BBV  Banco


                                 Relevant Notice
                                Joint Communiqué

Banco  Bradesco  S.A.  (Bradesco)  -  registered  with  the  National  Corporate
Taxpayers'  Registry  under CNPJ  60.746.948/0001-12,  and Banco Bilbao  Vizcaya
Argentaria Brasil S.A. (BBV Banco) - CNPJ 33.870.163/0001-84, communicate to the
market,  to their  stockholders  and clients that on  5/21/2003,  the  Brazilian
Central  Bank  approved  the  transfer  of the  share  control  of BBV  Banco to
Bradesco,  and in  compliance  with the  provisions of CVM  Instruction  319, of
12/3/1999,  inform that the absorption of the stocks of the  stockholders of BBV
Banco by  Bradesco  will be proposed  in Special  Stockholders'  Meetings of the
Companies,  to be held on June 9, 2003,  in  conformity  with the  provisions of
Articles  224, 225 and 252 of Law 6404/76,  pursuant to the  Instrument of Entry
and Justification signed on this date.

Once authorized, the operation will have the following characteristics:

1.   Aim to attain better levels of competitiveness and productivity, in view of
     the growing  globalization  of the  corporate  activity,  especially in the
     financial  sector,  increasing  the  synergies  that exist  between the two
     institutions;

2.   It will be  accomplished  by means of: a) the  acquisition  by  Bradesco of
     4,631,991,278  stocks issued by BBV Banco and held by Banco Bilbao  Vizcaya
     Argentaria, S.A (BBVA), of which 1,523,283,014 are common and 3,108,708,264
     preferred stocks,  representing 49% of the common capital and 99.99% of the
     preferred capital, in the amount of  R$1,849,970,549.00;  b) the absorption
     by  Bradesco of the  remaining  stocks  issued by BBV Banco,  in the amount
     established in letter "a" of item "8";

3.   It will result in the  transfer to  Bradesco,  as the  subscription  of the
     capital  increase  arising from the absorption of stocks,  of 1,585,490,409
     nominative-book  entry stocks with no nominal value, of which 1,585,457,830
     are common and 32,579 preferred stocks,  issued by BBV Banco,  representing
     51% of its common capital and 25.50% of its total capital, hence converting
     BBV Banco into a  wholly-owned  subsidiary of Bradesco,  under the terms of
     Article 252 of Law 6404/76;

4.   Cost of approximately R$6 million;

5.   To take place on 6/9/2003;

6.   In accordance with the specific  Balance Sheets of the Companies,  surveyed
     on  3.31.2003,  the  following  Book  Values of  Stockholders'  Equity were
     determined:    BBV   Banco   -    R$2,584,692,686.24;    and   Bradesco   -
     R$11,707,743,139.86;

7.   The  stockholders  of BBV  Banco  will  be  attributed  70,431,409,114  new
     nominative-book entry stocks with no nominal value, 35,482,189,407 of which
     are common and 34,949,219,707 preferred stocks, representing the capital of
     Bradesco. For each stock of BBV Banco, 44.422475667 stocks of Bradesco will
     be attributed,  of which 22.379315072 are common and 22.043160595 preferred
     stocks,  in order to maintain the same  proportion  of common and preferred
     stocks that currently exist in the capital of Bradesco;

8.   the following  criteria have been adopted for purposes of  determining  the
     share substitution ratio:

a)   the amount of R$630,000,000.00  was attributed to the 1,585,490,409  stocks
     of BBV Banco, subject to transfer to Bradesco,  equivalent to R$0.397353397
     per  stock,  with a basis on the  economic  value  and as  agreed on by the
     parties;

b)   the amount of R$630,000,000.00 was attributed to the 70,431,409,114  stocks
     to be  issued  at  Bradesco,  equivalent  to  R$8.944872862  per batch of a
     thousand  stocks (market value upon the  negotiation  of the operation,  in
     December 2002), and to 1.157822618 times its book value on 3/31/2003;

9.   the stocks to be issued at Bradesco and attributed to the  stockholders  of
     BBV Banco will have the following  rights and  advantages:  Common - voting
     right;  Preferred - without  voting  right;  priority in the  redemption of
     capital,  in the event of  dissolution  of the  company;  dividends  and/or
     interest on own capital ten percent  (10%) higher than those  attributed to
     common stocks;

