount of US$ 7,667 (in thousands) that mature from January through
            August, 2003.

      10.2. FLB (Bank Liquidity Fund)

            On December 26, 2001, the Federal Executive issued Decree No.
            32/2001 whereby it created the FLB to provide the financial system
            with adequate liquidity levels. The FLB will be effective during
            five years as from the date on which the decree is published and it
            will be managed by SEDESA, which will act as trustee thereof.

            In addition, the Decree provided that the FLB be set by financial
            institutions by subscribing Class A Certificates of Participation
            for up to 5% of the average daily private sector deposits balances
            in pesos and foreign currency in each institutions as of November
            2001 and by the Federal Government by annually subscribing Class B
            Certificates of Participation. Class B Certificate of Participation
            redemption will depend on the total settlement of Class A
            Certificates of Participation.

            BCRA issued a Communique on December 28, 2001, whereby it increased
            such contribution to 6% of the average of the abovementioned
            balances.

            Subsequently, Communique "A" 3487 from the BCRA, dated February 22,
            2002, set the contribution to the FLB at 1.9% effective as from
            March 1, 2002, on the average daily balances of private sector
            deposits in pesos and foreign currency for November 2001, and
            provided that the amounts contributed would be deductible from the
            minimum cash requirement.

            BCRA Communique "A" 3513 dated March 15, 2002, established the
            amount at 3.5% of the average fixed by Communique "A" 3487 above
            effective as from March 15, 2002.

            Finally, BCRA Communique "A" 3582 of April 26, 2002, established
            such contribution at 0%.

            In December 2001, the Bank made a contribution to the FLB in the
            amount of USD 54,436 thousands. As of March 31, 2002, such
            contribution was booked as "Other receivables from financial
            intermediation - Other receivables not included in Debtors
            Classification Rules" totaling 76,210, after being converted into
            Argentine pesos at the ARS 1.40 = USD 1 exchange rate.

            In April 2002, the contribution to FLB was reimbursed to the Bank.


11.   TRUST ACTIVITIES


      11.1. Financial Trusts

            BF acts as trustee in the Fideicomiso Financiero RT Finance II
            Trust, program to securitize credit instruments by issuing
            securities representing the debt for a face value of up to US$
            500,000,000 (the 1st. series of US$ 100,000,000 was issued on
            September 30, 1999), in no case being personally liable for the
            liabilities assumed in the performance of the contract obligations;
            such liabilities will be satisfied with and up to the full amount
            of the corpus assets or the proceeds therefrom. As of March 31,
            2002, all principal and interest installments had been paid,
            thereby terminating the commitments towards the security holders
            and de-listing all the securities involved, and a residual amount
            has been kept to meet any tax issues.


<PAGE>


                                     - 30 -


            BF acts as financial trustee of the Noblex Argentina S.A. Trust, as
            successor of the ex-BCA and is under no circumstances liable with
            its own assets for liabilities undertaken in the performance of the
            trust; such liabilities shall only be satisfied with and up to the
            amount of the trust assets and the proceeds therefrom. The trust
            was set up for the purpose of cancelling the receivables claimed by
            unsecured creditors in the insolvency proceedings of "Noblex
            Argentina S.A." which have been allowed and/or declared admissible
            through the delivery of real property owned by the company in lieu
            of payment and the full payment of its debts, and determine the way
            of selling and allowing for the sale of the real property, to
            distribute the proceeds (net of expenses) among all unsecured
            creditors pro-rata according to the unsecured claims allowed and/or
            declared admissible and/or for which proof of claim is filed after
            the trust was set up. The main obligations assumed by the Bank for
            acting as trustee are the following: attend the execution of the
            deeds transferring legal title to the real property and accept or
            receive possession thereof, execute the leases for the leased
            premises and deliver to Noblex such real property under the lease;
            manage, protect, preserve, keep in custody and insure the real
            property as long as legal title to the real property continues to
            vest in the trustee and hire, at the trust's expense, the services
            of real estate or other brokers and/or auctioneers to sell such
            property. As of March 31, 2002 and 2001, all the real estate has
            been sold and the proceeds from such sale have been distributed
            among the beneficiaries, the formal termination of the agreement
            being pending.

            On January 5, 2001, the BCRA's Board of Director issued Resolution
            No. 19/2001, providing for the exclusion of Mercobank S.A.'s (a
            bank organized under Argentine legislation) senior liabilities
            under the terms of Section 35 bis of the Financial Institutions
            Law, the authorization to transfer the excluded assets to BF as
            trustee of the Diagonal Trust, and the authorization to transfer
            the excluded liabilities to beneficiary banks. Also, on the
            mentioned date, the agreement to set up the Diagonal Trust was
            subscribed by Mercobank S.A. as settle and BF as trustee in
            relation to the exclusion of assets as provided in the resolution
            abovementioned. BF entrusted Atuel Fideicomisos S.A. the management
            of collections and the realization of the corpus assets. As of
            March 31, 2002, total estimated corpus assets amount to 52,416.


      11.2. Non Financial Trust

            BF acts as trustee in 82 nonfinancial trusts, and in no case being
            personally liable for the liabilities assumed in the performance of
            the contract obligations; such liabilities will be satisfied with
            and up to the full amount of the corpus assets and the proceeds
            therefrom. The nonfinancial trusts concerned were set up to secure
            the receivables of several creditors (beneficiaries) and the
            trustee was entrusted the management, care, preservation and
            custody of the corpus assets until (i) the requirements to show the
            noncompliance with the obligations by the debtor (settlor)
            vis-a-vis the beneficiaries are met, moment at which such assets
            will be sold and the proceeds therefrom will be distributed (net of
            expenses) among all beneficiaries, the remainder (if any) being
            delivered to the settlor, or (ii) all contract terms and conditions
            are complied with, in which case all the corpus assets will be
            returned to the settlor or to whom it may indicate. The trust
            assets represent about US$ 5,626 million and are of different
            kinds, because even though the majority of them consist of cash or
            creditors' rights, BF is also trustee of real estate and shares.


12.   CORPORATE BONDS


      12.1. Corporate Bonds issued by BF

            The Regular Stockholders' Meeting of ex- Banco Frances del Rio de
            la Plata (ex-BFRP) held on September 30, 1994, authorized the
            creation of a five-year program for issuance and reissuance of
            corporate bonds, nonconvertible into shares, for an amount of up to
            US$ 500,000,000.


<PAGE>


                                      - 31 -


            On October 6, 1997, the Regular and Special Stockholders' Meeting
            ratified for the whole program effective period the delegation to
            the Board of Directors, approved by the Regular Stockholders'
            Meeting held on September 30, 1994, of the necessary powers to
            determine all the issuance conditions of the corporate bonds
            (including collection subordination) to be issued under the
            company's corporate bonds issuance program for an outstanding
            amount of up to US$ 500,000,000, authorized by CNV's Certificate
            No. 87 of December 16, 1994.

            On April 27, 1999, the Regular and Special Stockholders' Meeting
            decided to extend the term of the abovementioned program for five
            years, authorizing the Board of Directors to take the necessary
            steps for issuance thereof. In addition, it authorized the issuance
            of corporate bonds convertible into share of commons stock in the
            amount of up to US$ 200,000,000 either under the Bank's program or
            otherwise, grating the Board of Directors the necessary authority
            to carry out the issuance, establish the conversion value,
            determine the terms of the securities and modify the current
            program.

            On April 27, 2000, the Regular and Special Stockholders' Meeting
            approved to increase the outstanding amount under the
            abovementioned program for up to US$ 1,000,000,000 and delegated
            onto the Board of Directors the performance of proceedings to
            obtain approval before CNV and Buenos Aires Stock Exchange (BCBA)
            and such other stock exchanges as may be chosen to be listed. The
            increase was authorized by CNV's Certificate No. 268 of July 18,
            2000.

            In addition, the abovementioned Stockholders' Meeting approved the
            creation of a program for the issuance of non-subordinated
            short-term corporate notes to be issued under several classes and
            series up to a total amount outstanding at any given time of US$
            300,000,000; the term of the program is five years, during which
            corporate notes nonconvertible into shares and unsecured or
            guaranteed by third parties may be issued for a term of up to one
            year in accordance with the conditions stipulated by the Board of
            Directors.

            The following chart reflects corporate bonds in force as of March
            31, 2002:

<TABLE>
                                                                                Nominal                 Book        Capital
Global program         Date of                      Face                Price   annual   Payment of  balance (in   expiration
    amount              Issue      Features         value    Currency  of issue  rate     interest    thousands)      date
- -----------------------------------------------------------------------------------------------------------------------------
<S>                  <C>         <C>             <C>           <C>      <C>     <C>     <C>           <C>         <C>
USD 1,000,000,000    03/31/1998 Subordinated     150,000,000   USD       100%    (1)    Semiannual    463,272     03/31/2005(4)

USD 1,000,000,000    10/31/2000 Non-subordinated 150,000,000   USD       100%    (2)    Semiannual    456,997     10/31/2002(4)

USD 1,000,000,000    11/07/2001 Non-subordinated  50,000,000   USD       100%   8,875%  Semiannual    155,288     05/07/2002(3)
</TABLE>

(1)  Libor plus 330 basis points.
(2)  Libor plus 145 basis points.
(3)  As to the date of issue of these statements, these bonds have been
     cancelled.
(4)  Principal is fully repayable upon maturity.

            According to the provisions of the Corporate Bond Law and to the
            rules of the BCRA, the proceeds from the issuance of corporate
            bonds are allocated to (i) granting mortgage loans to purchase and
            repair housing and personal loans in Argentina; (ii) granting
            corporate loans in Argentina earmarked for contributions to working
            capital; investment in physical assets located in Argentina or
            refinancing liabilities, or (iii) contributing to working capital,
            investing in physical assets located in Argentina or refinancing
            liabilities.


      12.2. Corporate bonds issued by CB

            As regards the agreement executed by CB with the Fondo Fiduciario
            de Asistencia a Entidades Financieras y de Seguros (FFAEFS) (see
            note 14), as of March 31, 2002, there is a series of common,
            subordinate corporate bonds nonconvertible into shares for a face
            value of US$ 30,000,000 issued on December 18, 1998, at LIBOR plus
            4% per annum in the first period and then, LIBOR plus 3% or 8.07%
            per annum in case the abovementioned interest rate were, for this
            period, less than 8.07% per annum, due on December 29, 2004. The
            principal is amortized in five annual, equal and consecutive
            installments, having the first matured on December 29, 2000, and
            the next maturing every December 29 through the final maturity
            date. The interest will be payable in arrears on an annual basis on
            same payment date of the principal's amortization.


<PAGE>


                                     - 32 -


            On December 28, 2001 and 2000, the Bank paid the first and second
            installment (principal and interest), in the total amount of 8,791
            and 8,253, respectively.

            As of March 31, 2002, the accounting value of such payables
            amounted to 19,255, after conversion into Argentine pesos at the
            USD 1 = ARS 1 exchange rate.


13.   DERIVATIVES


            As of March 31, 2002, the Bank has entered into purchase and sale
            forward transactions in foreign currency as hedging against
            resources in Argentine pesos. The average life of these
            transactions is 120 days and there are no transactions maturing
            after August, 2002.

            Such transactions have been booked under "Other receivables from
            financial transactions" in the "Amounts receivable for spot and
            forward sales pending settlement" in the amount of 5,000, and under
            "Other liabilities from financial transactions" in the "Instruments
            to be delivered for spot and forward sales pending settlement" in
            the amount of 15,000.

            Income (loss) from these transactions in the three-month period
            ended March 31, 2002, amount to 1,469 and are booked under
            "Financial Income - Other".


14.   FUNDING OF THE FFAEFS


      14.1. On November 22, 1996, the ex-BCA requested the Board of the FFAEFS
            for a US$ 60,000,000 loan to finance the purchase of certain assets
            and liabilities to be excluded from ex - Banco Caseros S.A. Such
            request was granted and the respective agreement was signed on
            December 18, 1996.

            By means of such agreement, the Bank undertook to repay the loan
            seven years after disbursement by the FFAEFS on December 20, 1996,
            accruing compensatory interest at the rate fixed by the
            International Bank for Reconstruction and Development for the
            Argentine National State for the second tranche of the loan called
            "Bank Reform Loan 3926-AR" plus 1% p.a.

            Due to this agreement, the Bank may not distribute cash dividends
            in amounts exceeding 50% of liquid and realized income related to
            each balance sheet normally prepared.

            The Bank may issue subordinate corporate bonds with authorization
            of the public offering by the CNV and the authorization to trade on
            the BCBA under the conditions established in the aforesaid
            agreement and up to the amount actually loaned. In this sense, the
            BCRA authorized to compute the financial assistance from its
            granting as subordinated debt to calculate the minimum capital
            requirement under BCRA regulations.

            On July 22, 1997, the ex-BCA Regular Stockholders' Meeting approved
            issuing subordinated corporate bonds in the amount of US$
            60,000,000 and granted the Board of Directors the power to
            determine the issuance terms and conditions not expressly
            determined by such Stockholders' Meeting. To date, the mentioned
            corporate bonds were not issued.


