Edgar Filing: BBVA BANCO FRANCES SA

BBVA French Bank S.A.

Date: May 17, 2013

/s/ Ignacio Sanz y Arcelus

Name: Ignacio Sanz y Arcelus

Title: Chief Financial Officer

Form 6-K

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

Report of Foreign Issuer

Pursuant to Rule 13a-16 or 15d-16

of the Securities Exchange Act of 1934

For the month of May, 2013

Commission File Number: 001-12568

BBVA FRENCH BANK S.A.

(Translation of registrant’s name into English)

Reconquista 199, 1006

Buenos Aires, Argentina

(Address of principal executive offices)

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 if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):

Yes ¨ No x

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):

Yes ¨ No x

Indicate by check mark whether by furnishing the information contained in this Form, the Registrant 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

BBVA French Bank S.A.

TABLE OF CONTENTS


Item
1.		Financial Statements as of March 31, 2013 together with Independent Auditors’ Limited Review Report




		FINANCIAL STATEMENTS AS OF MARCH 31, 2013 TOGETHER WITH INDEPENDENT AUDITORS’ LIMITED REVIEW REPORT.

LOGO

BALANCE SHEETS AS OF MARCH 31, 2013 AND DECEMBER 31, 2012

(Translation of financial statements originally issued in Spanish – See note 18)

-Stated in thousands of pesos-


	03-31-2013		12-31-2012
ASSETS:
A. CASH AND DUE FROM BANKS:
Cash		1,855,091		1,879,430
Due from banks and correspondents		5,699,552		6,715,530

Argentine Central Bank (BCRA)		5,584,256		6,581,691
Other local		5,494		267
Foreign		109,802		133,572

		7,554,643		8,594,960

B. GOVERNMENT AND PRIVATE SECURITIES:
Holdings booked at fair value (Exhibit A)		1,647,321		1,829,927
Holdings booked at amortized cost (Exhibit A)		164		164
Instruments issued by the BCRA (Exhibit A)		2,641,160		2,201,676
Investments in listed private securities (Exhibit A)		142		187
Less: Allowances (Exhibit J)		191		188

		4,288,596		4,031,766

C. LOANS:
To government sector (Exhibits B, C and D)		39,314		35,067
To financial sector (Exhibits B, C and D)		2,337,549		2,348,305

Interfinancial – (Call granted) Other financing to local financial institutions Interest and listed-price differences accrued and pending collection		187,000 1,733,465 417,084		175,319 1,795,844 377,142
To non financial private sector and residents abroad (Exhibits B, C and D)		26,917,471		25,632,160

Overdraft		6,402,371		5,097,179
Discounted instruments		4,041,005		4,240,993
Real estate mortgage		908,456		877,775
Collateral Loans		848,371		783,253
Consumer		5,019,452		4,772,722
Credit cards		4,888,590		4,729,243
Other		4,464,643		4,785,893
Interest and listed-price differences accrued and pending collection		420,901		418,515
Less: Interest documented together with main obligation		76,318		73,413
Less: Allowances (Exhibit J)		538,947		497,041

		28,755,387		27,518,491

D. OTHER RECEIVABLES FROM FINANCIAL TRANSACTIONS:
Argentine Central Bank (BCRA)		581,789		537,997
Amounts receivable for spot and forward sales to be settled		442,132		931
Instruments to be received for spot and forward purchases to be settled		38,785		18
Unlisted corporate bonds (Exhibits B, C and D)		2,732		15,973
Non-deliverable forward transactions balances to be settled		27,059		9,424
Other receivables not covered by debtor classification regulations		—,—		404
Other receivables covered by debtor classification regulations (Exhibits B, C and D)		137,270		121,266
Less: Allowances (Exhibit J)		871		950

		1,228,896		685,063

E. RECEIVABLES FROM FINANCIAL LEASES:
Receivables from financial leases (Exhibits B, C and D)		1,156,003		1,064,322
Interest accrued pending collection (Exhibits B, C and D)		19,606		14,557
Less: Allowances (Exhibit J)		13,716		12,400

		1,161,893		1,066,479

F. INVESTMENTS IN OTHER COMPANIES:
In financial institutions (Exhibit E)		233,174		208,242
Other (Note 5.a.) (Exhibit E)		125,529		120,023

		358,703		328,265

G. OTHER RECEIVABLES:
Other (Note 5.b.)		1,178,922		1,072,722
Other interest accrued and pending collection		8,561		6,114
Less: Allowances (Exhibit J)		360,450		293,320

		827,033		785,516

H. PREMISES AND EQUIPMENT (Exhibit F):		601,031		619,441

I. OTHER ASSETS (Exhibit F):		33,105		26,294

J. INTANGIBLE ASSETS (Exhibit G):
Organization and development expenses		111,888		117,193

		111,888		117,193

K. SUSPENSE ITEMS:		10,735		10,630

TOTAL ASSETS:		44,931,910		43,784,098

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LOGO

(Contd.)

BALANCE SHEETS AS OF MARCH 31, 2013 AND DECEMBER 31, 2012

(Translation of financial statements originally issued in Spanish – See note 18)

-Stated in thousands of pesos-


	03-31-2013		12-31-2012
LIABILITIES:
L. DEPOSITS (Exhibits H and I):
Government sector		1,961,923		2,122,608
Financial sector		28,100		18,787
Non financial private sector and residents abroad		32,972,933		32,029,647

Checking accounts		8,629,349		8,806,002
Savings deposits		9,742,051		9,816,292
Time deposits		13,803,098		12,634,057
Investments accounts		6,454		6,929
Other		640,535		639,281
Interest and listed-price differences accrued payable		151,446		127,086

		34,962,956		34,171,042

M. OTHER LIABILITIES FROM FINANCIAL TRANSACTIONS:
Argentine Central Bank (Exhibit I)		53,117		51,936

Other		53,117		51,936
Banks and International Institutions (Exhibit I)		54,081		262,770
Unsubordinated corporate bonds (Exhibit I)		148,900		334,093
Amounts payable for spot and forward purchases to be settled		38,874		18
Instruments to be delivered for spot and forward sales to be settled (Exhibit O)		458,455		926
Financing received from Argentine financial institutions (Exhibit I)		7,289		750

Interfinancial – (Call granted)		6,500		—,—
Other financing from local financial institutions		781		750
Interest accrued payable		8		—,—
Non-deliverable forward transactions balances to be settled		573		702
Other (Note 5.c.) (Exhibit I)		1,601,945		1,881,133
Interest and listed-price differences accrued payable (Exhibit I)		7,060		10,943

		2,370,294		2,543,271

N. OTHER LIABILITIES:
Other (Note 5.d.)		1,531,918		1,360,425

		1,531,918		1,360,425

O. ALLOWANCES (Exhibit J):		576,010		557,417

P. SUSPENSE ITEMS:		14,644		20,007

TOTAL LIABILITIES:		39,455,822		38,652,162

STOCKHOLDERS’ EQUITY: (as per the related statements of changes in stockholders’ equity)		5,476,088		5,131,936

TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY:		44,931,910		43,784,098

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MEMORANDUM ACCOUNTS

(Translation of financial statements originally issued in Spanish – See note 18)

-Stated in thousands of pesos-


	03-31-2013		12-31-2012
DEBIT ACCOUNTS
Contingent
- Borrowings (unused balances)		46,350		43,950
- Guaranties received		7,129,059		6,007,360
- Contra contingent debit accounts		850,163		896,169

		8,025,572		6,947,479

Control
- Receivables classified as irrecoverable		394,541		362,814
- Other (Note 5.e.)		68,600,432		65,918,830
- Contra control debit accounts		1,049,656		1,639,047

		70,044,629		67,920,691

Derivatives (Exhibit O)
- “Notional” amount of non-deliverable forward transactions		5,764,197		3,452,819
- Interest rate SWAP		1,133,109		1,111,157
- Contra derivatives debit accounts		5,231,966		2,865,678

		12,129,272		7,429,654

For trustee activities
- Funds in trust		6,582		6,585

		6,582		6,585

TOTAL		90,206,055		82,304,409

CREDIT ACCOUNTS
Contingent
- Credit lines granted (unused portion) covered by debtor classification regulations (Exhibits B, C and D)		307,313		322,959
- Guaranties provided to the BCRA		115,255		131,094
- Other guaranties given covered by debtor classification regulations (Exhibits B, C and D)		140,228		188,521
- Other guaranties given non covered by debtor classification regulations		190,790		177,080
- Other covered by debtor classification regulations (Exhibits B, C and D)		96,577		76,515
- Contra contingent credit accounts		7,175,409		6,051,310

		8,025,572		6,947,479

Control
- Items to be credited		897,406		1,404,173
- Other		152,250		234,874
- Contra control credit accounts		68,994,973		66,281,644

		70,044,629		67,920,691

Derivatives (Exhibit O)
- “Notional” amount of non-deliverable forward transactions		5,231,966		2,865,678
- Contra derivatives credit accounts		6,897,306		4,563,976

		12,129,272		7,429,654

For trustee activities
- Contra credit accounts for trustee activities		6,582		6,585

		6,582		6,585

TOTAL		90,206,055		82,304,409

The accompanying notes 1 through 18 and exhibits A through L, N and O and the consolidated financial statements with its notes and exhibits are an integral part of these statements.

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STATEMENTS OF INCOME FOR THE THREE MONTH PERIODS

ENDED MARCH 31, 2013 AND 2012

(Translation of financial statements originally issued in Spanish – See note 18)

-Statd in thousands of pesos-


	03-31-2013		03-31-2012
A. FINANCIAL INCOME
Interest on cash and due from banks		54		—,—
Interest on loans to the financial sector		112,882		93,738
Interest on overdraft		260,399		152,690
Interest on discounted instruments		164,617		134,566
Interest on real estate mortgage		35,731		30,337
Interest on collateral loans		49,970		29,354
Interest on credit card loans		198,617		140,697
Interest on other loans		468,284		360,177
Interest on other receivables from financial transactions		9,288		9,777
Interest on financial leases		47,107		36,602
Income from secured loans - Decree 1387/01		2,200		1,014
Net income from government and private securities		174,713		147,516
Net income from options		—,—		1,021
Indexation by benchmark stabilization coefficient (CER)		38,809		32,144
Gold and foreign currency exchange difference		54,692		43,654
Other		76,071		54,173

		1,693,434		1,267,460

B. FINANCIAL EXPENSE
Interest on savings deposits		3,154		2,866
Interest on time deposits		459,979		397,568
Interest on interfinancial financing (call received)		382		1,141
Interest on other liabilities from financial transactions		16,920		19,034
Other interest		1,415		3,273
Indexation by CER		35		48
Contribution to the deposit guarantee fund		14,648		12,684
Other		98,317		55,947

		594,850		492,561

GROSS INTERMEDIATION MARGIN – GAIN		1,098,584		774,899

C. ALLOWANCES FOR LOAN LOSSES		87,858		55,786

D. SERVICE CHARGE INCOME
Related to lending transactions		227,469		162,110
Related to liability transactions		255,521		206,207
Other commissions		22,522		21,897
Other (Note 5.f.)		173,392		119,676

		678,904		509,890

E. SERVICE CHARGE EXPENSE
Commissions		132,793		83,797
Other (Note 5.g.)		65,881		45,800

		198,674		129,597

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(Contd.)

STATEMENTS OF INCOME FOR THE THREE MONTH PERIODS

ENDED MARCH 31, 2013 AND 2012

(Translation of financial statements originally issued in Spanish – See note 18)

-Stated in thousands of pesos-


	03-31-2013		03-31-2012
F. ADMINISTRATIVE EXPENSES
Payroll expenses		516,339		406,347
Fees to Bank Directors and Supervisory Committee		998		523
Other professional fees		9,962		7,157
Advertising and publicity		46,537		25,172
Taxes		74,686		49,432
Fixed assets depreciation		22,673		18,389
Organizational expenses amortization		11,264		8,732
Other operating expenses		124,176		93,985
Other		94,885		70,550

		901,520		680,287

NET GAIN FROM FINANCIAL TRANSACTIONS		589,436		419,119

G. OTHER INCOME
Income from long-term investments		30,414		21,533
Punitive interests		2,509		1,681
Loans recovered and reversals of allowances		21,487		15,922
Other (Note 5.h.)		84,282		133,878

		138,692		173,014

H. OTHER EXPENSE
Punitive interests and charges paid to BCRA		9		15
Charge for uncollectibility of other receivables and other allowances		96,713		94,195
Amortization of difference arising from judicial resolutions Depreciation and losses from miscellaneous assets		13,357 76		3,594 110
Other		11,121		8,901

		121,276		106,815

NET GAIN BEFORE INCOME TAX		606,852		485,318

I. INCOME TAX (Note 4.1)		262,700		244,800

NET INCOME FOR THE PERIOD		344,152		240,518

The accompanying notes 1 through 18 and exhibits A through L, N and O and the consolidated financial statements with its notes and exhibits are an integral part of these statements.

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STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY

FOR THE THREE MONTH PERIODS ENDED MARCH 31, 2013 AND 2012

(Translation of financial statements originally issued in Spanish – See note 18)

-Stated in thousands of pesos-


	2013														2012
			Non capitalized contributions				Retained earnings
Movements	Capital Stock		Issuance premiums		Adjustments to stockholders’ equity (1)		Legal		Other		Unappropriated earnings		Total		Total
1. Balance at beginning of fiscal year		536,878		182,511		312,979		1,243,136		1,592,753		1,263,679		5,131,936		3,868,257
2. Net income for the period		—,—		—,—		—,—		—,—		—,—		344,152		344,152		240,518

3. Balance at the end of the period		536,878		182,511		312,979		1,243,136		1,592,753		1,607,831		5,476,088		4,108,775

(1)	Adjustments to stockholders’ equity refers to Adjustment to Capital Stock.

