Group Profile & Financial Results First nine months 2011

Branches
Banco Popular Spain Banco Pastor Spain Portugal & USA

1,969 588 251 2,808 123

2

BPE+PASTOR Targobank

Summary remarks January-September 2011

Net Profit of 404m (9M2010: 521m). Total Ordinary Revenues of 2,251m, 14% down driven by higher funding cost. NPL entries stable/edging up. Bad Debt ratio at 5.85%. 1.30 pp better than the industry. Remarkable provisioning/cleaning up effort: Y-t-d provisions of 1.4 bn (1.54% of RWAs). Customer Deposits 3.4% up y/o/y. Loan book kept at same levels. Gap below 140%. Liquidity at comfortable levels. Full confidence in reaching new Oct 27th EBA capital targets. Launched on October 10th an all-paper bid for Banco Pastor on the back of 52% pre-acceptances. Popular becomes a major Spanish bank Big gap with followers.

Financial Highlights
Change (, million) 9M-11 9M-10 (m) Change

Net interest income Fees and commissions Trading and other income Gross operating income Expenses Pre-provisioning profit Provisions for loans and investments (ordinary & accelerated) Net of Provisions for real estate (ordinary & accelerated), goodwill and extraordinary gains Net profit

1,560 515 176 2,251 -1,004 1,247 -768

1,880 505 232 2,618

-954

-320 10 -56 -367 -50 -417 273

-17.0% 1.9% -24.1% -14.0% 5.2% -25.0% -26.2%

1,664 -1,041

-111 404

60 521

-171 -117

> -22.5%

Non-performing ratio Efficiency ratio Loans to deposits ratio Core Capital (local rules)
Note: restated 2010 following Allianz-Popular Holding

5.85% 41.11% 138% 9.76%

5.17% 33.80% 142% 8.66%

+68 b.p. +7.31 p.p. -4.00 p.p. +110 b.p.

Staff Costs flat. Other costs up driven mainly by IT investments, marketing and VAT taxes.

Costs evolution
(, million)

+5.2%

954
69 305

1,004
79 344

580

581

9M10

9M11

Personnel costs

Other costs

Depreciation & amortisation

Note: restated 2010 following Allianz-Popular Holding

Loans up (+1.4% Y/o/Y) in spite of the still sluggish demand of credit. 65% of new loans have a mortgage collateral.

Loans evolution
(, million)

Loans breakdown by sector (1)

+1.4%

Public Sector 1,4%

97,996

99,346

Retail individuals 25,3%

Micro companies 6,3% Premier and private individuals 2,8% Small enterprises 16,2%

Corporates 28,0%

9M10

9M11

Mid-Sized Corporates 20,1%

(1) Data as of August 2011

We keep gaining new customers and increasing market share, consistently

3Q11 Deposits campaign
+4.5Bn new total deposits: 100% renewals and +20% new money Purely retail: EUR40,000 average deposit Lengthening maturities Lower cost: 55 bps. below last years campaign

4Q11 Payroll campaign

New offers for new customers Focusing on cheap retail funding Improving cross-selling

Market share1: Credits: +2 b.p. YoY Deposits: +23 b.p. YoY 165,366 new Retail Customers2 43,008 new SMEs2 : 15% market share

(1) August 2011. Source: Bank of Spain. Last available information (2) Data as of September 2011

Net NPL entries up Q/o/Q (+211m) due to lower recovery rates in the quarter, however gross entries flat. NPL ratio firmly below the industry (-130 b.p.)
Evolution of net entries of NPLs
(, million)
Recoveries (%)

NPL ratio evolution

54.6

58.2

56.4

50.0

57.2

39.4

836 557 386 644 515 433

5.29% 5.04% 4.81%
D ec-09

7.15%* 6.69%
130 b.p.

539

6.11% 5.82% 5.32% 5.48%

55 b.p.