      14.2. On December 22, 1997, CB executed with the FFAEFS a loan for
            consumption agreement in the amount of US$ 30,000,000 which will be
            reimbursed in five annual, equal and consecutive installments
            starting as from the disbursement date. The first one will be paid
            three years after such date. The loan will accrue LIBOR plus 4%.


<PAGE>


                                      - 33 -


            Due to this agreement, the BF may not distribute cash dividends
               in amounts exceeding 50% of liquid and realized income related
               to each balance sheet normally prepared.

            As per this agreement, CB issued subordinate corporate bonds with
            the authorization for public offering by the CNV and the
            authorization to trade on the BCBA in the terms and conditions
            established in the loan for consumption agreement and under
            Communique "A" 2264 of the BCRA for the amount equivalent to that
            effectively loaned under the loan for consumption agreement
            referred to above. By Resolution No. 12,384 of August 28, 1998, the
            CNV authorized the issuance of common, subordinate corporate bonds
            nonconvertible into shares for a nominal value of US$ 30,000,000.
            Such issuance took place on December 18, 1998 (see note 12.2).

            As of March 31, 2002, by Resolution No. 321 of the BCRA, the Bank
            recorded the above mentioned financing in the "Subordinated
            Corporate Bonds" account.


15.   CHANGES IN CAPITAL STOCK


      Changes in the Bank's capital stock are as follows:
<TABLE>

                                                                                                     Total
                                                                                                 (in thousands)
      Capital Stock as of June 30, 1986:                                                                     1
                                                                                                ---------------
                          Date of
      --------------------------------------------------
          Stockholders'         Registration with the
       Meeting deciding on      Public Registry of           Form of             Amount              Total
          the issuance                Commerce               placement       (in thousands)      (in thousands)
      ---------------------   --------------------------   -----------       --------------     ---------------
<S>        <C>                        <C>                       <C>          <C>                <C>
           10-29-1987                 03-16-1988                (1)                      1                    2
                                                                                                ---------------
           09-09-1988                 01-18-1989                (1)                     14                   16
                                                                                                ---------------
           10-19-1989                 04-25-1990                (1)                    608                  624
                                                                                                ---------------
           09-20-1990                 05-31-1991                (1)                 26,027               26,651
                                                                                                ---------------
           08-23-1991                 07-13-1992                (1)                 31,448               58,099
                                                                                                ---------------
           09-02-1993                 11-09-1993                (1)                 34,860               92,959
                                                                                                ---------------
           09-02-1993                 02-18-1994                (2)                 18,540              111,499
                                                                                                ---------------
           09-28-1995                 02-01-1996                (1)                 16,725              128,224
                                                                                                ---------------
           10-10-1996                 12-13-1996                (1)                 19,233              147,457
                                                                                                ---------------
           10-06-1997                 03-05-1998                (2)                 25,000              172,457
                                                                                                ---------------
           10-06-1997                 03-05-1998                (3)                 14,174              186,631
                                                                                                ---------------
           04-27-1999                 08-20-1999                (2)                 23,000              209,631(4)
                                                                                                ---------------
</TABLE>
(1)  Dividends in shares and/or partial capitalization of the Adjustment to
     Capital.
(2)  Through public subscription of shares.
(3)  Shares issued and given in exchange to ex-BCA minority stockholders under
     the merger with ex BFRP.
(4)  The amount of Capital Stock is fully paid in and authorized for public
     offering by CNV.


16.   COMPLIANCE WITH CNV REQUIREMENTS


      16.1. Compliance with the requirements to act as agent in the
            over-the-counter market

            As of March 31, 2002, the Bank's Stockholders' Equity exceeds the
            minimum requested to act as agent in the over-the-counter market,
            according to Resolution No. 368/01 of the CNV.


<PAGE>


                                     - 34 -


      16.2. Mutual Fund custodian

            As of March 31, 2002, in its capacity of custodian of "FBA Acciones
            Globales", "FBA Total", "FBA Renta", "FBA Renta Pesos", "FBA Renta
            Dolares", "FBA Bonos", "FBA Calificado", "FBA Ahorro Dolares", "FBA
            Ahorro Pesos", "FBA Renta Fija", "FBA Total 50", "FBA Renta
            Premium", "FBA Horizonte", "FBA Futuro" and "FBA Renta Corto
            Plazo", the Bank holds certificates of deposits, shares, corporate
            bonds, government securities, index and options in custody in the
            amount of 89,306, all of which making up the Fund's portfolio and
            booked in memorandum accounts "Debit-Control - Other".

            As of March 31, 2001, in its capacity of custodian of "FBA Acciones
            Globales", "FBA Total", "FBA Renta", "FBA Renta Pesos", "FBA Renta
            Dolares", "FBA Bonos", "FBA Calificado", "FBA Internacional", "FBA
            Ahorro Dolares", "FBA Ahorro Pesos", "FBA Renta Fija", "FBA
            Americano", "FBA Total 50", "FBA Penta Premium", "FBA Financiero",
            "FBA Europa", "FBA Tecnologico", "FBA Biotecnologico", "FBA Japon",
            "FBA Horizonte", "FBA Futuro" and "FBA EE.UU", the Bank held
            certificates of deposits, shares, corporate bonds, options and
            Government securities in custody in the amount of 967,723, all of
            which making up the Funds' portfolio and booked in memorandum
            accounts "Debit-Control-Other".


17.   CONTRIBUTION TO THE INSTITUTO DE SERVICIOS SOCIALES BANCARIOS (BANKING
      HEALTH SERVICES INSTITUTE)


      The contribution provided in Section 17, point (f) of Law No. 19,322 -
      originally 2% on interest and commissions charged by banks - was reduced
      to 1% as from July 1, 1996 through July 1, 1997; as from the latter date,
      the abovementioned contribution was repealed (Decrees No. 263, dated
      March 20, 1996 and No. 915, dated August 7, 1996).

      The Argentine Bank Employees' Association (ABA) filed a constitutional
      protection action seeking that the abovementioned decrees be declared
      unconstitutional. The Federal Administrative-Contentious Court of Appeals
      ruled in favor of the constitutional protection action, reversing the
      original decision, and declared both decrees illegal. Subsequently, on
      November 4, 1997, the Supreme Court of Justice of the Nation declared an
      extraordinary appeal brought before the Federal Administrative-Contentious
      Court of Appeals by the Federal Executive Branch (PEN) against the
      abovementioned ruling to be inadmissible on formal grounds (that is to
      say, the Supreme Court did not rule on the substance of the matter).

      On December 19, 1997, the Administrator of the Argentine Bank Employees'
      Health Plan (OSBA) sent to the ex-BFRP and the ex-BCA a letter, in light
      of the abovementioned developments, stating that the contribution
      provided in Section 17, point (f) of Law No. 19,322 is in full effect and
      requesting that steps be taken to have the abovementioned contributions
      deposited to the order of the abovementioned Health Care Organization.

      In another turn of events, by Decree No. 336/98 dated March 26, 1998, the
      PEN confirmed the total elimination of the Banking Health Services
      Institute (ISSB) and set up a new entity (OSBA) which is not a
      continuation of the ISSB.

      Upon an action against the Federal State for protection of a right
      guaranteed by the Constitution started by the enrollees of the ABA and
      OSBA to annul Decree No.336/98, on April 3, 1998, the Judiciary decided
      to issue an official letter to the Ministry of Economy and Public Works
      and Utilities, as a restraining order and without rendering an opinion on
      the substance of the matter, notifying that the abovementioned Ministry
      of Economy will have to abstain from enforcing Decree No. 336/98,
      specifically as far as the elimination of the contributions established
      by Section No.17, point (f) of Law No. 19,322 in favor of the ISSB and
      any other measure modifying the situation prior to the issuance of the
      Decree objected to are concerned.

      In the opinion of the Bank's Management, OSBA's request is illegitimate
      and ungrounded since, to the date of issuance of these financial
      statements, the court of last resource with jurisdiction on the merits of
      the case has not ruled on the illegality of the Decrees. Therefore, in
      the opinion of the Bank's Management, the contribution named has been
      abrogated and the Bank has complied with all obligations arising out of
      the abovementioned Decrees. No provision was recorded to cover the
      contributions that may be claimed.


<PAGE>


                                      -35-


      Notwithstanding with standing the above, on October 25, 2000, the BCRA
      notified the bank, that OSBA requested and obtained an attachment over
      the account held by the bank with the BCRA in the amount of 5,696 plus
      1,709 for estimated interest, court costs and attorneys fees, while on
      October 31, 2000, the Bank receive service of process of the execution
      proceedings file by OSBA. On March 6, 2001, the trial court ruled against
      the execution sought against the Bank and ordered that the attachment be
      lifted. The plaintiff appealed the trial court's judgment. In the opinion
      of the Bank's Management, the plaintiff has no right of action and the
      claim is illegitimate and inappropriate. In the opinion of the Bank's
      management, the complaint lacks merits and is not legally grounded.


18.   RESTRICTION ON EARNINGS DISTRIBUTIONS


      18.1. As stated in Note 14, the Bank may not distribute as dividends in
            cash an amount exceeding 50% of liquid and realized income related
            to each one of the financial statements regularly prepared.

      18.2. Under BCRA Communication "A" 3574, the distribution of profits is
            suspended for the period established by such institution.


19.   PUBLICATION OF THE FINANCIAL STATEMENTS


      As provided by Communique "A" 760, the previous intervention of the BCRA
      is not required for the publication of these financial statements.


20.   ACCOUNTING PRINCIPLES - EXPLANATION ADDED FOR TRANSLATION INTO ENGLISH


      This financial statements are presented on the basis of the standards of
      the BCRA and, except for the effect of the matter mentioned in Note 5, in
      accordance with generally accepted accounting principles in Argentina.
      Certain accounting practices applied by the Bank that conform with the
      standards of the BCRA and with generally accepted accounting principles
      in Argentina may not conform with the generally accepted accounting
      principles in other countries.

      The effects of the differences, if any, between generally accepted
      accounting principles in Argentina and the generally accepted accounting
      principles in the countries in which the financial statements are to be
      used have not been quantified. Accordingly, they are not intended to
      present financial position, results of operations and cash flows in
      accordance with generally accepted accounting principles in the countries
      of the users of the financial statements, other than Argentina (taking
      into account the effect of the matter mentioned in Note 5).


<PAGE>

<TABLE>
                                                                                                                          EXHIBIT A

                                             DETAIL OF GOVERNMENT AND PRIVATE SECURITIES

                                                    AS OF MARCH 31, 2002 AND 2001

                          (Translation of financial statements originally issued in Spanish - See Note 20)

                                                  - Stated in thousands of pesos -


                                                                              Holding
                                                                  ---------------------------------
                                                                               Book       Book
                                                                              balance    balance    Position
                                                                    Market     as of      as of      without                Final
                Description                Series Identification    value       2002       2001      options    Options    position
- -----------------------------------------  -----  --------------   -------   ---------  ---------   ---------   -------   ---------
<S>                                          <C>  <C>               <C>       <C>         <C>       <C>         <C>         <C>
GOVERNMENT SECURITIES

Holdings in investment accounts

Local

In foreign currency
  Treasury bills                               90  ARLE901=BA         5,056      8,761                 31,500      -         31,500
                                                                               -------    -------     -------    ---       --------
Subtotal in foreign currency                                                     8,761    990,799      31,500      -         31,500
                                                                               -------    -------     -------    ---       --------
Subtotal in Holdings in investment accounts                                      8,761    990,799      31,500      -         31,500
                                                                                ======    =======    ========    ===       ========

Holdings for trading or financial
transactions

Local

In pesos
  Other                                                                 658        658                    659      -            659
                                                                               -------    -------     -------    ---       --------
Subtotal in pesos                                                                  658        858         659      -            659
                                                                               -------    -------     -------    ---       --------
In foreign currency

  Debt consolidation bond                 2(degree)ARPRO43=BA         1,279      1,279                  1,279      -          1,279
  Coupon pending collection                        ARPRO43=BA           102        102                    102      -            102
  Debt consolidation bond                 3(degree)ARPRO63=BA           742        742                    743      -            743
  Coupon pending collection                        ARPRO63=BA            36         36                     36      -             36
  Treasury bills                               90  ARLE901=BA           883        883                    883      -            883
  Argentine Republic External Bills               ARVEY4D3=BA       614,670    614,670                614,670      -        614,670
  Coupon pending collection                                           1,785      1,785                  1,785      -          1,785
  Other                                                               2,034      2,034                  6,009      -          6,009
                                                                               -------    -------     -------    ---       --------
Subtotal in foreign currency                                                   621,531     87,066     625,507      -        625,507
                                                                               -------    -------     -------    ---       --------
Foreign
   Other                                                                147        147                    147      -            147
                                                                               -------    -------     -------    ---       --------
   Subtotal in foreign                                                             147      2,961         147      -            147
                                                                               -------    -------     -------    ---       --------
Subtotal in Holdings for trading or
financial transactions                                                         622,336     90,885     626,313      -        626,313
                                                                               =======    =======    ========    ===       ========



<PAGE>


<CAPTION>

                                                                                                                          EXHIBIT A
                                                                                                                            (Contd.)