The accompanying notes 1 through 18 and exhibits A through L, N and O and the consolidated financial statements with its notes and exhibits are an integral part of these statements.

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STATEMENTS OF CASH AND CASH EQUIVALENTS FLOW FOR THE

THREE MONTH PERIODS ENDED MARCH 31, 2013 AND 2012

(Translation of financial statements originally issued in Spanish – See note 18)

-Stated in thousands of pesos-


	03-31-2013			03-31-2012
CHANGES IN CASH AND CASH EQUIVALENTS
Cash and cash equivalents at the beginning of the fiscal year		9,120,988	(1)		6,667,627	(1)
Cash and cash equivalents at the end of the period		8,167,880	(1)		6,959,088	(1)

Net (decrease) / increase in cash and cash equivalents		(953,108	)		291,461

REASONS FOR CHANGES IN CASH AND CASH EQUIVALENTS
Operating activities
Net collections/ (payments) from:
- Government and private securities		(67,899	)		(42,429	)
- Loans		257,631			577,755

to financial sector		123,704			(41,024	)
to non-financial public sector		(2,600	)		7,762
to non-financial private sector and residents abroad		136,527			611,017
- Other receivables from financial transactions		(50,904	)		(32,262	)
- Receivables from financial leases		(95,414	)		10,671
- Deposits		210,131			3,980

to financial sector		9,313			(11,819	)
to non-financial public sector		(160,756	)		194,303
to non-financial private sector and residents abroad		361,574			(178,504	)
- Other liabilities from financial transactions		(261,619	)		48,647

Financing from financial or interfinancial sector (call received)		6,500			(84,000	)
Others (except liabilities included in Financing Activities)		(268,119	)		132,647
Collections related to service charge income		675,231			506,232
Payments related to service charge expense		(193,455	)		(128,438	)
Administrative expenses paid		(825,542	)		(653,951	)
Organizational and development expenses paid		(8,246	)		(6,580	)
Net collections from punitive interest		2,500			1,666
Differences from judicial resolutions paid		(3,734	)		(3,594	)
Collections of dividends from other companies		2,083			21
Other collections related to other income and expenses		87,542			138,859

Net cash flows (used in) / provided by operating activities		(271,695	)		420,577

Investment activities
Net (payments) / collections from premises and equipment		(4,263	)		19,263
Net (payments) / collections from other assets		(6,887	)		1,123
Collections from sales of ownership interests in other companies		—,—			14,733
Other payments from investment activities		(117,793	)		(46,008	)

Net cash flows used in investment activities		(128,943	)		(10,889	)

Financing activities
Net collections / (payments) from:
- Unsubordinated corporate bonds		(185,193	)		148,900
- Argentine Central Bank		1,159			(960	)

Other		1,159			(960	)
- Banks and international agencies		(208,689	)		(59,255	)
- Financing received from local financial institutions		31			26
Other payments related to financing activities		(159,832	)		(206,938	)

Net cash flows used in financing activities		(552,524	)		(118,227	)

Financial results and results from holdings of cash and cash equivalents (including interest)		54			—,—

Net (decrease) / increase in cash and cash equivalents		(953,108	)		291,461

(1)	See note 16 “Statements of cash and cash equivalents flow”

The accompanying notes 1 through 18 and exhibits A through L, N and O and the consolidated financial statements with its notes and exhibits are an integral part of these statements.

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NOTES TO THE FINANCIAL STATEMENTS AS OF MARCH 31, 2013, PRESENTED IN

COMPARATIVE FORM WITH THE BALANCE SHEET AS OF DECEMBER 31, 2012, AND THE

STATEMENTS OF INCOME, CHANGES IN STOCKHOLDERS’ EQUITY AND CASH AND CASH

EQUIVALENTS FLOW AS OF MARCH 31, 2012

(Translation of financial statements originally issued in Spanish - See note 18)

(Stated in thousands of pesos)

1.	CORPORATE SITUATION AND BANK’S ACTIVITIES

1.1

Corporate situation

BBVA Banco Francés S.A. (hereinafter indistinctly referred to as either “BBVA Francés” or the “Bank”) has its main place of business in Buenos Aires, Argentina, and operates a 244-branch network.

As from December, 1996, BBVA Francés is part of Banco Bilbao Vizcaya Argentaria S.A.‘s (BBVA) global strategy, which controls the Bank, direct and indirectly, with 75.94% of the corporate stock as of March 31, 2013.

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

1.2

Capital stock

Changes in the Bank’s capital stock during the last five fiscal years are as follows:


Date of
Stockholders’ Meeting deciding on the issuance	Registration with the Public Registry of Commerce (RPC)		Form of placement	Amount			Total
Capital Stock as of December 31, 2008:								471,361
03-27-2009		10-05-2009	(1)		65,000			536,361
03-30-2011		09-14-2011	(2)		517			536,878	(3)
03-26-2012			(4)		50,410
03-26-2012			(4)		(50,410	)		536,878

(1)

For payment of share dividend.

(2)

Due to the merger of Consolidar Comercializadora S.A. into BBVA Francés.

(3)

The amount of Capital Stock is fully paid in and authorized for public offering by National Securities Commission (CNV).

(4)

Due to the merger of Inversora Otar S.A. into BBVA Francés. The issuance of 50,410,182 shares will take place as soon as the merger has been registered with the Public Registry of Commerce and immediately afterwards, BBVA Francés will cancel the 50,410,182 shares that it owns (see note 1.3).

1.3

Inversora Otar S.A. merged by absorption into BBVA Francés

As of the end of the fiscal year ended December 31, 2011, Inversora Otar S.A. (Otar) held in its name 50,410,182 book-entry, ordinary shares, with a par value of $1 each and right to 1 vote each in the capital stock of BBVA Francés.

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On February 9, 2012, BBVA Francés and Otar entered into a “Preliminary Merger Agreement” whereby BBVA Francés incorporates Otar on the basis of these companies’ financial statements as of December 31, 2011 and Otar goes through a dissolution without liquidation process.

On March 26, 2012, the Ordinary and Extraordinary General Shareholders’ Meetings of BBVA Francés and Otar approved the above mentioned preliminary merger agreement, the consolidated financial statements for merging purposes as of December 31, 2011 and the shares’ exchange ratio.