5.85% 5.44% 5.58%

4.91%
M a r- 10

5.04%
J un- 10

5.17%

5.27%

S e p- 10

D ec - 10

M a r- 11

J un- 11

S e p- 11

Average 09

2Q-10

3Q-10

4Q-10

1Q-11

2Q-11

3Q-11

Banco Popular

Average Spanish industry*

8
(*)

Average banks, saving banks and credit unions. Data as of August 2011

BofS Transparency Exercise: lending to construction and RE purposes. Most of the customers performing in spite of the big slowdown.
Construction and real estate breakdown by type
Other land 1.9% Developed land 14.1% Buildings under construction 9.1% Personal guarantee 8.7% General Corporate purposes with mortgage collateral 15.4% Other guarantees 7.7%

NPLs and Substandard (watch list)

% of total 17,656 18.3% 14.2% 67.5%

3,237 2,497 11,922

9,172

Finished Buildings 43.1%

Construction and RE purposes NPLs Substandard(watch list) Exposure

Still performing!

We managed to raise senior, subordinated, and covered bonds in spite of dysfunctional markets. Comfortable maturities & backed by a 2nd line of liquidity to face the worst possible scenario.
New issues 2011: 2,500m
Others1: 2% (50m) Subordinated debt: 18% (450m)

Long and medium term debt maturities and liquidity pool

(, million)

11,860 11,998m

6,500
3,500

Senior Debt: 20% (500m)

Covered bonds2: 60% (1,500m)

57

2,730
332 232 2,000 150 668 2,018 480

2,561
161 2,400

3,334
1,666 1,668

4,000

207
2011

2012

2013

2014

>2014

Second line of liquidity

GGB Capacity

EMTN

Covered bonds

Securitization

EMTN GGB

(1) (2)

Portugal EIB funding. New issue +150m Covered bonds, October 2011 (*) After haircuts

10

Good capital levels (current regulations!) and full confidence in bridging the gap to the Oct. 27th new EBA definitions without any kind of State capital injection.
Reconciliation reported CT1 and new EBA CT1
June 2011. m

Summary new European capital standards:

Cyclical or temporary deductions. Not expected to be a B-3 deduction

EBA CT1 9% by June 2012 MCN not considered as CT1 in contrast to Spanish regulation
Not deductable under B-3

9.84%

1.30% 0.65% 0.96%

Mark to Market of Sovereign debt and public loans (AFS net and HTM and loans gross). Negative valuations deducted from CT1.
1.30% 7.72%

0.08%

0.27%

RWA under B-2.5 Local IRB models deductions (50% against CT1) vs 50% TIER1/TIER2 under B-2 Insurance and financial stakes (50% against CT1) vs 50% TIER1/TIER2 under B-2 Intangibles: deductable gross against CT1 including software related intangibles vs. Tier 1 under B-2.

0.16%

6.42%

Structural deduction under B-3

Reported CT1

M CNs

Sovereign IRB models port folio adjust ment s

Insurance and financial stakes

Int angibles

B-2.5 and ot her

EBA CT1

M CN conversion

EBA CT1+M CN conversion

RWA 90,639m

91,710m

11

Banco Popular has identified several measures to achieve the required buffer by June 2012.

Capital measures to comply with the Oct.27th EBA new capital requirements.

>9.00% 0.46% 7.72% 0.10% 7.82% >0.72%

EBA CT1 June-11 Post MCN Conversion

Organic Capital generated 3Q11

EBA CT1 Sep-11 post MCN

Organic Capital 4Q11&1H12

IRB Model optimization, RWA improvements and others

EBA CT1 June-12E

12

Ratings

Long Term

Short Term

Individual Financial Strength

Baa1 C/bbb+ bbb

Last Review

Moody's Fitch S&P

A2 BBB+ A-

P1 F2 A2

October 2011 October 2011 October 2011

13

13

Our Product and Services

EUR Account and payments services EUR Account and local banking services for individuals and companies Cash Collection Service Cash Letter service Cash Management Services Clean Collection Service Documentary Collection Service

L/C bank to bank reimbursements Letters of credit and guarantees Lock box service Securities trading and custody services Swift-to-Cheque Treasury products and capital markets Web-site in English

Export Credit (Medium & Long Term Financing) International Direct Debits

14

14

Integration of Banco Pastor - Key messages

Financially attractive to our shareholders

EPS(1) accretive from day 1; ROI >15% by year 3 Premium paid is 2.5x covered by the NPV of the synergies Consolidates Banco Popular as a leading player in the Spanish market: there will be 5 major banks

Strategically relevant

Brings a profitable underlying business with a low execution risk given its similar business mix Banco Popular will put aside 1.6bn (pre-tax) of allowances anticipating future provisioning needs (7x Banco Pastors current rate)