                                             DETAIL OF GOVERNMENT AND PRIVATE SECURITIES

                                                    AS OF MARCH 31, 2002 AND 2001

                          (Translation of financial statements originally issued in Spanish - See Note 20)

                                                  - Stated in thousands of pesos -


                                                                              Holding
                                                                  ---------------------------------
                                                                               Book       Book
                                                                              balance    balance    Position
                                                                    Market     as of      as of      without                Final
                Description                Series Identification    value       2002       2001      options    Options    position
- -----------------------------------------  ------ --------------   -------   ---------  ---------   ---------   -------   ---------
<S>                                          <C>  <C>               <C>       <C>         <C>       <C>         <C>         <C>
Unlisted government securities

Local

In pesos
  Argentine T-bills with which provincial
     and federal governments settle
     payables to vendors and employees
     and which circulate in lieu of currency                                     4,405                  4,405      -          4,405
  Argentine Federal Government 9%
     Bonds                                  2002   ARBGA23=BA                  313,972                313,972      -        313,972
  Tax credit certificates due in
     2003/2004                                                                  69,236                 69,236      -         69,236
  Tucuman Provincial Treasury Bonds                ARTUCU13=BA                  65,853                 65,853      -         65,853
  Argentine T-bills with which the
     Province of Buenos Aires
     settles payables to vendors and
     employees and which circulate
     in lieu of currency                                                         1,461                  1,461      -          1,461
                                                                             ---------  ---------   ---------    ---      ---------
Subtotal en pesos                                                              454,927          -     454,927      -        454,927
                                                                             ---------  ---------   ---------    ---      ---------

In foreign currency                                                                  -     74,144           -      -              -
                                                                             ---------  ---------   ---------    ---      ---------
Subtotal in foreign currency                                                         -     74,144           -      -              -
                                                                             ---------  ---------   ---------    ---      ---------
Total Unlisted government securities                                           454,927     74,144     454,927      -        454,927
                                                                             =========  =========  ==========    ===      =========

TOTAL GOVERNMENT SECURITIES                                                  1,086,024  1,155,828   1,112,740      -      1,112,740
                                                                             =========  =========  ==========    ===      =========



<PAGE>



<CAPTION>

                                                                                                                          EXHIBIT A
                                                                                                                            (Contd).

                                             DETAIL OF GOVERNMENT AND PRIVATE SECURITIES

                                                    AS OF MARCH 31, 2002 AND 2001

                          (Translation of financial statements originally issued in Spanish - See Note 20)

                                                  - Stated in thousands of pesos -


                                                                              Holding
                                                                  ---------------------------------
                                                                               Book       Book
                                                                              balance    balance    Position
                                                                    Market     as of      as of      without                Final
                Description                Series Identification    value       2002       2001      options    Options    position
- -----------------------------------------  ------ --------------   -------   ---------  ---------   ---------   -------   ---------
<S>                                          <C>  <C>               <C>       <C>         <C>       <C>         <C>        <C>

INVESTMENTS IN LISTED PRIVATE
SECURITIES

Other debt instruments

Local

In foreign currency
  Metrogas 2003 Corporate Bonds                                        30           30                     30      -             30
  Origenes Vivienda Corporate Bonds                                    61           61                     61      -             61
                                                                             ---------  ---------   ---------    ---      ---------
Subtotal in foreign currency                                                        91      2,593          91      -             91
                                                                             ---------  ---------   ---------    ---      ---------
Subtotal Other debt instruments                                                     91      2,593          91      -             91
                                                                             =========  =========   =========   ====      =========
Other Equity instruments

Local

In pesos
  Sniafa S.A.                                      SNI.BA              23           23                     23      -             23
  Indupa S.A.                                      INU.BA             468          468                    468      -            468
                                                                             ---------  ---------   ---------    ---      ---------
Subtotal in pesos                                                                  491        289         491      -            491
                                                                             ---------  ---------   ---------    ---      ---------
In foreign currency
  ADR BBVA                                                              1            1                      -      -              -
  ADR Perez Companc S.A.                                               99           99                      -      -              -
  Other                                                                              -                     (2)     -             (2)
                                                                             ---------  ---------   ---------    ---      ---------
Subtotal in foreign currency                                                       100      3,671          (2)     -             (2)
                                                                             ---------  ---------   ---------    ---      ---------
Foreign
  Other                                                                              -                  1,071      -          1,071
                                                                             ---------  ---------   ---------    ---      ---------
Subtotal in foreign                                                                  -      5,332       1,071      -          1,071
                                                                             ---------  ---------   ---------    ---      ---------
Subtotal Equity instruments                                                        591      9,292       1,560      -          1,560
                                                                             =========  =========   =========    ===      =========
TOTAL INVESTMENTS IN LISTED PRIVATE
SECURITIES                                                                         682     11,885       1,651      -          1,651
                                                                             =========  =========   =========    ===      =========
TOTAL GOVERNMENT AND PRIVATE SECURITIES                                      1,086,706  1,167,713   1,114,391      -      1,114,391
                                                                             =========  =========   =========    ===      =========
</TABLE>


<PAGE>

<TABLE>

                                                                                                          EXHIBIT B

                                  CLASSIFICATION OF FINANCING FACILITIES BY STATUS
                                AND GUARANTIES RECEIVED AS OF MARCH 31, 2002 AND 2001

                  (Translation of financial statements originally issued in Spanish - See Note 20)

                                           -Stated in thousands of pesos-

                                                                                        2002                 2001
                                                                                      ---------           ---------
<S>                                                                                   <C>                 <C>
 COMMERCIAL PORTFOLIO

 In normal situation

      With senior or first - degree security and counter guaranty "A"                 4,302,638           2,804,982
      With senior of first - degree security and counter guaranty "B"                    63,032             144,718
      Without senior security or counter guaranty                                     3,579,748           4,074,228

 In potential risk

      With senior or first - degree security and counter guaranty "A"                     4,757                   -
      With senior of first - degree security and counter guaranty "B"                     9,273              16,803
      Without senior security or counter guaranty                                        71,198              29,835

 Nonperforming

      With senior or first - degree security and counter guaranty "A"                         -                   -
      With senior of first - degree security and counter guaranty "B"                    33,251               6,806
      Without senior security or counter guaranty                                        25,472               2,008

 With high risk of uncollectibility

      With senior or first - degree security and counter guaranty "A"                     2,207                 121
      With senior of first - degree security and counter guaranty "B"                    16,699              23,864
      Without senior security or counter guaranty                                        71,929              83,455

 Uncollectible

      With senior or first - degree security and counter guaranty "A"                         -                   -
      With senior of first - degree security and counter guaranty "B"                     6,587              11,033
      Without senior security or counter guaranty                                        19,885               9,353

 Uncollectible, classified as such under regulatory requirements

      With senior or first - degree security and counter guaranty "A"                         -                   -
      With senior of first - degree security and counter guaranty "B"                         -                   -
      Without senior security or counter guaranty                                             -                   -
                                                                                      ---------           ---------
 Total                                                                                8,206,676           7,207,206
                                                                                      =========           =========


<PAGE>

<CAPTION>
                                                                                                          EXHIBIT B
                                                                                                           (Contd.)

                                          CLASSIFICATION OF FINANCING FACILITIES BY STATUS
                                AND GUARANTIES RECEIVED AS OF MARCH 31, 2002 AND 2001

                  (Translation of financial statements originally issued in Spanish - See Note 20)

                                           -Stated in thousands of pesos-


                                                                                        2002                 2001
                                                                                      ---------           ---------
<S>                                                                                   <C>                 <C>

 CONSUMER AND HOUSING PORTFOLIO

 Normal compliance

      With senior or first - degree security and counter guaranty "A"                     3,935              23,413
      With senior of first - degree security and counter guaranty "B"                   586,152             867,468
      Without senior security or counter guaranty                                       604,048           1,344,097

 Inadequate compliance

      With senior or first - degree security and counter guaranty "A"                       266                   -
      With senior of first - degree security and counter guaranty "B"                    35,949              25,995
      Without senior security or counter guaranty                                        56,456              32,422

 Deficient compliance

      With senior or first - degree security and counter guaranty "A"                       293                   -
      With senior of first - degree security and counter guaranty "B"                    21,966               3,826
      Without senior security or counter guaranty                                        53,840              19,149

 Unlikely to be collected

      With senior or first - degree security and counter guaranty "A"                        66                  38
      With senior of first - degree security and counter guaranty "B"                    14,566               7,165
      Without senior security or counter guaranty                                        46,718              41,934

 Uncollectible

      With senior or first - degree security and counter guaranty "A"                        31                  30
      With senior of first - degree security and counter guaranty "B"                    16,217              27,716
      Without senior security or counter guaranty                                        29,986              42,333

 Uncollectible, classified as such under regulatory requirements

      With senior or first - degree security and counter guaranty "A"                         -                   -
      With senior of first - degree security and counter guaranty "B"                        93                  17
      Without senior security or counter guaranty                                           353                 414
                                                                                      ---------           ---------
 Total                                                                                1,470,935           2,436,017
                                                                                      ---------           ---------
 General Total (1)                                                                    9,677,611           9,643,223
                                                                                      =========           =========
</TABLE>

(1)   Items included: Loans (before allowances); Other receivables from
      financial transactions: Unlisted corporate bonds, Other receivables
      covered by debtor classification regulations, Interest accrued and
      pending collection covered by debtor classification regulations; Assets
      out on financing lease (before allowances); Other receivables:
      Receivables from sale of goods; Contingent credit - balance memorandum
      accounts: Credit lines granted (unused portion) covered by debtor
      classification regulations, Other guaranties given covered by debtor
      classification regulations and Other covered by debtor classification
      regulations.


<PAGE>

<TABLE>
                                                                                                          EXHIBIT C


                                         FINANCING FACILITIES CONCENTRATION
                                            AS OF MARCH 31, 2002 AND 2001

                  (Translation of financial statements originally issued in Spanish - See Note 20)

                                          - Stated in thousands of pesos -

                                                                               FINANCING
                                                  ------------------------------------------------------------------
                                                                2002                               2001
                                                  ---------------------------------- -------------------------------
                                                    Outstanding       % of total       Outstanding       % of total
              Number of customers                     balance         portfolio          balance         portfolio
- ------------------------------------------------- ---------------- ----------------- -------------------------------
<C>                                                    <C>               <C>              <C>                 <C>
10 largest customers                                   4,469,903         46.19%           2,876,055           29.82%

50 next largest customers                              2,266,806         23.42%           1,862,836           19.32%

100 following customers                                  858,762          8.87%           1,021,032           10.59%

Remaining customers                                    2,082,140         21.52%           3,883,300           40.27%
                                                       ---------        -------           ---------          ------
Total (1)                                              9,677,611        100,00%           9,643,223          100.00%
                                                       =========        =======           =========          ======

(1)      See (1) in Exhibit B.
</TABLE>


<PAGE>

<TABLE>

                                                                                                                  EXHIBIT D

                                      BREAKDOWN BY FINANCING TERMS AS OF MARCH 31, 2002

                       (Translation of financial statements originally issued in Spanish - See Note 20)

                                               - Stated in thousands of pesos -


                                                               Term remaining to maturity
                                          --------------------------------------------------------------------
        Description           Past-due                                                               More than       Total
                              portfolio   1 month     3 months   6 months    12 months   24 months   24 months
- --------------------------    ---------  ---------    --------   --------    ---------   ---------  ----------     ---------
<S>                           <C>          <C>          <C>        <C>         <C>        <C>        <C>           <C>
Non financial governmental
sector                            -        168,887      22,887     26,960      46,376     203,209    3,731,085     4,199,404

Financial sector                  -         66,035       9,175         82         164         831        8,388        84,675

Non financial private
sector and residents abroad    302,953   3,218,685     150,582    234,766     279,437     468,450      738,659     5,393,532
                               -------   ---------     -------    -------     -------     -------    ---------     ---------
    TOTAL                      302,953   3,453,607     182,644    261,808     325,977     672,490    4,478,132     9,677,611(1)
                               =======   =========     =======    =======     =======     =======    =========      ========
</TABLE>

(1)      See (1) in Exhibit B.