The Shareholders’ Meeting of BBVA Francés above mentioned, approved the increase in capital stock of BBVA Francés by issuing 50,410,182 book-entry, ordinary shares with a par value of $ 1 each and 1 vote per share, to be listed for public offering at the Buenos Aires Stock Exchange in order to be delivered to the shareholders of Otar. These shares will be issued as soon as the merger is registered with the Public Registry of Commerce.

In addition, immediately after the above-mentioned capital increase, BBVA Francés will cancel the 50,410,182 book-entry, ordinary shares, with a par value of $1 each and right to 1 vote each that it owns subject to the previous capital stock reduction stemming from the merger.

The parties have agreed to fix April 1, 2012 as the effective date for the merger as that was the date when all the assets and liabilities of the merged company were transferred, for 390,971 and 5,668, respectively.

As of the date of issuance of these financial statements, the decisions adopted shall be subject to the approval of the competent authorities.

Additionally, and as a result of the above-mentioned merger by absorption, BBVA Francés took over Aplica Soluciones Argentina S.A. Following this company’s liquidation proceedings, on December 21, 2012, BBVA Francés received 2,602 representative of its ownership interest in the referred company. As of the date of issuance of these financial statements, the company’s de-registration from the RPC was still pending.

1.4

Responsibility of stockholders

BBVA Francés is a corporation established under the laws of the Argentine Republic, and the responsibility of its stockholders is limited to the value of the paid—in shares, in accordance with Law Nr. 19,550. As a result, in compliance with Law Nr. 25,738, it is hereby informed that neither the foreign capital majority stockholders nor the local or foreign stockholders will respond, in excess of the mentioned paid-in stockholding, for the liabilities arising out of the transactions performed by the financial institution.

2.	SIGNIFICANT ACCOUNTING POLICIES

2.1

Restatement of the 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 Argentine Central Bank (BCRA).

These financial statements recognize the effects of the changes in the purchasing power of the currency through February 28, 2003, following the restatement method established by Argentine Federation of Professional Council in Economic Sciences (FACPCE) Technical Pronouncement Nr. 6 (modified by Technical Pronouncement Nr. 19), using adjustment rates derived from the Internal Wholesale Price Index published by the National Institute of Statistics and Census (I.N.D.E.C.).

According to the above mentioned method, the accounting figures were restated due to the purchasing power changes through August 31, 1995. As from that date, based in the prevailing economic stability conditions and according to CNV General Resolution Nr. 272 and BCRA Communication “A” 2365, the accounting figures were not restated through December 31, 2001. In view of CNV General Resolution Nr. 415 and BCRA Communication “A” 3702, the method was reinstated effective as from January 1, 2002, considering the previous accounting figures as restated as of December 31, 2001.

By Communication “A” 3921 of the BCRA and General Resolution Nr. 441/03 of the CNV, in compliance with Decree 664/03 of the Federal Executive, application of the restatement method on financial statements in equivalent purchasing power has been suspended as from March 1, 2003. Accordingly, BBVA Francés applied the mentioned restatement until February 28, 2003.

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2.2

Comparative information

In accordance with BCRA Communication “A” 4265, the Balance Sheet and the Exhibits that so specify include the comparative information as of December 31, 2012, while the Statements of Income, Changes in Stockholders’ Equity and Cash and cash equivalents flow show comparative information as of March 31, 2012.

2.3

Valuation methods

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

Foreign currency assets and liabilities:

As of March 31, 2013 and the end of the previous fiscal year, such amounts were translated into pesos at the benchmark exchange rate of the BCRA as of the closing date of transactions on the last business day of the period or fiscal year. The exchange differences were charged to income (loss) for the period or fiscal year.

Government and private securities:

•

Holdings booked at fair value and instruments issued by the BCRA at fair value: they were valued based on current listed prices or the prevailing present value for each security as of March 31, 2013 and the end of the previous fiscal year. Differences in listed prices were credited/charged to income for the period or fiscal year.

•

Holdings booked at amortized cost and instruments issued by the BCRA at amortized cost: as of March 31, 2013 and the end of the previous fiscal year, these were valued using the amount of initial recognition, rose on the basis of the interest accrued as per the internal rate of return.

•

Investments in listed private securities, equity and debt instruments: they were valued based on current listed prices as of March 31, 2013 and the end of the previous fiscal year. Differences in listed prices were charged to income for the period or fiscal year.

Loans to Government Sector:

Federal Government secured loans – Decree Nr. 1387/2001:

As of March 31, 2013 and the end of the previous fiscal year, the secured loans were valued at the highest amount resulting from a comparison between the present value as estimated by BCRA and the book value in accordance with the provisions under BCRA’s Communication “A” 5180. In addition, the amount required to take their book values to their fair realization values is recorded in a balancing account.

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, those whose maturity does not exceed 92 days, and adjustable assets and liabilities and loans to financial sector which were apportioned on a linear basis.

Benchmark stabilization coefficient (CER):

As of March 31, 2013 and the end of the previous fiscal year, receivables and payables have been adjusted to the CER as follows:

•

Federal government secured loans have been adjusted under Resolution Nr. 50/2002 of the Ministry of Economy, which resolved that the CER business 10 (ten) days prior to the maturity date of the related service will be considered for yield and repayments of the loans.

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•

Federal Government Secured Bonds due in 2020: have been adjusted under Resolution Nr. 539/2002 of the Ministry of Economy, which resolved that the CER business 5 (five) days prior to the maturity date of the related service will be considered for yield and repayment of the bonds.

•

Deposits and other assets and liabilities: have been adjusted considering the CER prevailing as of March 31, 2013 and the end of the previous fiscal year.

Allowance for loan losses and contingent commitments:

For loans, other receivables from financial transactions, receivables from financial leases, receivables from sale of property assets and contingent commitments: the allowances have been calculated based on the Bank’s estimated loan loss risk in light of debtor compliance and the collaterals supporting the respective transactions, as provided by Communication “A” 2950 and supplemented of the BCRA.

Instruments to be received and to be delivered for spot and forward transactions pending settlement:

•

In foreign currency: they were valued according to the benchmark exchange rate of the BCRA for each currency determined on the last business day of the end of the period or fiscal year.

•

Securities: with Holdings booked at fair value and Instruments issued by BCRA at fair value: as of March 31, 2013, they were valued according to the method described in 2.3.b).

Amounts receivable and payable for 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, 2013 and the end of the previous fiscal year.

Unlisted Corporate Bonds:

They were valued at acquisition cost plus income accrued but not collected as of March 31, 2013 and the end of the previous fiscal year.

Receivables from financial leases:

As of March 31, 2013 and the end of the previous fiscal year, they were valued at the present value of the sum of the periodical instalments and the agreed-upon residual value, calculated as per the conditions agreed upon in the respective leases, applying the imputed interest rate thereto.