Balance sheet reinforcement

NPA coverage rises from 47% to 54%, among highest in the industry Key Banco Pastor shareholders become key shareholders of Popular We plan to issue 700m of MCN to offset the goodwill generated by anticipated new provisioning charges

Shareholders Bases reinforced and Top Capital levels maintained

1. Ex restructuring costs

15

Banco Pastor will contribute between 10% and 20% to the Group after acquisition

Million Euro June - 11 Loans to Customer Customer Deposits Assets under management Total Assets Net Income (Dic. 2010) Employees Branches 21,334 15,833 2,057 30,955 62 4,124 588

+
119,492 98,471 14,795 161,353 652 18,235 2,559

Contribution 17.9% 16.1% 13.9% 19.2% 9.5% 22.6% 23.0%

16

Strategically relevant
POST-DEAL
Ranking Jun 2011 Assets > 150 bn Santander Spain+ Banesto BBVA Spain Bankia Caixabank Popular + Pastor Assets 70 - 150 bn Sabadell Unicaja+C.E.+C.Duero Catalunya Caixa NCG BBK Bank Cvica CAM 95 79 76 76 74 72 71 Total Assets (Bn)

The combined entity, with over 160bn total assets, would consolidate itself among the top five banking groups

316 300 285 273 161

Assets < 70 bn BMN Bankinter Effibank Ibercaja Unnim B.Valencia Caja 3 Banca March Caixa Ontinyent Caixa Pollena 68 57 52 45 29 24 21 13 1 0
17

Shareholders Bases reinforced and Top Capital levels maintained

Core Shareholders of the Combined Group
BPE's Shareholders' Syndicate

Allianz SE

A merico de Amorim Union European de Inv. CrditMutuel Nicols Osuna PBM Foundation

Combined Core Shareholders 41.0%

Other Pastor Core Shareholders

Key Shareholders
PBM Foundation

% of Pastor
42.18%

Proforma Shareholding excl. 700m of Mandatory Convertibles

7.8%

Source: Company Data Data as of 31-Aug-2011

18

New Joint Venture with Crdit Mutuel-CiC a win-win transaction to launch a new bank in Spain, starting with 123 branches of Popular
SWIFT: POHIESMM

Banco Popular and Crdit Mutuel-CiC reached an agreement last July 2010 to create a new bank in Spain, controlled and owned 50%/50%. Besides, we partner and incorporate a new key shareholder: Crdit Mutuel Group takes a 5% stake in Popular. The new bank will take advantage of new business opportunities arising from the current consolidation of the Spanish Banking sector. This new franchise starts with a strong financial position with 13% of core capital, with 123 branches well positioned in highly attractive areas, with an up and running profitable business already in the bank. It is supported by two strong groups, specialist in retail banking, with a complementary customer base and with a long term strategic partnership.
19

Some figures about the new Joint Venture with Crdit Mutuel-CiC

Capital

Core capital > 13%

Capital 2010: 263 MM

Total Assets: 2,250 MM

Focus on retail banking

Loans: 2,196 MM Net Income 2010: 35 MM

Customer deposits: 1.528 MM ROE 14%; ROA 1,7%

Customer base

Individuals: 235,175 Corporates, SMEs and Professionals: 18,658

20

Juan Echanojuregui Managing Director & Head of International Banking TRADE & BUSINESS PROMOTION INTERNATIONAL FINANCIAL INSTITUTIONS
GEOGRAPHIC AREAS SWEDEN, NORWAY, DENMARK, FINLAND, ICELAND & BALTIC GERMANY, AUSTRIA, CENTRAL & EASTERN EUROPE FRANCE, BENELUX, CH, GREECE, PORTUG., MALTA & CYPRUS AML

INTERNATIONAL PRODUCT QUALITY

USA & CANADA

LATAM

TURKEY

U.K. & IRELAND

ITALY

MIDDLE EAST

AFRICA

ASIA PACIFIC

Juan Carlos Torres Senior Director of IFI Francisco Soler Sr Relationship Manager Luciano Menndez Sr Relationship Manager lvaro Rodrguez Sr Relationship Manager Sonia Diz Relationship Manager Joan Dulsat Relationship Manager Teresa Daz-Toledo Relationship Manager Eva Ahijado Ass.Relationship Man. Clara Churruca Ass. Relationship Man Alberto Villanueva Shanghai Chief Rep.
21

22