<PAGE>

<TABLE>

                                                                                                                           EXHIBIT E

                      DETAIL OF INVESTMENTS IN OTHER COMPANIES AS OF MARCH 31, 2002 AND 2001

                 (Translation of financial statements originally issued in Spanish - See Note 20)

                                         - Stated in thousands of pesos -

                           Concept                                                    Shares                               Amount
- ---------------------------------------------------------------  ---------------------------------------------  --------------------

                                                                              Unit face     Votes
Identification                   Description                      Class         value     per share   Number       2002       2001
- --------------------------------------------------------------   ---------- ------------  --------- ----------  --------   ---------
<C>             <C>                                              <C>             <C>           <C>       <C>        <C>        <C>
                FINANCIAL INSTITUTIONS, SUPPLEMENTARY AND
                AUTHORIZED
                Controlled
                Local
33642192049     o  Frances Valores Sociedad de Bolsa S.A.        Common          $500          1         3,199      1,188      1,262
30663323926     o  Consolidar Administradora de Fondos
                   de Jubilaciones y Pensiones S.A.              Common          $1            1     1,899,600     73,663    101,730
33678564139     o  Consolidar Cia. de Seguros de Vida S.A.       Common          $10           1       197,875     25,232     13,398
30678574097     o  Consolidar Cia. de Seguros de Retiro S.A.     Common          $10           1       200,000     27,303     13,641
30704936016     o  Credilogros Compania Financiera S.A.          Common          $1            1    39,700,000     48,766     62,518
                o  Other                                                                                              234        508

                Foreign
17000963        o  Banco Frances (Cayman) Ltd.                   Common         US$1           -    82,283,621    803,196    238,524
17000952        o  BBVA Uruguay S.A.                             Common     Urug.10.000        -        79,130    164,383     79,599
                                                                                                                ---------    -------
                                                         Subtotal controlled                                    1,143,965    511,180
                                                                                                                ---------    -------
                Noncontrolled
                Local
33707124909     o  Rombo Cia. Financiera S.A.                    Common          $1            1     8,000,000     10,675     10,066
30604796357     o  Banelco S.A.                                  Common          $1            1        12,014      3,052      4,182
                o  Other                                                                                            1,814      3,160

                Foreign
                o  Bladex S.A.                                   Com. B        US$6,67         -        17,646        755        262
                                                                  Pref.         US$10          -         2,498          -         77
                                                                                                                ---------    -------
                                                         Subtotal noncontrolled                                    16,296     17,747
                                                                                                                ---------    -------
                                                         Total in financial institutions,
                                                            supplementary and authorized                        1,160,261    528,927
                                                                                                                =========    =======
                IN OTHER COMPANIES
                Noncontrolled
                Local
30685228501     o  Consolidar ART S.A.                           Common          $1            1       375,000      6,063      7,258
                o  Other                                                                                            3,601      2,872

                Foreign
17000524        o  A.I.G. Latin American Fund                                                                      16,138      7,556
                o  Other                                                                                               46      1,076
                                                                                                                ---------    -------
                                                         Subtotal noncontrolled                                    25,848     18,762
                                                                                                                ---------    -------
                                                         Total in other companies                                  25,848     18,762
                                                                                                                =========    =======
                                                         TOTAL INVESTMENTS IN OTHER COMPANIES                   1,186,109    547,689
                                                                                                                =========    =======

</TABLE>

<PAGE>

<TABLE>
                                                                                                                           EXHIBIT E
                                                                                                                            (Contd.)

                            DETAIL OF INVESTMENTS IN OTHER COMPANIES AS OF MARCH 31, 2002 AND 2001

                       (Translation of financial statements originally issued in Spanish - See Note 20)

                                               - Stated in thousands of pesos -

                                                                                Information about the issuer
                                                       -----------------------------------------------------------------------------
                                                                                   Data from last published financial statements
                                                                              ------------------------------------------------------
                     Description                           Main business      Fiscal                                    Net income
                                                                              year/       Capital    Stockholders'    for the fiscal
                                                                              period-end   stock         equity        year/ period
- ----------------------------------------------------   -----------------------------------------------------------------------------
<S>                                                    <C>                    <C>          <C>            <C>                 <C>
FINANCIAL INSTITUTIONS, SUPPLEMENTARY AND AUTHORIZED
Controlled
Local                                                                                                  Thousands of $
o     Frances Valores Sociedad de Bolsa S.A.           Stock broker            03/31/02      1,600          2,418               965
o     Consolidar Administradora de Fondos de
      Jubilaciones y Pensiones S.A.                    Pensions fund manager   03/31/02      3,525        130,267            18,880
o     Consolidar Cia. de Seguros de Vida S.A.          Insurance company       03/31/02      3,000         25,734             6,734
o     Consolidar Cia. de Seguros de Retiro S.A.        Insurance company       03/31/02      3,000         23,869              (381)
o     Credilogros Compania Financiera S.A.             Financial institution   03/31/02     57,100         65,089           (23,610)
o     Other

Foreign                                                                                                Thousands of US$
o     Banco Frances (Cayman) Ltd.                      Banking                 03/31/02     82,284        803,196          (715,167)
o     BBVA Uruguay S.A.                                Banking                 03/31/02     94,315        270,020             1,963

Noncontrolled
Local                                                                                                   Thousands of $
o     Rombo Cia. Financiera S.A.                       Financial Institution   03/31/02     20,000         26,688            (5,426)
o     Banelco S.A.                                     Information services    09/30/01      9,755         18,369             7,096
o     Other

Foreign                                                                                                Thousands of US$
o     Bladex S.A.                                      Banking                 12/31/00    132,851        699,205            97,055


IN OTHER COMPANIES

Noncontrolled
Local                                                                                                   Thousand of $
o     Consolidar ART S.A.                              Workers compensation    03/31/02      3,000         46,807             1,588
o     Other

Foreign                                                                                                 Thousand of US$
o     A.I.G. Latin American Fund                       Investing               12/31/00     37,048         27,615            (9,433)
o     Other

</TABLE>






<PAGE>


<TABLE>
                                                                                                        EXHIBIT F


                                      MOVEMENT OF BANK PREMISES AND EQUIPMENT

                                   AND OTHER ASSETS FOR THE THREE MONTH PERIODS

                                           ENDED MARCH 31, 2002 AND 2001

                 (Translation of financial statements originally issued in Spanish - See Note 20)

                                         - Stated in thousands of pesos -


                                           Restated net book       Additions         Transfers         Decreases
                                          value at beginning      in constant       in constant        in constant
               Description                  of fiscal year         currency          currency           currency
- --------------------------------------    ------------------      -----------       -----------        -----------

BANK PREMISES AND EQUIPMENT

<S>                                               <C>                  <C>            <C>                   <C>
Real Estate                                       235,288              2,262                 -              1,317
Furniture and Facilities                           25,619                781                 -                  -
Machinery and Equipment                            40,274              2,176                 -                  -
Automobiles                                           346                 58                 -                  -
                                                 --------             ------             -----              -----
     Total                                        301,527              5,277                 -              1,317
                                                  =======             ======             =====              =====

OTHER ASSETS

Works of Art                                          601                  -                 -                  -
Rent assets                                         4,464                  -                 -                  -
Assets acquired to secure loans                    11,808                927              (814)               289
Stationery and office supplies                      1,327                813                 -                866
Other assets                                       76,467                  -               814              1,444
                                                  -------             ------            ------             ------
     Total                                         94,667              1,740                 -              2,599
                                                  =======             ======            ======             ======
</TABLE>



<PAGE>


<TABLE>
                                                                                                        EXHIBIT F
                                                                                                         (Contd.)


                                      MOVEMENT OF BANK PREMISES AND EQUIPMENT

                                   AND OTHER ASSETS FOR THE THREE MONTH PERIODS

                                           ENDED MARCH 31, 2002 AND 2001

                 (Translation of financial statements originally issued in Spanish - See Note 20)

                                         - Stated in thousands of pesos -




                                              Depreciation for the period
                                                  in constant currency
                                           --------------------------------
               Description                    Years of                           Net book value at     Net book value at
                                             useful life           Amount               2002                 2001
- --------------------------------------    ---------------        ----------      -----------------     -----------------
<S>                                          <C>                 <C>             <C>                   <C>
BANK PREMISES AND EQUIPMENT

Real Estate                                        50              1,732                234,501              239,525
Furniture and Facilities                           10              1,193                 25,207               26,697
Machinery and Equipment                             5              4,359                 38,091               46,672
Automobiles                                         5                 27                    377                  199
                                                                  ------                -------              -------
     Total                                                         7,311                298,176              313,093
                                                                  ======                =======              =======

OTHER ASSETS

Works of Art                                        -              -                        601                  601
Rent assets                                        50                 21                  4,443                9,820
Assets acquired to secure loans                    50                 50                 11,582                5,637
Stationery and office supplies                      -                317                    957                1,237
Other assets                                       50                305                 75,532               64,667
                                                                  ------                -------              -------
     Total                                                           693                 93,115               81,962
                                                                  ======                =======              =======
</TABLE>



<PAGE>

<TABLE>
                                                                                  EXHIBIT G


                   MOVEMENT OF INTANGIBLE ASSETS FOR THE THREE MONTH PERIODS

                                 ENDED MARCH 31, 2002 AND 2001

        (Translation of financial statements originally issued in Spanish - See Note 20)

                                - Stated in thousands of pesos -





                                      Restated net book
                                          value at           Additions          Decreases
                                        beginning of        in constant        in constant
             Description                fiscal year          currency            currency
 ---------------------------------    -----------------    -------------       -----------
<S>   <C>                             <C>                  <C>                 <C>
 -    Goodwill                              68,291                   -                  -

 -    Organization and development
      expenses (1)                          85,152              23,553                  -
                                           -------             -------             ------
      Total                                153,443              23,553                  -
                                           =======              ======             ======
</TABLE>
<TABLE>



                                          Amortization for the period
                                             in constant currency
                                       -------------------------------
             Description                  Years of            Amount        Net book value at  Net book value at
                                        useful life           Amount               2002               2001
 -----------------------------------   ------------         ----------      -----------------  -----------------
<S>   <C>                              <C>                  <C>             <C>                <C>
 -    Goodwill                               10                 32,700               35,591             78,096

 -    Organization and development
      expenses (1)                            5                 12,258               96,447            103,900
                                                               -------              -------            -------
      Total                                                     44,958              132,038            181,996
                                                               =======              =======            =======
</TABLE>

(1)  This mainly includes costs from information technology projects contracted
     from independent parties and leasehold improvements.


<PAGE>

<TABLE>
                                                                                            EXHIBIT H

                                     CONCENTRATION OF DEPOSITS

                                    AS OF MARCH 31, 2002 AND 2001


           (Translation of financial statements originally issued in Spanish - See Note 20)

                                   - Stated in thousands of pesos -


                                                   2002                               2001
                                      ----------------------------       ----------------------------
                                      Outstanding       % of total       Outstanding       % of total
     Number of customers                balance         portfolio          balance         portfolio
- ----------------------------------    -----------       ----------       -----------       ----------
<C>                                       <C>               <C>              <C>              <C>
10 largest customers                      715,377           9,87%            944,816          9,68%

50 next largest customers                 518,132           7,15%            936,823          9,60%

100 following customers                   289,563           4,00%            366,789          3,76%

Remaining customers                     5,723,266          78,98%          7,509,695         76,96%
                                        ---------         ------           ---------        ------
     TOTAL                              7,246,338         100,00%          9,758,123        100,00%
                                        =========         ======           =========        ======

</TABLE>


<PAGE>

<TABLE>
                                                                                           EXHIBIT I

                                         BREAKDOWN OF MATURITY TERMS OF DEPOSITS,
                                     OTHER LIABILITIES FROM FINANCIAL TRANSACTIONS AND
                                               SUBORDINATED CORPORATE BONDS
                                                   AS OF MARCH 31, 2002

                     (Translation of financial statements originally issued in Spanish - See Note 20)

                                             - Stated in thousands of pesos -


                                                             Term remaining to maturity
                                    ------------------------------------------------------------------------
                                                                                                   More than
           Description               1 month      3 months    6 months    12 months   24 months    24 months      Total
- ---------------------------------  ----------   ----------   ---------   ----------   ---------   ----------    ---------
<S>                                <C>          <C>          <C>         <C>          <C>         <C>           <C>
Deposits                            3,337,601       39,829      18,611       92,446   1,943,890    1,813,961    7,246,338
                                   ----------   ----------   ---------   ----------   ---------   ----------    ---------

Other liabilities from financial
transactions

Central Bank of the Argentine
Republic (1)                          280,719        4,884      4,890         5,251      4,923            30     300,967

Banks and International
Organizations                         607,561       23,834     56,006         1,889        496             -     689,786

Non-subordinated corporate bonds            -      155,288          -       456,997          -             -     612,285

Financing received from Argentine
financial institutions                 28,180            -          -             -     84,000             -     112,180

Other                                 329,473            -          -             -          -             -     329,473
                                   ----------   ----------   --------    ----------   --------    ----------   ---------
TOTAL                               1,245,933      184,006     60,896       464,137     89,419            30   2,044,421
                                   ----------   ----------   --------    ----------   --------    ----------   ---------

Subordinated corporate bonds            7,327            -          -         8,400      8,400       458,400     482,527
                                   ----------   ----------   --------    ----------   --------    ----------   ---------
TOTAL                               4,590,861      223,835     79,507       564,983  2,041,709     2,272,391   9,773,286
                                   ==========   ==========   ========    ==========  =========    ==========   =========

(1)   Under Communique "A" 3748 of the BCRA dated September 27, 2002, the
      maturity date of financing granted by BCRA to assist lack of liquidity of
      the financial institutions, in force as of that date, was rescheduled to
      January 2, 2003. This extension has not been considered in the present
      breakdown of maturity terms.
</TABLE>


<PAGE>

<TABLE>
                                                                                                                          EXHIBIT J


               MOVEMENT OF ALLOWANCES FOR THE THREE MONTH PERIODS

                         ENDED MARCH 31, 2002 AND 2001

                  (Translation of financial statements originally issued in Spanish - See Note 20)