Investments in other companies:

•

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

•

BBVA Francés Valores Sociedad de Bolsa S.A., Consolidar Administradora de Fondos de Jubilaciones y Pensiones S.A. (undergoing liquidation proceedings), PSA Finance Argentina Compañía Financiera S.A. and BBVA Francés Asset Management S.A. Sociedad Gerente de Fondos Comunes de Inversión: were valued by applying the equity method at the end of the period or fiscal year.

•

Investments in non controlled financial institutions, supplementary activities and authorized were valued according to the following methods:

•

Rombo Cía. Financiera S.A., Banelco S.A., Visa Argentina S.A. and Interbanking S.A.: were valued by applying the equity method at the end of the period or fiscal year.

Although the Entity has a 40% interest ownership in the capital stock and votes of Rombo Cía. Financiera S.A., operational and financial decisions at Rombo Cía. Financiera S.A. are taken together with this company’s majority shareholder on a joint basis.

•

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 2.3.a).

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•

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

•

Other non controlled affiliates were valued based on the following methods:

•

BBVA Consolidar Seguros S.A.: was valued by applying the equity method at the end of the period or fiscal year.

•

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

Premises and equipment and Other assets:

They have been valued at acquisition cost plus increases from prior-year appraisal revaluations, restated as explained in note 2.1, less related accumulated depreciation calculated in proportion to the months of estimated useful life of items concerned (see Exhibit F).

Intangible assets:

They have been valued at acquisition cost less related accumulated amortization calculated in proportion to the months of estimated useful life of the items concerned (see useful life assigned in Exhibit G).

This caption included the differences arising from compliance with court-ordered measures arising from cases challenging the current rules and regulations applicable to deposits with the financial system in the framework of the provisions of Law Nr. 25,561, Decree Nr. 214/02 and supplementary provisions. The assets mentioned (calculated on the basis of the nominal difference between the exchange rate freely determined in the market and applied to the value of the deposit recorded in the books at that date) was amortized within the 60 monthly instalments starting in April 2003 in accordance with Communication “A” 3916 of the BCRA.

As of March 31, 2013 and the end of the previous fiscal year these assets have been fully amortized, with the total accumulated amortization as of those dates amounting to 1,391,868 and 1,378,511, respectively.

The Bank, however, notifies that such amortization was solely calculated to comply with the regulations of the BCRA and that by no means does it imply a waiver to possible compensation or recovery of the exchange difference resulting from compliance with court orders corresponding to petitions for protection of civil rights or other court action derived from the mandatory conversion of bank deposits into pesos.

Pursuant to the decisions handed down by Argentina’s Supreme Court of Justice (“Massa, Juan Agustín v. Argentine Executive Branch – Executive Order 1570/ et al over action for the protection of constitutional rights (amparo) Law Nr. 16,986” and “Kujarchuk v. Argentine Executive Branch”), a calculation method was established for the payment of bank deposits that was different from the one that had been instituted by the Argentine Executive Branch.

As of March 31, 2013 and the end of the previous fiscal year, the Bank has estimated this contingency and it has raised allowances for the total amount.

The Bank expects that the Argentine State remedies the significant damage resulting from compliance with court-ordered measures on petitions for protection of civil rights and actions for relief, particularly due to the impact of differences in compensation or recovery as per the rulings in the abovementioned actions and according to the law in relation to the “pesification” of the underlying deposits. In this regard, the Bank has informed of such financial damages to the relevant authorities, with reservation of rights.

Derivative transactions (see note 12):

•

Interest rate swaps and Forward transactions:

Interest rate swaps are recorded at the value resulting from the application of rates differences to residual notional amounts at the end of the period or fiscal year.

Forward transactions receivable/payable in pesos without delivery of the underlying asset are recorded for the amount receivable or payable, as appropriate, arising from the difference between the agreed exchange rate and the exchange rate at the end of the period or fiscal year as applied to stated notional amounts.

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•

Repo and Reverse Repo transactions

As of March 31, 2013, the repos whose underlying assets are not subject to the volatilities published by BCRA were valued as per the cost of each transaction and the repos whose underlying assets are subject to volatility were recorded at their quoted value. Accrued premiums were charged to income (loss) for the period or fiscal year.

Employee termination pay:

The Bank expenses employee termination pay as disbursed.

Other liabilities:

They include the debit balances non arising out of transactions relating to the supply and demand of financial resources, plus the adjustments and interest payable accrued as of March 31, 2013 and the end of the previous fiscal year.

Allowance for other contingencies:

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

Stockholders’ equity accounts:

They are restated as explained in note 2.1, except for the “Capital Stock” and “Non capitalized contributions” accounts which have been kept at original value. The adjustment resulting from the restatement is included in the “Adjustment to Stockholders´ Equity – Adjustment to Capital Stock” account.

Statement of Income Accounts:

•

As of March 31, 2013 and the end of the previous fiscal year, accounts accruing monetary transactions [(financial income (expense), service charge income (expense), provision for loan losses, administrative expenses, etc.)] were computed on the basis of their monthly accrual at historical rates.

•

Accounts reflecting the effect on income resulting from the sale, write-off, or use of non-monetary assets were computed based on the value of such assets, as mentioned in note 2.1.

•

Income from investments in subsidiaries was computed based on such companies’ income adjusted as explained in note 2.1.

Earning per share:

As of March 31, 2013 and 2012, the Bank calculated the earning per share on the basis of 536,877,850 ordinary shares of $1 par value each. The net income for each period on those dates is as follows:


	03-31-2013		03-31-2012
Net income for the period		344,152		240,518
Earning per share for the three-month period – (stated in pesos)		0.64		0.45

Use of accounting estimates:

The preparation of the financial statements in accordance with the standards set forth by the BCRA require the Bank to use assumptions and estimates that affect certain assets such as allowances for doubtful loan and certain liabilities such as provisions for other contingencies as well as the income/loss generated during the periods being reported. Final income/loss may differ from such estimates.

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3.	DIFFERENCES BETWEEN BCRA ACCOUNTING STANDARDS AND GENERALLY ACCEPTED ACCOUNTING PRINCIPLES IN ARGENTINA

The Bank has prepared these financial statements by applying the regulations of the BCRA, which do not contemplate some of the valuation criteria established by the generally accepted accounting principles in Argentina.

The main differences between the regulations of the BCRA and the generally accepted accounting principles in Argentina are detailed below:

Tax effects

As already indicated hereinbelow, in note 4.1., the Bank has received various communications from the BCRA pursuant to which that BCRA indicates that the capitalization of items arising from the application of the deferred tax method is not allowed. In accordance with professional accounting standards currently in force in Argentina, a deferred tax asset should be recognized to the extent the reversal of temporary differences generates a future decrease in the tax effectively determined. As a result, the allowances set up by the Bank in this respect, for 322,000 and 256,900 as of March 31, 2013 and the end of the previous fiscal year, respectively, should be recovered.