10.  there  will be an  increase  in the  capital of  Bradesco  in the amount of
     R$630,000,000.00,    by   means   of   the   issuance   of   70,431,409,114
     nominative-book   entry   stocks,   with  no   nominal   value,   of  which
     35,482,189,407 are common stocks and 34,949,219,707 preferred stocks, to be
     attributed to the stockholders of BBV Banco, in the proportion  established
     in item "7";

11.  the  capital  of  Bradesco   will  be   R$6,930,000,000,00,   divided  into
     1,585,879,423,300  nominative-book  entry  stocks of no nominal  value,  of
     which 798,940,057,872 are common and 786,939,365,428 preferred stocks;

12.  the  fractions  of stocks  issued by  Bradesco,  as a result of the capital
     increase  and not  attributed  to the  stockholders  of BBV Banco,  will be
     grouped and sold at the São Paulo Stock  Exchange at market price,  and the
     calculated amount credited in the Capital Reserve account of Bradesco,  for
     use  in  a  future  capital  increase,   benefiting  all  the  stockholders
     indistinctly,  in view of the high operating cost of their distribution and
     the  insignificant  amount that these  surpluses  would  represent  to each
     stockholder;

13.  the stockholders of BBV Banco,  holders of common and preferred stocks, and
     those of  Bradesco,  holders of common  stocks,  are  reserved the right to
     withdraw from the  Companies,  under the terms of Articles 137, 230 and 252
     of  Law  6404/76,   through  the   reimbursement   of  the  book  value  of
     R$415.713759422  per batch of a thousand stocks for the stockholders of BBV
     Banco,  and of  R$7.725598655  per batch of a thousand  stocks for those of
     Bradesco;

14.  the stocks of Bradesco,  to be attributed to the stockholders of BBV Banco,
     will be fully entitled to monthly  dividends and/or interest on own capital
     declared as of the month in which the respective process is approved by the
     Brazilian  Central bank. They will also be fully entitled to any advantages
     attributed to the other stocks as of the month in which the  aforementioned
     approval takes place;

15.  the  appraisals  of the  Stockholders'  Equity of the  Companies and of the
     Stocks of BBV Banco were carried out as follows:

a)   at  carrying  value,  with a basis on the  Balance  Sheets  examined by the
     Companies on 3/31/2003, duly audited by KPMG Auditores Independentes;

b)   at economic value of BBV Banco,  on 3/31/2003,  by Deloitte Touche Tohmatsu
     Consultores S/C Ltda.;

16.  A  Stockholders'  Agreement  of  Bradesco  will be  executed  on  6/9/2003,
     ensuring Banco Bilbao Vizcaya  Argentaria,  S.A. the right to elect one (1)
     member to form the Board of Directors of Bradesco;

17.  The companies  responsible for the  aforementioned  appraisals declare that
     they  have no  conflict  or  communion  of  interest,  whether  current  or
     potential,  with the  controlling or minority  stockholders of Bradesco and
     BBV Banco, or relating to any other company involved in the operation,  and
     their  respective  partners,  or with the operation  subject matter of this
     Material Fact;

18.  BBV Banco will be transformed  into a wholly-owned  subsidiary of Bradesco,
     with its Articles of  Incorporation  reformulated,  with an emphasis on the
     following modifications: a) convert preferred stocks into common stocks; b)
     eliminate  the  figure  of  authorized  capital;  c) break up the  Board of
     Directors;  d) modify  the  composition  and  jurisdiction  of the Board of
     Executive Officers;

19.  The operation will be submitted to the approval of the Brazilian Central
     Bank.



                     Osasco, São Paulo, Brazil, May 22, 2003


                               Banco Bradesco S.A.
                              José Luiz Acar Pedro
                          Executive Vice President and
                           Investor Relations Director
                               www.bradesco.com.br

This press release may contain forward-looking statements. These statements are statements that are not historical facts, and are based on management's current view and estimates of future economic circumstances, industry conditions, company performance and financial results. The words "anticipates", "believes", "estimates", "expects", "plans" and similar expressions, as they relate to the company, are intended to identify forward-looking statements. Statements regarding the declaration or payment of dividends, the implementation of principal operating and financing strategies and capital expenditure plans, the direction of future operations and the factors or trends affecting financial condition, liquidity or results of operations are examples of forward-looking statements. Such statements reflect the current views of management and are subject to a number of risks and uncertainties. There is no guarantee that the expected events, trends or results will actually occur. The statements are based on many assumptions and factors, including general economic and market conditions, industry conditions, and operating factors. Any changes in such assumptions or factors could cause actual results to differ materially from current expectations.