                                         - Stated in thousands of pesos -

                                                                         Decrease                                   Net book value
                                                                ---------------------------                       ------------------
                                                Increase
                                Restated net       in                                            Monetary
                               book value at    constant        Reversals      Applications    gain (loss)
                                 beginning      currency       in constant      in constant    generated on
        Description            of fiscal year      (6)           currency        currency       allowances          2002       2001
- -----------------------------  --------------  -----------     -----------     ------------    ------------       -------    -------
<S>                                 <C>         <C>     <C>     <C>                <C>           <C>              <C>       <C>
ALLOWANCES QUALIFYING ASSETS

Loans
- -    Doubtful accounts                                  (1)
     and impairment value           613,834     462,410 (5)          -             45,300        (218,557)        812,387   219,951

Other receivables from financial
transactions
- -    Doubtful accounts
     and impairment value             5,600       3,892 (1)          -                  -          (2,042)          7,450     4,196

Assets out on Financing Lease
- -    Doubtful accounts
     and impairment value               447           8 (1)          -                  -            (121)            334         -

Investments in other companies
- -    Impairment value                 7,224      11,841 (3)          -                  -          (2,927)         16,138         -

Other receivables
- -    Doubtful accounts                1,884      30,547 (2)          -                  -            (698)         31,733     1,483
                                    -------     -------           ----            -------        --------         -------   -------
              Total                 628,989     508,698              -             45,300        (224,345)        868,042   225,630
                                    =======     =======           ====            =======        ========         =======   =======

LIABILITIES-ALLOWANCES

- -    Contingents commitments            772       1,047 (1)         -                   -            (262)          1,557       414

- -    Other contingencies             69,263       4,186 (4)         -              16,984         (16,304)         40,161    29,522
                                    -------     -------           ----            -------        --------         -------   -------
              Total                  70,035       5,233             -              16,984         (16,566)         41,718    29,936
                                    =======      ======           ====            =======        ========         =======   =======

(1)   Recorded in compliance with the provisions of Communique "A" 2729, as
      supplemented, of the BCRA, taking into account note 3.3.f).
(2)   Recorded to cover possible uncollectibility risks arising out of other
      receivables.
(3)   Recorded to recognize the estimated impairment in AIG Latin American
      Fund's equity as of March 31, 2002.
(4)   Recorded to cover possible contingencies that were not considered in
      other accounts (civil, labor, commercial and other lawsuits). See note
      3.3.q).
(5)   Includes 129,965 of charge on loans impairment, booked in "Financial
      expense - Other".
(6)   Includes exchange differences generated as allowances in foreign
      currency, booked in the "Gold and foreign currency exchange difference"
      account, as follows:

      -  Loans                                                  186,814
      -  Other receivables from financial transactions            2,227
      -  Assets out on financing lease                                8
      -  Investments in other companies                          11,841
      -  Other receivables                                        2,473
</TABLE>


<PAGE>

<TABLE>

                                                                                                          EXHIBIT K

                     CAPITAL STRUCTURE AS OF MARCH 31, 2002

 (Translation of financial statements originally issued in Spanish - See Note 20)

                        - Stated in thousands of pesos -

                 SHARES                                              CAPITAL STOCK
- ---------------------------------------      ------------------------------------------------------------
                                                        Issued                   Pending
                              Votes per      -----------------------------     issuance or
   Class         Number         share        Outstanding      In portfolio     distribution     Paid in
- ---------     -----------     ---------      -----------      ------------    - -----------     -------
<S>           <C>                  <C>         <C>                                   <C>         <C>
  Common      209,631,892          1           209,576              -                55          209,631
                                                                                    (1)            (2)
</TABLE>
(1)   Shares issued and available to stockholders' but not as yet withdrawn.

(2)   Capital registered with the Public Registry of Commerce (see note 15).



<PAGE>

<TABLE>

                                                                                                                         EXHIBIT L


                                       FOREIGN CURRENCY ACCOUNTS AS OF MARCH 31, 2002 AND 2001

                          (Translation of financial statements originally issued in Spanish - See Note 20)

                                                   -Stated in thousands of pesos-


        Accounts                                                        2002                                                2001
- ----------------------------------------------------------------------------------------------------------------------   ----------
                                                       Total of period (per type of currency)
                        ----------------------------------------------------------------------------------------------
                         Total of                         Deutsche     Pounds       French    Swiss                       Total of
                          period      Euro    US Dollars    Marks     Sterling      Franc     Franc    Yen     Other       period
                        -----------  -------  ----------  --------    --------      ------    -----   -----  ---------   ----------
ASSETS
<S>                        <C>       <C>       <C>         <C>        <C>           <C>       <C>     <C>       <C>      <C>
  Cash and due from
  banks                      77,542    1,448      75,752      -           59           -        -        67        216      501,839
  Government and
  private securities        621,869        -     621,869      -            -           -        -         -          -    1,166,566
  Loans                   1,176,843      246   1,176,597      -            -           -        -         -          -    6,118,650
  Other receivables
  from financial
  transactions            2,180,514    1,048   2,179,466      -            -           -        -         -          -    4,097,488
  Assets out on
  financing lease                -         -           -      -            -           -        -         -          -       24,096
  Investments in other
  companies                 984,518        -     820,135      -            -           -        -         -    164,383      327,094
  Other receivables          34,150        -      34,150      -            -           -        -         -          -       37,527
  Suspense items                500        -         500      -            -           -        -         -          -          349
                         ----------   ------  ----------  --------     -----       -----     ----     -----    -------   ----------
          TOTAL           5,075,936    2,742   4,908,469      -           59           -        -        67    164,599   12,273,609
                         ==========   ======  ==========  ========     =====       =====     ====     =====    =======   ==========
LIABILITIES

  Deposits                  157,152        -     157,152      -            -           -        -         -          -    7,631,627
  Other liabilities
  from financial
  transactions            1,658,464    1,929   1,656,535      -            -           -        -         -          -    4,010,912
  Other liabilities       1,175,174       15   1,175,152      -            6           -        -         1        -         13,277
  Subordinated
  corporate bonds           463,272        -     463,272      -            -           -        -         -          -      234,426
  Suspense items             70,327        -      70,327      -            -           -        -         -          -          443
                         ----------   ------  ----------  --------     -----       -----     ----     -----    -------   ----------
          TOTAL           3,524,389    1,944   3,522,438      -            6           -        -         1          -   11,890,685
                         ==========   ======  ==========  ========     =====       =====     ====     =====    =======   ==========
MEMORANDUM ACCOUNTS

  Debit accounts
  (except contra debit
  accounts)
    Contingent            4,997,315        -   4,997,315      -            -           -        -         -          -    3,749,388
    Control              31,917,563   10,854  31,898,099      -            -           -        -     7,094      1,516    9,489,360
    For derivatives          -             -           -      -            -           -        -         -          -       61,858
    For trust
    activities               52,416        -      52,416      -            -           -        -         -          -       23,226
                         ----------   ------  ----------  --------     -----       -----     ----     -----    -------   ----------
          TOTAL          36,967,294   10,854  36,947,830      -            -           -        -     7,094      1,516   13,323,832
                         ==========   ======  ==========  ========     =====       =====     ====     =====    =======   ==========
  Credit accounts
  (except contra
  credit accounts)
    Contingent            1,645,369        -   1,645,369      -            -           -        -         -          -      989,914
    Control                     669        -         669      -            -           -        -         -          -        5,300
    For derivatives          -             -           -      -            -           -        -         -          -       61,858
                         ----------   ------  ----------  --------     -----       -----     ----     -----    -------   ----------
          TOTAL           1,646,038        -   1,648,038      -           -            -        -         -          -    1,057,072
                         ==========   ======  ==========  ========     =====       =====     ====     =====    =======   ==========
</TABLE>

<PAGE>


                                                                      EXHIBIT N

              ASSISTANCE TO AFFILIATES AS MARCH 31, 2002 AND 2001

      (Translation of financial statements originally issued in Spanish -
                                 See Note 20)

                        - Stated in thousands of pesos -


<TABLE>
                                                                                     Status
                                                    --------------------------------------------------------------------------
                                                                                                         With high risk of
                                                                                  Nonperforming/         uncollectibility/
                                                                                     Deficient            Unlikely to be
                                                                In Potential        Compliance               collected
                                                                   Risk/      ------------------------------------------------
                      Concept                         Normal     Inadequate     Not yet                 Not yet
                                                                 Compliance     matured     Past-due    matured    Past-due
 -----------------------------------------------------------------------------------------------------------------------------
<S>                                                     <C>         <C>            <C>         <C>         <C>         <C>
 1. Loans                                               86,612       -             -           -           -           -

    -  Overdraft                                         2,174       -             -           -           -           -

       With senior or first - degree security and
       counter guaranty "A"                                  -       -             -           -           -           -
       With senior or first - degree security and
       counter guaranty "B"                                  -       -             -           -           -           -
       Without senior security or counter guaranty       2,174       -             -           -           -           -

    -  Discounted Instruments                              253       -             -           -           -           -

       With senior or first - degree security and
       counter guaranty "A"                                  -       -             -           -           -           -
       With senior or first - degree security and
       counter guaranty "B"                                  -       -             -           -           -           -
       Without senior security or counter guaranty         253       -             -           -           -           -

    -  Real Estate Mortgage and Security Agreements        422       -             -           -           -           -

       With senior or first - degree security and
       counter guaranty "A"                                  -       -             -           -           -           -
       With senior or first - degree security and
       counter guaranty "B"                                422       -             -           -           -           -
       Without senior security or counter guaranty           -       -             -           -           -           -

    -  Consumer                                             32       -             -           -           -           -

       With senior or first - degree security and
       counter guaranty "A"                                  -       -             -           -           -           -
       With senior or first - degree security and
       counter guaranty "B"                                  -       -             -           -           -           -
       Without senior security or counter guaranty          32       -             -           -           -           -

    -  Credit Cards                                         42       -             -           -           -           -

       With senior or first - degree security and
       counter guaranty "A"                                  -       -             -           -           -           -
       With senior or first - degree security and
       counter guaranty "B"                                  -       -             -           -           -           -
       Without senior security or counter guaranty          42       -             -           -           -           -

    -  Other                                            83,689       -             -           -           -           -

       With senior or first - degree security and
       counter guaranty "A"                                  -       -             -           -           -           -
       With senior or first - degree security and
       counter guaranty "B"                                  -       -             -           -           -           -
       Without senior security or counter guaranty      83,689       -             -           -           -           -

 2.       Other receivables from financial
    transactions                                        23,043       -             -           -           -           -

 3.       Assets out on financing lease and other            -       -             -           -           -           -

 4.       Contingent commitments                        34,952       -             -           -           -           -

 5.       Investments in other companies and
    private securities                               1,163,622       -             -           -           -           -
                                                    ---------- -----------     ---------   ---------   ---------   ---------
 Total                                               1,308,229       -             -           -           -           -
                                                    ---------- -----------     ---------   ---------   ---------   ---------
 Total Allowances                                        1,074       -             -           -           -           -
                                                    ---------- -----------     ---------   ---------   ---------   ---------
</TABLE>


<PAGE>


                                                                      EXHIBIT N
                                                                       (Contd.)

              ASSISTANCE TO AFFILIATES AS MARCH 31, 2002 AND 2001

      (Translation of financial statements originally issued in Spanish -
                                  See Note 20)

                        - Stated in thousands of pesos -

<TABLE>
                                                                     Status
                                                    ------------------------------------------
                                                                           Uncollectible,                   Total
                                                                         classified as such
                                                                          under regulatory
                      Concept                          Uncollectible        requirements            2002             2001
 -------------------------------------------------------------------------------------------------------------------------------

<S>                                                          <C>                  <C>               <C>             <C>
 1.       Loans                                              -                    -                 86,612          81,020

    -  Overdraft                                             -                    -                  2,174           1,433

       With senior or first - degree security and
       counter guaranty "A"                                  -                    -                      -               -
       With senior or first - degree security and
       counter guaranty "B"                                  -                    -                      -               -
       Without senior security or counter guaranty           -                    -                  2,174           1,433

    -  Discounted instruments                                -                    -                    253             407

       With senior or first - degree security and
       counter guaranty "A"                                  -                    -                      -               -
       With senior or first - degree security and
       counter guaranty "B"                                  -                    -                      -               -
       Without senior security or counter guaranty           -                    -                    253             407

    -  Real Estate Mortgage and Security
       Agreements                                            -                    -                    422             579

       With senior or first - degree security and
       counter guaranty "A"                                  -                    -                      -               -
       With senior or first - degree security and
       counter guaranty "B"                                  -                    -                    422             579
       Without senior security or counter guaranty           -                    -                      -               -

    -  Consumer                                              -                    -                     32              90

       With senior or first - degree security and
       counter guaranty "A"                                  -                    -                      -               -
       With senior or first - degree security and
       counter guaranty "B"                                  -                    -                      -               -
       Without senior security or counter guaranty           -                    -                     32              90

    -  Credit cards                                          -                    -                     42              86

       With senior or first - degree security and
       counter guaranty "A"                                  -                    -                      -               -
       With senior or first - degree security and
       counter guaranty "B"                                  -                    -                      -               -
       Without senior security or counter guaranty           -                    -                     42              86