Derivative financial instruments

As explained in notes 2.3.n) and 12, as of March 31, 2013 and the end of the previous fiscal year, the Bank recorded the effects of interest rate swap agreements as established by the BCRA. Should the Bank had applied the professional accounting standards currently in force, the stockholders’ equity would have increased in 10,210 and 8,940, respectively. By contrast, the effect of the application of the professional accounting standards on the income statement for the periods ended March 31, 2013 and 2012 would have been 1,270 (income) and 19,419 (income), respectively.

4.	TAX MATTERS

4.1.

Income tax

The Bank determined the charge for income tax by applying the effective 35% rate to taxable income estimated for fiscal year considering the effect of temporary differences between valuation of assets and liabilities for accounting purposes and their taxable bases. The Bank considered as temporary differences those that have a definitive reversal date in subsequent years.

As of March 31, 2013 and 2012, the Bank recorded 262,700 and 244,800, respectively, in the Income tax caption as the estimate of the income tax charge payable to the tax authorities for the relevant fiscal years.

As of March 31, 2013 and the end of the previous fiscal year, the Bank has booked 538,590 and 408,136, respectively, in the caption Other liabilities – Other – Accrued Taxes as a result of having netted the income tax withholdings and other withholdings applied to the Bank until such dates.

Besides, on June 19, 2003, the Bank received a note from the BCRA indicating that the capitalization of items arising from the application of the deferred tax method is not allowed.

On June 26, 2003, the Bank, based on the opinion of its legal counsel, responded the above mentioned note, indicating that in their opinion the rules of the BCRA do not prohibit the application of the deferred tax method generated by the recognition of temporary differences between the accounting and tax result. Subsequently, Resolution 118/03 of the Superintendent of Financial and Exchange Institutions received on October 7, 2003 confirmed the terms of the note dated June 19, 2003. Consequently, as from that date the Bank set up an allowance for the net balance between the deferred tax assets and liabilities.

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As of March 31, 2013 and the end of the previous fiscal year, the Bank recorded under Other Receivables (in the line Tax Prepayments) a taxable deferred asset amounting 322,000 and 256,900, respectively. Such amounts are made up as follows:


	03-31-2013			12-31-2012
Deferred tax assets		455,500			453,500
Deferred tax liabilities		(133,500	)		(196,600	)

Net deferred assets		322,000			256,900
Allowance		(322,000	)		(256,900	)

4.2.

Tax on minimum presumed income

Tax on minimum presumed income (TOMPI) was established by Law Nr. 25,063 in the year ended December 31, 1998, for a ten-year term. On December 19, 2008 Law Nr. 26,426 established a one-year extension in TOMPI until December 30, 2009. In turn, Law Nr. 26,545, published in the Official Gazette on December 2, 2009 extended TOMPI for an additional ten-year period. 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 a 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 net operating loss used) will be realized to the extent that income tax (net of the offsetting) equals or exceeds tax on minimum presumed income, but will be reduced by any excess of the latter over former.

On February 11, 2005, the Argentine Central Bank issued Communication “A” 4295 whereby it enabled, under certain rules, the accounting record of credits on Tax on Minimum Presumed Income.

As of March 31, 2013 and 2012, the Income tax assessed was higher than the TOMPI. Therefore, a provision was raised for Income tax.

4.3.

Other tax issues

On October 24, 2007, the Bank was notified by the Tax Bureau of the City of Buenos Aires of the commencement of a sua sponte tax assessment on a certain basis and partial in nature of the taxable income as regards turnover tax for the fiscal years 2002 and 2003. On November 14, 2007, the Bank filed its defenses to the notice mentioned.

Then, on October 6, 2008, the Bank was given notice of Resolution Nr. 3631-DGR 2008 containing the sua sponte tax assessment for the fiscal years 2002 and 2003. On October 28, 2008, the Bank filed an appeal for review against this resolution, which was rejected on November 7, 2008.

In response to said rejection, on November 28, 2008 an appeal was lodged with a higher administrative authority by the Ministry of Economy of the Government of the City of Buenos Aires, which was also dismissed on April 24, 2009.

On April 28, 2009, the Court of Appeals with Federal Jurisdiction over Contentious Administrative Matters, Panel 3 handed down a judgment favourable to a petition filed by the Bank for the judge to suspend the effect of the decision made by administrative authorities until the appeal is decided. The judgment thus ordered that “….subject to a sworn promise to comply … a) the Tax Bureau of the City of Buenos Aires must suspend the sua sponte assessment that has objected to the treatment afforded by BBVA Francés to the bonds received from the National Government in the terms of Decree Nr. 905-02 and the related foreign exchange gains/losses in all matters related to taxation for turnover tax purposes for the fiscal period 2002; b) therefore, the Tax Bureau of the City of Buenos Aires must abstain from demanding that the Bank should pay any amount due that may have arisen from the items above detailed”.

Also in this respect, on May 13, 2009, an action for a declaratory judgment was commenced by the Bank against the Tax Bureau of the City of Buenos Aires, currently being heard by the court with original Federal Jurisdiction over Contentious Administrative Matters Nr. 1, to procure a judgment ascertaining

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that a) the bonds received by the Bank from the National Government as compensation for the asymmetric re-denomination into pesos of assets and liabilities imposed by the Executive Order Nr. 905/2002 may not be levied with Turnover Tax in the Autonomous City of Buenos Aires; b) the foreign exchange gains/losses are a direct effect of the modification of the monetary system and therefore should not be levied with Turnover Tax in the Autonomous City of Buenos Aires.

On December 29, 2010, the Judge presiding over the court with original Federal Jurisdiction over Contentious Administrative Matters Nr. 1 handed down a new precautionary measure ordering the Tax Bureau of the City of Buenos Aires to refrain from demanding that BBVA Francés should pay any debt originating in the tax treatment that should be afforded to the bonds received from the National Government as compensation for the asymmetric re-denomination into Pesos under Executive Order Nr. 905/02 and the foreign exchange gains/losses for purposes of Turnover Tax for the fiscal period 2002 in issue until a final judgment has been rendered on the proceedings whereby the action for a declaratory judgment is still pending.

The Bank as well as its legal and tax advisors estimate that the Bank has made a reasonable interpretation of currently applicable rules and regulations concerning the fiscal periods objected to by the Tax Bureau of the City of Buenos Aires and do not expect an adverse financial impact in these respects.

As regards the balance of the amount claimed, the Entity adhered to a scheme of payment in instalments that was cancelled on October 4, 2010.

On December 23, 2011, the Tax Bureau of the City of Buenos Aires (AGIP) passed its Resolution No. 3088-DGR-2011 and notified the Bank of the commencement of a sua sponte tax assessment thereunder alleging presumptive differences owed to the Tax Bureau in the payment of turnover tax for the fiscal years 2004 through 2010. On January 27, 2012, BBVA Francés filed its defense with the Tax Bureau.

