THIS PRESS RELEASE IS NOT TO BE DISTRIBUTED TO ANY PERSON LOCATED OR RESIDENT IN THE REPUBLIC OF ITALY.

THE EXCHANGE OFFER IS NOT BEING MADE, AND NEITHER THIS DOCUMENT NOR ANY OFFERING MATERIAL RELATING TO THE EXCHANGE OFFER IS TO BE DISTRIBUTED, TO ANY PERSON RESIDENT IN OR LOCATED INSIDE THE EUROPEAN ECONOMIC AREA, OTHER THAN TO "QUALIFIED INVESTORS" (AS DEFINED IN THE PROSPECTUS DIRECTIVE).

 --  Santander announced today the commencement of an offer to exchange six     series of the Group's Outstanding US Dollar Denominated Tier 1 Hybrid     Securities (the "Existing Securities") for new US Dollar Denominated     Guaranteed Preferred Securities.      --  The Group recently completed or announced exchange offers for certain     of its other outstanding Tier 1 Hybrid Securities and Upper Tier 2     Securities.      --  Holders of outstanding Tier 1 Hybrid Securities will be offered new     Santander Tier 1 Hybrid securities.      --  The purpose of the exchange offers is to improve the efficiency of the     Group's capital structure and to strengthen its balance sheet.      

Banco Santander, S.A. ("Santander" and together with its subsidiaries the "Group") announced today that Santander and its subsidiary, Santander Financial Exchanges Limited (the "Offerors"), have commenced an offer (the "Exchange Offer") of up to 51,448,000 10.5% Non-Cumulative Series 10 Guaranteed Preferred Securities, par value $25 per security, of Santander Finance Preferred, S.A. Unipersonal and up to 800,000 10.5% Fixed-to-Floating Non-Cumulative Series 11 Guaranteed Preferred Securities, par value $1,000 per security, of Santander Finance Preferred, S.A. Unipersonal (together, the "New Securities") in exchange for the Existing Securities described below.

The Exchange Offer consists of Santander's offer to exchange the Existing Securities for the New Securities at the ratios and for the cash exchange incentive amounts, in each case, described below:

                                           Liquidation                                        Preference of New                                         Securities to Be                                       Issued in Exchange    Cash Exchange                          CUSIP and        for Existing        Incentive Existing Securities        ISIN           Securities            Amount ---------------------  -------------  --------------------  --------------- 7,600,000 outstanding    80281R300;   $ 78 in liquidation   $ 12 per $ 100 6.410% non-cumulative   US80281R3003  preference of fixed   liquidation existing Series 1                     exchange preferred    preference of preferred securities,                 securities            existing Series par value $25, fully                  (liquidation          1 preferred and unconditionally                   preference $ 25 per   securities guaranteed by Banco                   security) per $ 100   tendered for Santander S.A.                        in liquidation        exchange.                                       preference of                                       existing Series 1                                       preferred securities                                       tendered for                                       exchange. Cash will                                       be paid in lieu of                                       any fractional                                       exchange preferred                                       securities. ---------------------  -------------  --------------------  --------------- 20,000,000               80281R706;   $ 77 in liquidation   $ 13 per $ 100 outstanding 6.800%      S80281R7061   preference of fixed   liquidation non-cumulative                        exchange preferred    preference of existing Series 4                     securities            existing Series preferred securities,                 (liquidation          4 preferred par value $25, fully                  preference $ 25 per   securities and unconditionally                   security) per $ 100   tendered for guaranteed by Banco                   in liquidation        exchange. Santander S.A.                        preference of                                       existing Series 4                                       preferred securities                                       tendered for                                       exchange. Cash will                                       be paid in lieu of                                       any fractional                                       exchange preferred                                       securities. ---------------------  -------------  --------------------  --------------- 24,000,000 outstanding   80281R805;   $ 72 in liquidation   $ 13 per $ 100 6.500% non-cumulative   US80281R8051  preference of fixed   liquidation existing Series 5                     exchange preferred    preference of preferred securities,                 securities            existing Series par value $25, fully                  (liquidation          5 preferred and unconditionally                   preference $ 25 per   securities guaranteed by Banco                   security) per $ 100   tendered for Santander S.A.                        in liquidation        exchange.                                       preference of                                       existing Series 5                                       preferred securities                                       tendered for                                       exchange.