    -  Other                                                 -                    -                 83,689          78,425

       With senior or first - degree security and
       counter guaranty "A"                                  -                    -                      -               -
       With senior or first - degree security and
       counter guaranty "B"                                  -                    -                      -               -
       Without senior security or counter guaranty           -                    -                 83,689          78,425

 2.    Other receivables from financial
       transactions                                          -                    -                 23,043           5,448

 3.    Assets out on financing lease and other               -                    -                  -              13,274

 4.    Contingent commitments                                -                    -                 34,952          19,435

 5.    Investments in other companies and
       private securities                                    -                    -              1,163,622         482,642
                                                         ---------            ---------       -------------    -----------
 Total                                                       -                    -              1,308,229         601,819
                                                         ---------            ---------       -------------    -----------
 Total Allowances                                            -                    -                  1,074             865
                                                         ---------            ---------       -------------    -----------
</TABLE>


<PAGE>


           CONSOLIDATED BALANCE SHEETS AS OF MARCH 31, 2002 AND 2001

                          (Art. 33 of Law No. 19,550)

           (Translation of financial statements originally issued in
               Spanish - See Note 20 to the financial statements
                          of BBVA Banco Frances S.A.)
                         -Stated in thousands of pesos-

<TABLE>
ASSETS                                                                                       2002           2001
                                                                                        -------------  ---------------
<S>                                                                                        <C>            <C>
CASH AND DUE FROM BANKS
   Cash                                                                                      212,075        297,591
   Due from banks and correspondents                                                         251,914        500,508
                                                                                          ----------     ----------
                                                                                             463,989        798,099
                                                                                          ----------     ----------
GOVERNMENT AND PRIVATE SECURITIES (Note 5)
   Holdings in investment accounts                                                            51,263      1,746,085
   Holdings for trading or financial transactions                                            881,943        457,365
   Unlisted Government Securities                                                            460,567        100,246
   Investments in listed private securities                                                   72,157         96,154
   Less:  Allowances                                                                          34,210         -
                                                                                          ----------     ----------
                                                                                           1,431,720      2,399,850
                                                                                          ----------     ----------
LOANS
   To the non financial governmental sector (Exhibit 1)                                    5,936,944      2,656,951
   To the financial sector (Exhibit 1)                                                        30,038        277,244
   To the non financial private sector and residents abroad (Exhibit 1)                    4,787,740      6,116,766
                                                                                          ----------     ----------
     Overdraft                                                                               295,647        386,044
     Discounted instruments                                                                1,290,172      1,454,090
     Real estate mortgage                                                                    734,701      1,043,474
     Security agreements                                                                      39,537         47,037
     Consumer                                                                                327,862        622,259
     Credit cards                                                                            178,624        350,438
     Other                                                                                 1,814,005      2,143,410
     Interest, adjustments and listed-price differences accrued and pending collection       115,712         89,115
     Less: Unused collections                                                                    940              4
     Less: Interest documented together with main obligation                                   7,580         19,097

   Less: Allowances                                                                        1,385,501        266,031
                                                                                          ----------     ----------
                                                                                           9,369,221      8,784,930
                                                                                          ----------     ----------
OTHER RECEIVABLES FROM FINANCIAL TRANSACTIONS
   Central Bank of the Argentine Republic                                                    316,388      2,991,290
   Amounts receivable for spot and forward sales pending settlement                          116,344        610,852
   Instruments to be received for spot and forward purchases pending settlement              164,407        890,207
   Premiums on options purchased                                                              -               3,183
   Unlisted corporate bonds (Exhibit 1)                                                      190,297        155,573
   Other receivables not covered by debtor classification regulations                      2,023,528        158,895
   Other receivables covered by debtor classification regulations (Exhibit 1)                 16,438         19,242
   Interest and adjustments accrued and pending collection not covered by debtor
   classification regulations                                                                     64             27
   Interest and adjustments accrued and pending collection covered by debtor
   classification regulations (Exhibit 1)                                                      1,283          3,976

   Less: Allowances                                                                            7,610          4,378
                                                                                          ----------     ----------
                                                                                           2,821,139      4,828,867
                                                                                          ----------     ----------
ASSETS OUT ON FINANCING LEASE
   Assets out on financing lease (Exhibit 1)                                                  29,115         28,497

   Less:  Allowances                                                                             357             17
                                                                                          ----------     ----------
                                                                                              28,758         28,840
                                                                                          ----------     ----------
INVESTMENTS IN OTHER COMPANIES
   In financial institutions                                                                  13,055         10,406
   Other                                                                                      32,173         27,381
   Less: Allowances                                                                           16,138         -
                                                                                          ----------     ----------
                                                                                              29,090         37,787
                                                                                          ----------     ----------
OTHER RECEIVABLES
   Receivables from sale of goods (Exhibit 1)                                                    155            242
   Other                                                                                     326,500        176,235
   Other accrued interest and adjustments receivable                                               1              1

   Less: Allowances                                                                           31,839          1,500
                                                                                          ----------     ----------
                                                                                             294,817        174,978
                                                                                          ----------     ----------
BANK PREMISES AND EQUIPMENT                                                                  348,162        336,236
                                                                                          ----------     ----------
OTHER ASSETS                                                                                  93,467         82,290
                                                                                          ----------     ----------
INTANGIBLE ASSETS
   Goodwill                                                                                   35,591         78,096
   Organization and development expenses                                                     169,582        180,106
                                                                                          ----------     ----------
                                                                                             205,173        258,202
                                                                                          ----------     ----------
SUSPENSE ITEMS                                                                                19,543          1,127
                                                                                          ----------     ----------
OTHER SUBSIDIARIES'ASSETS (Note 5)                                                             4,690         30,594
                                                                                          ----------     ----------
     TOTAL ASSETS                                                                         15,109,769     17,761,440
                                                                                          ==========     ==========
</TABLE>


<PAGE>


                                                                       (Contd.)

           CONSOLIDATED BALANCE SHEETS AS OF MARCH 31, 2002 AND 2001

                          (Art. 33 of Law No. 19,550)

           (Translation of financial statements originally issued in
               Spanish - See Note 20 to the financial statements
                          of BBVA Banco Frances S.A.)

                         -Stated in thousands of pesos-

<TABLE>
LIABILITIES                                                                            2002            2001
                                                                                    -----------     -----------

<S>                                                                                  <C>             <C>
DEPOSITS
     From the non financial government sector                                            54,642           4,015
     From the financial sector                                                          254,000           7,133
     From the non financial private sector and residents abroad                       9,520,907      10,725,778
                                                                                     ----------      ----------

       Checking accounts                                                              1,546,732         733,731
       Savings deposits                                                               1,502,355       2,311,512
       Certificates of deposit                                                        6,022,513       7,510,695
       Other                                                                            245,314         104,532
       Interest, adjustments and listed-price differences accrued payable               203,993          65,308
                                                                                     ----------      ----------
                                                                                      9,829,549      10,736,926
                                                                                     ----------      ----------
OTHER LIABILITIES FROM FINANCIAL TRANSACTIONS
     Central Bank of the Argentine Republic                                             300,697          21,241
                                                                                     ----------      ----------
         Other                                                                          300,697          21,241

     Banks and International Organizations                                              702,173         409,976
     Non-subordinated corporate bonds                                                   600,000         629,329
     Amounts payable for spot and forward purchases pending settlement                  130,096         758,719
     Instruments to be delivered for spot and forward sales pending settlement          146,146       2,107,474
     Premiums on options sold                                                                 -           3,183
     Financing received from Argentine financial institutions                            79,309         100,664
     Other                                                                              174,124         135,579
     Interest, adjustments and listed-price differences accrued payable                  23,801          22,702
                                                                                     ----------      ----------
                                                                                      2,156,346       4,188,867
                                                                                     ----------      ----------
OTHER LIABILITIES
     Fees payable                                                                         1,880             721
     Other                                                                              181,176         302,571
     Adjustments and interest accrued pending payment                                       116             209
                                                                                     ----------      ----------
                                                                                        183,172         303,501
                                                                                     ----------      ----------
ALLOWANCES                                                                               83,575          35,698
                                                                                     ----------      ----------
SUBORDINATED CORPORATE BONDS                                                            482,527         234,426
                                                                                     ----------      ----------
SUSPENSE ITEMS                                                                           71,933           1,359
                                                                                     ----------      ----------
OTHER SUBSIDIARIES' LIABILITIES (Note 5)                                                556,218         650,833
                                                                                     ----------      ----------
   TOTAL LIABILITIES                                                                 13,363,320      16,151,610
                                                                                     ----------      ----------
MINORITY INTEREST IN SUBSIDIARIES (Note 3)                                              224,755         177,226
                                                                                     ----------      ----------
STOCKHOLDERS' EQUITY                                                                  1,521,694       1,432,604
                                                                                     ----------      ----------
   TOTAL LIABILITIES, STOCKHOLDERS' EQUITY AND MINORITY INTEREST                     15,109,769      17,761,440
                                                                                     ==========      ==========
</TABLE>


<PAGE>


                              MEMORANDUM ACCOUNTS


<TABLE>
                                                                                         2002             2001
                                                                                   --------------    ---------------
DEBIT ACCOUNTS

<S>                                                                                     <C>               <C>
Contingent
- -        Guaranties received                                                            7,396,778         5,620,396
- -        Contra contingent debit accounts                                               2,501,319         1,460,280
                                                                                       ----------        ----------
                                                                                        9,898,097         7,080,876
                                                                                       ----------        ----------
Control
- -        Receivables classified as irrecoverable                                          594,742           699,777
- -        Other                                                                         37,697,385        18,296,915
- -        Contra control debit accounts                                                     74,403           102,456
                                                                                       ----------        ----------
                                                                                       38,366,530        19,099,148
                                                                                       ----------        ----------
For derivatives
- -        Notional value of call options purchased                                         -                  58,831
- -        Contra debit accounts for derivatives                                            -                  58,831
                                                                                       ----------        ----------
                                                                                          -                 117,662
                                                                                       ----------        ----------
For trustee activities
- -        Funds received in trust                                                           67,474            76,451
                                                                                       ----------        ----------
                                                                                           67,474            76,451
                                                                                       ----------        ----------
               TOTAL                                                                   48,332,101        26,373,937
                                                                                       ==========        ==========
CREDIT ACCOUNTS

Contingent
- -        Credit lines granted (unused portion) covered by debtor classification
         regulations (Exhibit 1)                                                          199,351           313,302
- -        Guaranties provided to the BCRA                                                  520,443            19,604
- -        Other guaranties given covered by debtor classification regulations
         (Exhibit 1)                                                                    1,328,149           927,583
- -        Other guaranties given not covered by debtor classification regulations            2,725             5,128
- -        Other covered by debtor classification regulations (Exhibit 1)                   450,651           194,663
- -        Contra contingent credit accounts                                              7,396,778         5,620,396
                                                                                       ----------        ----------
                                                                                        9,898,097         7,080,676
                                                                                       ----------        ----------
Control
- -        Items to be credited                                                              74,283           102,456
- -        Other                                                                                120           -
- -        Contra control credit accounts                                                38,292,127        18,996,692
                                                                                       ----------        ----------
                                                                                       38,366,530        19,099,148
                                                                                       ----------        ----------
For derivatives
- -        Notional value of call options sold                                              -                  58,831
- -        Contra credit accounts for derivatives                                           -                  58,831
                                                                                       ----------        ----------
                                                                                          -                 117,662
                                                                                       ----------        ----------
For trustee activities
- -        Contra credit accounts for trustee activities                                     67,474            76,451
                                                                                       ----------        ----------
                                                                                           67,474            76,451
                                                                                       ----------        ----------
               TOTAL                                                                   48,332,101        26,373,937
                                                                                       ==========        ==========
</TABLE>

           The accompanying notes 1 through to 5 to the consolidated
        financial statements with subsidiaries and the Exhibit 1 are an
        integral part of these statements, which in turn are part of the
         individual Financial Statements of BBVA Banco Frances S.A. and
                    are to be read in conjunction therewith.


<PAGE>


                       CONSOLIDATED STATEMENTS OF INCOME
           FOR THE THREE MONTH PERIODS ENDED MARCH 31, 2002 AND 2001

                          (Art. 33 of Law No. 19,550)

           (Translation of financial statements originally issued in
               Spanish - See Note 20 to the financial statements
                          of BBVA Banco Frances S.A.)