Afterwards, on December 28, 2012, the Bank was notified of Resolution No. 3253-DRG-2012 whereby the Tax Bureau of the City of Buenos Aires proceeded with a sua sponte assessment based on facts concerning the taxable basis for purposes of turnover tax for the fiscal years 2004 through 2010.

On February 4, 2013, the Bank lodged an appeal for reconsideration against Resolution No. 3253-DRG-2012 moving for the annulment of the tax adjustments contained in the sua sponte tax assessment and for an immediate order to archive the case file.

5.	BREAKDOWN OF MAIN ITEMS AND ACCOUNTS

The breakdown of the items included under Other accounts which exceed 20% of the total amount of each item is as follows:


	03-31-2013		12-31-2012
a) INVESTMENTS IN OTHER COMPANIES
In controlled companies - supplementary activities		86,083		82,921
In other non-controlled companies - unlisted		21,904		20,045
In non-controlled companies-supplementary activities		17,542		17,057

Total		125,529		120,023

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	03-31-2013		12-31-2012
b) OTHER RECEIVABLES
Tax prepayments (1)		340,667		271,226
Guarantee deposits		305,679		290,105
Miscellaneous receivables		187,640		155,070
Loans to personnel		187,274		188,260
Prepayments		153,655		163,937
Other		4,007		4,124

Total		1,178,922		1,072,722

(1)	As of March 31, 2013 and the end of the previous fiscal year, it includes the deferred tax asset for 322,000 and 256,900, respectively (see note 4.1.).


c) OTHER LIABILITIES FROM FINANCIAL TRANSACTIONS
Accounts payable for consumption	705,403	757,046
Other withholdings and collections at source	261,824	418,158
Collections and other operations for the account of third parties	239,035	258,616
Money orders payable	175,231	197,243
Social security payment orders pending settlement	59,204	7,547
Loans received from Fondo Tecnológico Argentina (FONTAR) and Banco de Inversión y Comercio Exterior (BICE)	43,154	46,520
Pending Banelco debit transactions	30,595	105,288
Loans received from Interamerican Development Bank (IDB)	6,782	8,204
Other	80,717	82,511

Total	1,601,945	1,881,133


d) OTHER LIABILITIES
Accrued taxes	681,845	517,121
Miscellaneous payables	411,572	467,344
Accrued salaries and payroll taxes	343,895	301,854
Amounts collected in advance	93,716	73,173
Other	890	933

Total	1,531,918	1,360,425


e) MEMORANDUM ACCOUNTS – DEBIT – CONTROL
Securities representative of investments in escrow on behalf of the Guarantee Fund for the Sustainability of the Pay-as-you-go System managed by the Argentine Republic	42,521,634	41,951,890
Items in safekeeping	22,494,958	20,087,305
Checks not yet credited	2,660,831	2,756,890
Collections items	450,250	495,183
Checks drawn on the Bank pending clearing	337,046	515,628
Other	135,713	111,934

Total	68,600,432	65,918,830

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	03-31-2013		03-31-2012
f) SERVICE CHARGE INCOME
Commissions for hiring of insurances		75,405		56,646
Commissions for loans and guaranties		35,945		17,700
Rental of safe-deposit boxes		24,440		22,015
Commissions for escrow		6,220		3,021
Commissions for transportations of values		5,044		4,022
Commissions for salary payment		2,217		2,321
Commissions for capital market transactions		2,173		833
Commissions for trust management		238		196
Other		21,710		12,922

Total		173,392		119,676


g) SERVICE CHARGE EXPENSE
Turn-over tax		49,300		32,930
Insurance paid on lease transactions		10,750		7,708
Other		5,831		5,162

Total		65,881		45,800


h) OTHER INCOME
Deferred income tax (1)		65,100		79,000
Interest on loans to personnel		6,986		6,478
Related parties expenses recovery		4,669		4,146
Income from the Credit Card Guarantee Fund		2,623		4,067
Rent		540		557
Gain from the sale of premises and equipment and other assets		43		36,902
Other		4,321		2,728

Total		84,282		133,878

(1)	Offset with a charge for the same amount in “Charge for uncollectibility of other receivables and other allowances” account, under Other expense item.

6.	FINANCIAL INFORMATION UNIT: SUMMARY PROCEEDINGS

In March 2010, the Bank was notified of the commencement of two summary proceedings instituted by the Financial Information Unit (UIF) against BBVA Francés and its Regulatory Compliance Officer arising from two wire transfers received by two customers in their respective sight accounts on November 22, 2007 and respectively amounting to 39,393 and 9,174.

It has been the UIF’s understanding that the profile of the customers, as defined, and the supporting documentation submitted by the Bank do not coincide with the possibility of receiving such wire transfers.

In due time, the Bank filed its defences, offered evidence and petitioned for an acquittal. In addition, the Bank called for the enforcement in this case of the same guarantees available in court proceedings, argued that the statute of limitations applicable to punishable offenses had run out and further claimed that Law Nr. 25,246 is unconstitutional when it comes to the scale of penalties imposed.

As regards the Regulatory Compliance Officer, the Bank focused on the nature of the penalties that could be imposed on him and petitioned for the enforcement of the general principles of the law in his respect as these prescribe that this officer should not be deemed liable on grounds of occupying the position of regulatory compliance officer at the Bank.

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In September and October 2010, the Bank was served with the resolutions adopted by the UIF whereby BBVA Francés and the Regulatory Compliance Officer were each ordered to pay a fine for an amount equivalent to one time the transactions objected.

On the basis of its legal advisors’ opinion, on October 28 and November 25, 2010, the Bank lodged with the Court of Appeals with Federal Jurisdiction over Contentious Administrative Matters a direct appeal against the UIF’s Resolutions in connection with the wire transfers for 9,174 and 39,393, respectively, in accordance with the provisions under Section 25 of Law Nr. 25,246.

The Bank and its legal advisors have concluded that the analysis of the transactions involved has been made in compliance with applicable legal regulations and that no Suspicious Transaction Report (“ROS”, for its Spanish acronym) has proven necessary. For such reason, the Bank does not expect any adverse financial impacts in this respect.

7.	RESTRICTIONS ON ASSETS

As of March 31, 2013 and the end of the previous fiscal year, there are Bank’s assets, which are restricted as follows:

The Government and Private Securities account includes 115,243 in peso-denominated fixed rate Argentine Central Bank Bills and 131,081 in bonds issued by the Argentine Government maturing in 2014, respectively, allocated to the guarantee required to act as custodian of investment securities related to Guarantee Fund for the Sustainability of the Pay-as-you-go System managed by the Argentine Republic.

The Bank appropriated 37,205 and 37,122, respectively, in bonds issued by the Argentine Government maturing in 2014, to secure loans arranged under the Credit Global Program given by the Interamerican Development Bank (IDB).

