BBVA Compass Announces Tender Offer Results

                 BBVA Compass Announces Tender Offer Results

PR Newswire

BIRMINGHAM, Ala., May 1, 2013

BIRMINGHAM, Ala., May 1, 2013 /PRNewswire/ --BBVA Compass announced today the
results of its previously announced  tender offer to purchase for cash (the
"Tender Offer") up to $140 million in aggregate principal amount of its 5.90%
Subordinated Notes due 2026 (the "2026 Notes") and its 5.50% Subordinated
Notes due 2020 (the "2020 Notes" and, together with the 2026 Notes, the
"Securities"). As of 5:00 p.m., New York City time, on April 30, 2013, it had
received Securities, validly tendered and not validly withdrawn, in the
amounts set out in the table below:

                                               Total       Percentage
                       Principal               Principal   of Principal
Title of     CUSIP     Amount       Acceptance Amount      Amount
Security     Number    Outstanding  Priority   Tendered    Tendered
Notes due
2026         20449EEE2 $125,000,000 1          $53,914,000 43.13%
Notes due
2020         20449EBT2 $300,000,000 2          $72,236,000 24.08%

The settlement date for the Tender Offer is May 1, 2013. In addition to any
consideration received, Holders who tendered the Securities will be paid any
accrued and unpaid interest up to but not including that date.

Citigroup acted as sole Dealer Manager for the Tender Offer. The Depositary
and the Information Agent was Global Bondholder Services Corporation.

This news release shall not constitute an offer to sell, a solicitation to buy
or an offer to purchase or sell any securities. The Tender Offer was made only
pursuant to the Offer to Purchase and only in such jurisdictions as is
permitted under applicable law.

About BBVA Group

BBVA Compass is a subsidiary of BBVA Compass Bancshares Inc., a wholly owned
subsidiary of BBVA (NYSE: BBVA) (MAD: BBVA). BBVA is a customer-centric global
financial services group founded in 1857. The Group has a solid position in
Spain, is the largest financial institution in Mexico, and has leading
franchises in South America and the Sunbelt region of the United States. Its
diversified business is geared toward high-growth markets and relies on
technology as a key sustainable competitive advantage. Corporate
responsibility is at the core of its business model. BBVA fosters financial
education and inclusion, and supports scientific research and culture. It
operates with the highest integrity, a long-term vision and applies best
practices. More information about the BBVA Group can be found at

About BBVA Compass

BBVA Compass is a Sunbelt-based financial institution that operates 708
branches, including 367 in Texas, 93 in Alabama, 79 in Arizona, 65 in
California, 45 in Florida, 38 in Colorado and 21 in New Mexico. BBVA Compass
ranks among the top 20 largest U.S. commercial banks based on deposit market
share and ranks among the largest banks in Alabama (2nd), Texas (4th) and
Arizona (5th). BBVA Compass has been recognized as one of the leading Small
Business Administration lenders and ranked third in American Banker's 2012
reputation study of the leading 30 banks in the U.S. Additional information
about BBVA Compass can be found at

Editor's Note:
BBVA Compass is a trade name of Compass Bank.

Forward-Looking Statements

Certain statements in this release, including statements regarding our
business, financial condition, results of operation, cash flows, strategies
and prospects, constitute "forward-looking statements" within the meaning of
the Private Securities Litigation Reform Act of 1995. Such forward-looking
statements involve known and unknown risks, uncertainties and other factors
that may cause the actual results, performance or achievements of BBVA Compass
to be materially different from any future results, performance or
achievements expressed or implied by the forward-looking statements. A variety
of factors may affect the operations, performance, business strategy, and
results of BBVA Compass including, but not limited to: (1) financial market
volatility, including the level of interest rates and effects of such interest
rates on derivative contracts; (2) the strength of the U.S. economy in general
and the strength of the local economies in which BBVA Compass operates may be
different than expected resulting in deteriorating credit quality, a reduced
demand for credit or a weakened ability to generate deposits; (3) disruptions
in the liquidity and other functioning of financial markets, including
disruptions in the markets for real estate and other assets commonly securing
financial products; (4) access to adequate funding sources to support BBVA
Compass' balance sheet and to continue funding loan growth; (5) the impact of
changes in laws and regulations governing the financial services industry; (6)
the failure of assumptions underlying the establishment of reserves for loan
losses; (7) capital market conditions, including the impact on asset
valuations; (8) the effects of, and changes in, trade, monetary and fiscal
policies and laws, including interest rate policies of the Federal Reserve;
(9) technological changes; (10) unfavorable judicial or regulatory proceedings
or rulings; (11) the impact of changes in accounting principles and practices;
(12) actions and initiatives by current and potential competitors; (13) the
ability to retain key personnel; (14) changes in BBVA Compass' markets
resulting from consolidations of clients and competitors; (15) new legal
obligations or pending litigation; (16) capital requirements imposed by
federal bank regulators; (17) effects of natural disasters, terrorist
activities and similar events; and (18) significant delay in or inability to
execute strategic initiatives designed to grow revenues and/or control
expenses. If BBVA Compass' assumptions and estimates are incorrect, or if BBVA
Compass becomes subject to significant limitations as the result of litigation
or regulatory action, then BBVA Compass' actual results could vary materially
from the forward-looking statements made in this release. BBVA Compass assumes
no obligation to update any forward-looking statement except as required by


Contact: Ed Bilek, U.S. Shareholder Relations, Tel. 205-297-3331,
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