                        - Stated in thousands of pesos -

<TABLE>
                                                                                  2002               2001
                                                                              -------------     --------------
<S>                                                                             <C>                    <C>
FINANCIAL INCOME

Interest on cash and due from banks                                                 2,008               9,093
Interest on loans to the financial sector                                           1,271               7,203
Interest on overdraft                                                              30,204              22,669
Interest on discounted instruments                                                 29,484              36,841
Interest on real estate mortgage                                                   25,517              31,170
Interest on security agreement loans                                                1,076               1,579
Interest on credit card loans                                                      13,417              17,117
Interest on other loans                                                            76,237             179,505
Interest from other receivables from financial transactions                        22,067              19,795
Income from guaranteed loans - Decree 1387/01                                     218,915               -
Net income from government and private securities                                  56,095             113,605
Indexation by CER                                                                  97,819               -
Other                                                                           1,117,345              16,867
                                                                                ---------             -------
                                                                                1,691,455             455,444
                                                                                ---------             -------
FINANCIAL EXPENSE

Interest on checking accounts                                                      12,864                 836
Interest on savings deposits                                                        1,998               7,684
Interest on certificates of deposit                                                55,578             136,719
Interest on financing to the financial sector                                         705                 269
Interest from other liabilities from financial transactions                        18,811              22,148
Other interest                                                                      9,517               8,072
Net loss on government and private securities                                     338,882               -
Net expense on options                                                              -                      19
Indexation by CER                                                                 196,717               -
Other                                                                             596,962              22,413
                                                                                ---------             -------
                                                                                1,232,034             198,160
                                                                                ---------             -------
    GROSS INTERMEDIATION MARGIN                                                   459,421             257,284
                                                                                ---------             -------
PROVISION FOR LOAN LOSSES                                                         162,874              41,024
                                                                                ---------             -------
SERVICE CHARGE INCOME

Related to lending transactions                                                    23,662              25,302
Related to borrowing transactions                                                  36,077              38,626
Other commissions                                                                  49,516              98,739
Other                                                                              13,854              20,630
                                                                                ---------             -------
                                                                                  123,109             183,297
                                                                                ---------             -------
SERVICE CHARGE EXPENSE

Commissions                                                                         7,560              11,159
Other                                                                               6,859               7,935
                                                                                ---------             -------
                                                                                   14,419              19,094
                                                                                ---------             -------
MONETARY LOSS ON FINANCIAL INTERMEDIATION                                        (310,134)              -
                                                                                ---------             -------
</TABLE>


<PAGE>


                                                                       (Contd.)


                       CONSOLIDATED STATEMENTS OF INCOME
           FOR THE THREE MONTH PERIODS ENDED MARCH 31, 2002 AND 2001

                          (Art. 33 of Law No. 19,550)

           (Translation of financial statements originally issued in
               Spanish - See Note 20 to the financial statements
                          of BBVA Banco Frances S.A.)

                        - Stated in thousands of pesos -


<TABLE>
                                                                                  2002               2001
                                                                               ------------      -------------

<S>                                                                                 <C>               <C>
OPERATING EXPENSES
    Payroll expenses                                                                97,337            119,851
    Fees to Bank Directors and Statutory Auditors                                       67                215
    Other professional fees                                                          3,798              4,363
    Advertising and publicity                                                        3,111              6,959
    Taxes                                                                            9,944              9,899
    Other operating expenses                                                        50,328             54,991
    Other                                                                           13,240             16,575
                                                                                   -------            -------
                                                                                   177,825            212,853
                                                                                   -------            -------
    MONETARY LOSS ON OPERATING EXPENSES                                            (12,892)             -
                                                                                   -------            -------
    NET (LOSS) INCOME FROM FINANCIAL TRANSACTIONS                                  (95,614)           167,610
                                                                                   -------            -------
NET LOSS ON MINORITY INTEREST IN SUBSIDIARIES                                      (21,991)            (5,984)
                                                                                   -------            -------
OTHER INCOME
    Income from long-term investments                                                   37              2,980
    Punitive interests                                                               1,151              1,355
    Loans recovered and reversals of allowances                                     13,193             11,468
    Other                                                                           20,211             22,807
                                                                                   -------            -------
                                                                                    34,592             38,610
                                                                                   -------            -------
OTHER EXPENSE
    Losses from long-term investments                                                2,126                 13
    Punitive interests and charges paid to Central Bank of the Argentine
    Republic                                                                            33                  4
    Charge for uncollectibility of other receivables and other allowances           33,330              8,386
    Other                                                                           83,822             79,134
                                                                                   -------            -------
                                                                                   119,311             87,537
                                                                                   -------            -------
    MONETARY GAIN ON OTHER OPERATIONS                                              190,661              -
                                                                                   -------            -------
    NET (LOSS) INCOME BEFORE INCOME TAX AND TAX ON MINIMUM PRESUMED INCOME         (11,663)           112,699
                                                                                   -------            -------
INCOME TAX AND TAX ON MINIMUM PRESUMED INCOME                                       14,029             35,228
                                                                                   -------            -------
    NET (LOSS) INCOME FOR THE PERIOD                                               (25,692)            77,471
                                                                                   =======            =======
</TABLE>


  The accompanying notes 1 through 5 to the consolidated financial statements
 with subsidiaries and the Exhibit 1 are an integral part of these statements,
  which in turn are part of the individual Financial Statements of BBVA Banco
           Frances S.A. and are to be read in conjunction therewith.


<PAGE>


                     CONSOLIDATED STATEMENTS OF CASH FLOWS
           FOR THE THREE MONTH PERIODS ENDED MARCH 31, 2002 AND 2001
                          (ART. 33 OF LAW No. 19,550)

           (Translation of financial statements originally issued in
               Spanish - See Note 20 to the financial statements
                          of BBVA Banco Frances S.A.)

                         -Stated in thousands of pesos-


<TABLE>
                                                                                           2002              2001
                                                                                        -----------       -----------
<S>                                                                                       <C>                <C>
CHANGES IN CASH FLOWS

     Cash and due from banks at beginning of fiscal year restated                         1,160,117          714,926
     Increase/(decrease) in funds                                                          (696,128)          83,173
                                                                                          ---------          -------
     Cash and due from banks at end of the period                                           463,989          798,099
                                                                                          ---------          -------
REASONS FOR CHANGES IN CASH FLOWS

     Financial income collected                                                             327,452          349,180
     Service charge income collected                                                        129,976          180,289

Less:
     Financial expense paid                                                                 295,918          184,978
     Services charge expense paid                                                            14,419           19,260
     Operating expenses paid                                                                153,234          187,312
                                                                                          ---------          -------
FUNDS PROVIDED/(USED IN) BY RECURRING OPERATIONS                                             (6,143)         137,919
                                                                                          ---------          -------
OTHER SOURCES OF FUNDS

     Net increase in other liabilities from financial transactions                          -                 12,513
     Net increase in other liabilities                                                      -                  6,611
     Net decrease in government and private securities                                       35,775            -
     Net decrease in loans                                                                1,535,151           13,373
     Net decrease in other receivables from financial transactions                          -                301,805
     Net decrease in other assets                                                           207,260            -
     Other sources of funds                                                                 134,785           35,054
                                                                                          ---------          -------
    TOTAL OF SOURCES OF FUNDS                                                             1,912,971          369,356
                                                                                          ---------          -------
USE OF FUNDS

     Net increase in government and private securities                                      -                299,665
     Net increase in other receivables from financial transactions                          172,332            -
     Net increase in other assets                                                           -                 30,111
     Net decrease in deposits                                                             1,218,398           18,829
     Net decrease in other liabilities from financial transactions                          871,907            -
     Net decrease in other liabilities                                                       20,156            -
     Other uses of funds                                                                     50,688           75,497
                                                                                          ---------          -------
    TOTAL FUNDS USED                                                                      2,333,481          424,102
                                                                                          ---------          -------
MONETARY LOSS GENERATED ON CASH AND CASH EQUIVALENTS                                        269,475            -
                                                                                          ---------          -------
INCREASE/(DECREASE) IN FUNDS                                                               (696,128)          83,173
                                                                                          =========          =======
</TABLE>

The accompanying notes 1 through to 5 to the consolidated financial statements
 with subsidiaries and the Exhibit 1 are an integral part of these statements,
  which in turn are part of the individual Financial Statements of BBVA Banco
           Frances S.A. and are to be read in conjunction therewith.


<PAGE>


                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
                WITH SUBSIDIARIES AS OF MARCH 31, 2002 AND 2001
                          (ART. 33 OF LAW No. 19,550)

           (Translation of financial statements originally issued in
               Spanish - See Note 20 to the financial statements
                          of BBVA Banco Frances S.A.)

                         -Stated in thousands of pesos-


1.   SIGNIFICANT ACCOUNTING POLICIES AND SUBSIDIARIES

     General rule

     In accordance with the procedures set forth in BCRA's regulations and
     Technical Resolution N(degree) 4 of the Argentine Federation of
     Professional Councils in Economic Sciences, BBVA Banco Frances S.A. (BF)
     has consolidated - line by line - its balance sheets as of March 31, 2002
     and 2001, and the statements of income and cash flows for the three-month
     periods ended, as per the following detail:

     -    As of March 31, 2002:

          a)   With the financial statements of Banco Frances (Cayman) Ltd. and
               its subsidiary, BBVA Uruguay S.A. and its subsidiary,
               Credilogros Cia. Financiera S.A. and its subsidiary, Frances
               Valores Sociedad de Bolsa S.A. and Atuel Fideicomisos S.A., for
               the three-month periods ended March 31, 2002.

          b)   With the financial statements of Consolidar Administradora de
               Fondos de Jubilaciones y Pensiones S.A., Consolidar Cia. de
               Seguros de Vida S.A. and its subsidiary and Consolidar Cia. de
               Seguros de Retiro S.A. and its subsidiary, for the nine-month
               periods ended March 31, 2002.

     The income of Consolidar Administradora de Fondos de Jubilaciones y
     Pensiones S.A., Consolidar Cia. de Seguros de Vida S.A. and its subsidiary
     and Consolidar Cia. de Seguros de Retiro S.A. and its subsidiary, have
     been adjusted to make the three-month period of the companies being
     consolidated consistent.

     -    As of March 31, 2001:

          a)   With the financial statements of Banco Frances (Cayman) Ltd. and
               its subsidiary, BBVA Uruguay S.A. and its subsidiary,
               Credilogros Cia. Financiera S.A., Frances Valores Sociedad de
               Bolsa S.A. and Atuel Fideicomisos S.A., for the three-month
               periods ended March 31, 2001.

          b)   With the financial statements of Consolidar Administradora de
               Fondos de Jubilaciones y Pensiones S.A., Consolidar Cia. de
               Seguros de Vida S.A. and its subsidiary and Consolidar Cia. de
               Seguros de Retiro S.A. and its subsidiary, for the nine-month
               periods ended March 31, 2001.

     The income of Consolidar Administradora de Fondos de Jubilaciones y
     Pensiones S.A., Consolidar Cia. de Seguros de Vida S.A. and its subsidiary
     and Consolidar Cia. de Seguros de Retiro S.A. and its subsidiary, have
     been adjusted to make the three-month period of the companies being
     consolidated consistent.


<PAGE>


    Interests in subsidiaries as of March 31, 2002 an 2001 are listed below:

<TABLE>
                                             Shares                       Interest percentage in
                                  ------------------------------ -----------------------------------------
                                    Type           Number            Total Capital        Possible Votes
                                  -------- --------------------- ---------------------- ------------------
                                                 March 31,                       March 31,
                                           --------------------- -----------------------------------------
            Companies                         2002       2001       2002        2001      2002      2001
- ----------------------------------         ---------- ---------- ---------- ---------- --------- ---------

<S>                                        <C>        <C>          <C>        <C>       <C>       <C>
Banco Frances (Cayman) Ltd.        Common  82,283,621 82,283,621   100.0000   100.0000  100.0000  100.0000
BBVA Uruguay S.A. (1)              Common      79,130     79,130    60.8787    60.8787   60.8787   60.8787
Frances Valores Soc. de Bolsa
S.A.                               Common       3,199      3,199    99.9700    99.9700   99.9700   99.9700
Atuel Fideicomisos S.A.            Common      99,999     99,999    99.9999    99.9999   99.9999   99.9999
Consolidar A.F.J.P. S.A.           Common   1,899,600  1,899,600    53.8892    53.8892   53.8892   53.8892
Consolidar Cia. de Seguros de
Vida S.A.                          Common     197,875    197,875    65.9582    65.9582   65.9582   65.9582
Consolidar Cia. de Seguros de
Retiro S.A.                        Common     200,000    200,000    66.6667    66.6667   66.6667   66.6667
Credilogros Cia. Financiera S.A.   Common  39,700,000 39,700,000    69.5271    69.5271   69.5271   69.5271
</TABLE>

(1)  On May 13, 2002, these investment was sold to BBVA (see note 2.2. to
     individual financial statements).

     Assets, liabilities, stockholders' equity and subsidiaries' net income
     balances as of March 31, 2002 and 2001 accordingly with BCRA regulations,
     are listed below:

<TABLE>
                                                                                  Stockholders'           Net
                                            Assets            Liabilities            Equity        income/gain-(loss)
                                     -------------------------------------------------------------------------------
                                           March 31,            March 31,            March 31,          March 31,
                                     -------------------------------------------------------------------------------
              Companies                 2002      2001       2002       2001      2002     2001      2002     2001
 ----------------------------------- --------- ---------- ---------- ---------- -------- -------- --------- --------

<S>                                  <C>        <C>        <C>          <C>      <C>      <C>      <C>        <C>
 Banco Frances (Cayman) Ltd. and
 subsidiary                         3,089,177   1,190,150  2,285,981    951,625  803,196  238,525  (715,167)  21,996
 BBVA Uruguay S.A. and subsidiary   2,484,441   1,224,415  2,214,421  1,093,665  270,020  130,750     1,963     (820)
 Frances Valores Soc. de Bolsa S.A.     1,532       1,457        345        195    1,187    1,262      (310)    (157)
 Atuel Fideicomisos S.A.                1,289       3,023      1,056      2,515      233      508        58      397
 Consolidar A.F.J.P. S.A.             239,335     290,718    102,680     95,067  136,655  195,651   (18,841)  15,488
 Consolidar Cia. de Seguros de Vida
 S.A. and subsidiary                  215,543     231,285    176,143    210,043   39,400   21,242    (2,823)  (4,285)
 Consolidar Cia. de Seguros de
 Retiro S.A. and subsidiary           440,849     453,550    399,450    430,864   41,399   22,686    (5,991)  (1,017)
 Credilogros Cia. Financiera S.A.
 and subsidiary                       158,347     183,649     93,258     95,182   65,089   88,467   (23,610)   1,384
</TABLE>


2.   VALUATION METHODS

     The financial statements of the subsidiaries have been prepared based on
     similar methods to those applied by BF for preparing its own financial
     statements, in connection with assets and liabilities valuation, income
     measurement and restatement procedure as explained in note 3 to the
     financial statements of BF, except for the financial statements of Banco
     Frances (Cayman) Limited and its subsidiary. These financial statements
     does not require restatement, since they are prepared in US Dollars.

     The financial statements of Banco Frances (Cayman) Ltd. and its subsidiary
     and BBVA Uruguay S.A. and its subsidiary, originally stated in US dollars
     and Uruguayan pesos, respectively, were converted into Argentine pesos
     based on the method described in Note 3.3.m) to the financial statements
     of BF.


<PAGE>


3.   MINORITY INTEREST IN SUBSIDIARIES

     The breakdown of balances in the "Minority interest in subsidiaries"
     account is as follows:

<TABLE>
                                                                                      2002      2001
                                                                                    --------   -------

<S>                                                                                   <C>       <C>
           Consolidar Administradora de Fondos de Jubilaciones y Pensiones S.A.       62,992    87,043
           Consolidar Cia. de Seguros de Vida S.A.                                    14,168     6,913
           Consolidar Cia. de Seguros de Retiro S.A.                                  14,096     6,819
           Credilogros Compania Financiera S.A.                                       27,864    25,299
           BBVA Uruguay S.A.                                                         105,635    51,152
                                                                                     -------   -------
                                                                                     224,755   177,226
                                                                                     =======   =======
</TABLE>


4.   RESTRICTIONS ON ASSETS

     a)   Frances Valores Sociedad de Bolsa S.A. (stockbroking company) holds
          two shares of Mercado de Valores de Buenos Aires S.A., booked in the
          amount of 945. These shares have been pledged in favor of "HSBC - La
          Buenos Aires Cia. Argentina de Seguros S.A." in security of the
          contract this insurance company executed with Mercado de Valores de
          Buenos Aires S.A. to cover the latter's guaranteeing any
          noncompliance of stockbroking companies with their obligations.

     b)   In compliance with a Central Bank of Uruguay (BCU) resolution, BBVA
          Uruguay S.A. holds certificates of deposits for a total of 4,771
          provided as security for foreign trade transactions pursuant to the
          Latin-American Integration Association Agreement (ALADI), which are
          subject to an arbitration proceeding between BCU and BCRA.

     c)   See Note 7 to the financial statements of BF.


5.   BREAKDOWN OF MAIN ITEMS

     Detailed below are the balances of those accounts that show significant
     variations in relation to the figures that arise from the financial
     statements of BF:


<PAGE>


<TABLE>
                                                                                         2001              2001
                                                                                      ---------         ---------
<S>                                                                                      <C>              <C>
      GOVERNMENT SECURITIES

      Holdings in investment accounts
      Argentine Republic Variable Coupon Bonds (BRVX1)                                  -                  92,855
      Medium - Term Treasury Bonds - fixed rate (BONTEF 2005)                           -                  55,431
      Medium - Term Treasury Bonds - fixed rate (BONTEF 2006)                           -                 500,189
      Global External Bonds of the Argentine Republic (ARG 2005)                        -                  42,254
      Global External Bonds of the Argentine Republic (ARG 2019)                        -                  51,485
      Global External Bonds of the Argentine Republic (ARG 2027)                        -                  85,048
      Medium - Term Treasury Bonds (BONTE 2002)                                           8,869           -
      Medium - Term Treasury Bonds (BONTE 2003)                                         -                  75,072
      Medium - Term Treasury Bonds - fixed rate (BONTEF 2003)                           -                 122,809
      Medium - Term Treasury Bonds (BONTE 2004)                                         -                 199,708
      Floating Rate Bonds (FRB)                                                         -                 171,190
      Collectable coupons (FRB)                                                         -                  65,520
      Treasury bills                                                                     22,199           159,018
      Other                                                                              20,195           125,506
                                                                                      ---------         ---------
               Total                                                                     51,263         1,746,085
                                                                                      =========        ==========
      Holdings for trading or financial transactions
      Argentine Republic Variable Coupon Bonds (BRVX1)                                  -                  32,624
      Medium - Term Treasury Bonds (BONTE 2004)                                         -                  12,525
      Global External Bonds of the Argentine Republic (ARG 2005)                        -                  11,093
      Global External Bonds of the Argentine Republic (ARG 2008)                          2,162           -
      Floating Rate Bonds (FRB)                                                         -                  20,254
      Treasury bills                                                                        883           318,680
      Argentine Republic External Bills (VEY4D)                                         616,535           -
      USA Treasury Bills                                                                 23,889           -
      USA Treasury Notes                                                                225,489           -
      Other                                                                              12,985            62,189
                                                                                      ---------         ---------
               Total                                                                    881,943           457,365
                                                                                      =========         =========
      Unlisted government securities
      Argentine Federal Government 9% Bonds (due in 2002)                               313,972           -
      Tucuman Provincial Treasury Bonds                                                  65,853            74,144
      Tax credit certificates due in 2003/2004                                           69,236           -
      Brazilian Central Bank Note (NBC-E)                                               -                  19,068
      Other                                                                              11,506             7,034
                                                                                      ---------         ---------
               Total                                                                    460,567           100,246
                                                                                      =========          ========
      PRIVATE SECURITIES

      Investments in listed private securities
      Cointel S.A. Corporate Bonds                                                        4,604             2,828
      Transener S.A. Corporate Bonds                                                      6,513           -
      Acindar S.A.                                                                        4,289             4,041
      Pecom S.A. Corporate Bonds                                                          3,612           -
      Origenes Vivienda S.A. Corporate Bonds                                                  -             2,388
      Cointel S.A.                                                                            -             3,506
      Perez Companc S.A.                                                                      -             2,714
      Indupa S.A.                                                                         2,427           -
      Siderca S.A.                                                                        2,077           -
      Transener S.A.                                                                          -             5,969
      Telecom S.A.                                                                          353             3,499
      Banco Roberts Trust                                                                 2,795           -
      Other                                                                              45,487            71,209
                                                                                      ---------         ---------
               Total                                                                     72,157            96,154
                                                                                      ---------         ---------
      Allowances                                                                        (34,210)          -
                                                                                      ---------         ---------
               Total                                                                  1,431,720         2,399,850
                                                                                      =========         =========
</TABLE>


<PAGE>


<TABLE>
                                                                                         2001              2001
                                                                                      ---------         ---------
<S>                                                                                      <C>              <C>

      OTHER ASSETS

      Premium receivables from insurance companies                                        3,193            -
      Insurance companies, supplementary capital                                         -                 19,033
      Others related to insurance business                                                1,497            11,561
                                                                                        -------           -------
               Total                                                                      4,690            30,594
                                                                                        =======           =======

      OTHER LIABILITIES

      Insurance companies, claims in adjustment process                                 248,183           355,157
      Insurance companies, mathematical reserve                                         307,536           390,573
      Insurance companies, reinsurer reserve                                           (222,697)         (281,260)
      Other related to insurance business                                               223,196           186,363
                                                                                        -------           -------
               Total                                                                    556,218           650,833
                                                                                        =======           =======
</TABLE>


<PAGE>


                                                                      Exhibit 1

        STATEMENT OF DEBTORS' STATUS CONSOLIDATED WITH SUBSIDIARIES AND
                     OTHER ENTITIES IN ARGENTINA AND ABROAD
                         AS OF MARCH 31, 2002 AND 2001

           (Translation of financial statements originally issued in
                Spanish - See Note 20 to the financial statement
                          of BBVA Banco Frances S.A.)

                         -Stated in thousands of pesos-


<TABLE>
                                                                                         2002                2001
- ---------------------------------------------------------------------------------- ------------------ -------------------

<S>                                                                                    <C>                 <C>
COMMERCIAL PORTFOLIO

In normal situation
- -        With senior or first - degree security and counter guaranty "A"                6,326,015          2,939,723
- -        With senior or first - degree security and counter guaranty "B"                  122,683            190,036
- -        Without senior security or counter guaranty                                    4,486,635          4,651,214

In potential risk
- -        With senior or first - degree security and counter guaranty "A"                    5,297                870
- -        With senior or first - degree security and counter guaranty "B"                   12,530             20,547
- -        Without senior security or counter guaranty                                       89,815             36,348

Nonperforming
- -        With senior or first - degree security and counter guaranty "A"                   -                  -
- -        With senior or first - degree security and counter guaranty "B"                   38,737              6,806
- -        Without senior security or counter guaranty                                       27,790              3,952

With high risk of uncollectibility
- -        With senior or first - degree security and counter guaranty "A"                    2,207                121
- -        With senior or first - degree security and counter guaranty "B"                   28,354             30,766
- -        Without senior security or counter guaranty                                       74,086             89,562

Uncollectible
- -        With senior or first - degree security and counter guaranty "A"                   -                  -
- -        With senior or first - degree security and counter guaranty "B"                   13,151             17,313
- -        Without senior security or counter guaranty                                       22,585             14,103

Uncollectible, classified as such under regulatory requirements
- -        With senior or first - degree security and counter guaranty "A"                   -                  -
- -        With senior or first - degree security and counter guaranty "B"                   -                  -
- -        Without senior security or counter guaranty                                       -                  -
                                                                                       ----------          ---------
               Total                                                                   11,249,885          8,001,361
                                                                                       ==========          =========
</TABLE>


<PAGE>


                                                                      Exhibit 1
                                                                       (Contd.)

        STATEMENT OF DEBTORS' STATUS CONSOLIDATED WITH SUBSIDIARIES AND
                     OTHER ENTITIES IN ARGENTINA AND ABROAD
                         AS OF MARCH 31, 2002 AND 2001

           (Translation of financial statements originally issued in
                Spanish - See Note 20 to the financial statement
                          of BBVA Banco Frances S.A.)

                         -Stated in thousands of pesos-

<TABLE>
                                                                                         2002                2001
- ---------------------------------------------------------------------------------- ------------------ -------------------

<S>                                                                                    <C>                 <C>
CONSUMER AND HOUSING PORTFOLIO

Normal compliance
- -        With senior or first - degree security and counter guaranty "A"                   20,878             31,742
- -        With senior or first - degree security and counter guaranty "B"                  636,909            892,941
- -        Without senior security or counter guaranty                                      721,340          1,512,904

Inadequate compliance
- -        With senior or first - degree security and counter guaranty "A"                      266                 98
- -        With senior or first - degree security and counter guaranty "B"                   42,546             28,376
- -        Without senior security or counter guaranty                                       71,081             42,298

Deficient compliance
- -        With senior or first - degree security and counter guaranty "A"                      293                 19
- -        With senior or first - degree security and counter guaranty "B"                   26,254              6,550
- -        Without senior security or counter guaranty                                       65,175             28,092

Unlikely to be collected
- -        With senior or first - degree security and counter guaranty "A"                       66                 38
- -        With senior or first - degree security and counter guaranty "B"                   17,322              8,700
- -        Without senior security or counter guaranty                                       58,287             53,776

Uncollectible
- -        With senior or first - degree security and counter guaranty "A"                       31                 30
- -        With senior or first - degree security and counter guaranty "B"                   20,539             29,642
- -        Without senior security or counter guaranty                                       38,499             56,338

Uncollectible, classified as such under regulatory requirements
- -        With senior or first - degree security and counter guaranty "A"                   -                  -
- -        With senior or first - degree security and counter guaranty "B"                       93                136
- -        Without senior security or counter guaranty                                          697                998
                                                                                       ----------         ----------
               Total                                                                    1,720,276          2,692,678
                                                                                       ----------         ----------
               General Total (1)                                                       12,970,161         10,694,039
                                                                                       ==========         ==========
</TABLE>

(1)  Items included: Loans (before allowances); Other receivables from
     financial transactions: Unlisted corporate bonds, Other receivables
     covered by debtor classification regulations, Interest accrued and pending
     collection covered by debtor classification regulations; Assets out on
     financing lease (before allowances); Other receivables: Receivables from
     sale of goods; Contingent credit-balance memorandum accounts: Credit lines
     granted (unused portion) covered by debtor classification regulations,
     Other guaranties given covered by debtor classification regulations and
     Other covered by debtor classification regulations.


</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
-----END PRIVACY-ENHANCED MESSAGE-----