The Bank appropriated 153,522 and 139,895, respectively, in Guaranteed Bonds maturing in 2020, to secure loans granted by the so-called “Bicentennial Fund”.

The Bank has also appropriated accounts, deposits and trusts for 711,806 and 652,822, respectively, as security for activities related to credit card operations, automated clearing houses, non-deliverable forwards and lawsuits.

8.	TRANSACTIONS WITH SUBSIDIARIES AND PARENT COMPANIES (ART. 33 OF LAW Nr. 19,550)

The balances as of March 31, 2013 and the end of the previous fiscal year, for transactions performed with subsidiaries and parents companies are as follows:


	Balance Sheet								Memorandum Accounts (1)
	Assets				Liabilities
Company	2013		2012		2013		2012		2013		2012
BBVA		32,939		38,153		33,404		27,174		32,436		103,742
BBVA Francés Valores Sociedad de Bolsa S.A		—,—		—,—		2,599		2,066		6,759		5,355
Consolidar Administradora de Fondos de Jubilaciones y Pensiones S.A. (undergoing liquidation proceedings)		—,—		1		93		416		57,131		61,582
BBVA Francés Asset Management S.A. Sociedad Gerente de Fondos Comunes de Inversión		874		234		27,971		27,987		33,351		25,293
BBVA Consolidar Seguros S.A.		14,701		14,380		4,959		25,898		10,310		—,—
PSA Finance Argentina Cía. Financiera S.A.		943,051		899,724		2,935		7,860		273,333		272,500
Rombo Cía. Financiera S.A.		741,823		735,300		8,412		1,623		364,725		330,725

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

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9.	BANK DEPOSITS GUARANTEE INSURANCE SYSTEM

The Bank is included in the Deposit Guarantee System established by Law 24,485, Regulatory Decrees Nr. 540/95, Nr. 1,292/96 and 1,127/98 and Communication “A” 2337 and BCRA’s complementary regulations.

Such law provided for the creation of the Company Seguros de Depósitos Sociedad Anónima (SEDESA) for purposes of managing the Deposit Guarantee Fund (DGF), whose shareholders, in accordance with the changes introduced by Decree Nr. 1,292/96, shall be the BCRA with one share as a minimum and the trustees of the trust created by the financial institutions in the proportion to be determined for each by the BCRA according to their contributions to the DGF.

That Company was incorporated in August 1995 and the Bank has a 10.2394% interest in its capital stock.

The Deposit Guarantee System, which is limited, compulsory and onerous, has been created for purposes of covering the bank deposit risks subsidiarily and complementarily to the deposit protection and privilege system established by the Financial Institutions Law.

The guarantee shall cover the repayment of principal disbursed plus interest accrued through the date of revoking of the authorization to operate or through the date of suspension of the institution through application of section 49 of the BCRA’s Charter provided that the latter had been adopted earlier than the former without exceeding the amount of pesos a hundred and twenty thousand. Regarding operations in the name of two or more people, the guarantee shall be prorated between the holders. In no event shall the total guarantee per person exceed the abovementioned amount, whatever the number of accounts and/or deposits.

10.

TRUST ACTIVITIES

10.1.

Financial Trusts

On January 5, 2001, the BCRA’s Board of Directors issued Resolution Nr. 19/01, providing for the exclusion of Mercobank S.A.’s senior liabilities under the terms of section 35 bis of the Financial Institutions Law, the authorization to transfer the excluded assets to the Bank 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 the Bank as trustee in relation to the exclusion of assets as provided in the resolution abovementioned. As of March 31, 2013 and the end of the previous fiscal year, the assets of Diagonal Trust amount to 2,405 and 2,409, respectively, considering its recoverable value.

The Bank recorded the selected assets on account of the redemptions in kind of the Fideicomiso Corp Banca participation certificates for 4,177 and 4,176 as of March 31, 2013 and the end of the previous fiscal year, respectively.

Such amounts are recorded in memorandum debit accounts “For trustee activities – Funds in trust”.

10.2.

Non Financial Trusts

The Bank acts as trustee in 22 non-financial 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 non financial 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 (settler) vis-à-vis the creditors (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 settler, or (ii) all contract terms and conditions are complied with, in which case all the corpus assets will be returned to the settler or to whom it may indicate. The trust assets represent about 108,405 and 105,824 as of March 31, 2013 and the end of the previous fiscal year, respectively, consist of cash, creditors’ rights, real estate and shares.

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11.

CORPORATE BONDS

On July 15, 2003, an Extraordinary Stockholders’ Meeting approved the setting up of a Program for the issuance and re-issuance of ordinary non-convertible Corporate Bonds with ordinary guarantee, or such guarantees as may be decided by the Bank, and unsecured Subordinated Corporate Bonds, convertible or not into shares. During the life of the Program, which was 5 (five) years, it was be possible to issue and re-issue any number of series and/or classes of Corporate Bonds as long as at all times the maximum amount in circulation after adding together all series and/or classes outstanding under the Program pending redemption does not exceed at any time US$ 300,000,000 (or the equivalent thereof in other currencies). The Program was approved by CNV Resolution Nr. 14,967 dated November 29, 2004.

The Global Program was amended according to the resolutions adopted by the Ordinary and Extraordinary Stockholders’ Meeting held on April 26, 2007; extended for 5 (five) years by resolution adopted by the Ordinary and Extraordinary Stockholders’ Meeting held on March 28, 2008 (approved by the CNV by Resolution Nr. 16,010 dated November 6, 2008); and the maximum amount of the issuance was successively increased from US$ 300,000,000 to US$ 500,000,000 and from US$ 500,000,000 to US$ 750,000,000 by resolution adopted by the Ordinary and Extraordinary Stockholders’ Meetings held on March 30, 2011 and March 26, 2012, respectively.

Lastly, on April 9, 2013, the Ordinary and Extraordinary Stockholders’ Meeting of BBVA Francés resolved to extend the life of the Global Program of Corporate Bonds for an additional 5 (five) year term.

On June 23, 2011, the Bank approved the issuance of Class 1 of its Corporate Bonds under the Program for a principal amount of up to $ 250,000,000. On September 13, 2011, the Bank issued its Corporate Bonds, which were fully subscribed and paid in for 185,193 for a term of 18 months, to be fully amortized at maturity and subject to a variable interest rate equivalent to the private Badlar rate plus a spread of a nominal 2.8% per annum, with quarterly interest payments. As provided for in the Corporate Bonds Law and the Argentine Central Bank (BCRA) regulations, the proceeds obtained from the issuance of the above-mentioned Class were applied to the grant of personal loans.

On November 9, 2011, the Bank approved the issuance of Class 2 of its Corporate Bonds under the Program for a principal amount of up to $ 200,000,000. On January 16, 2012, the Bank issued its Corporate Bonds, which were fully subscribed and paid in for 148,900 for a term of 18 months, to be fully amortized at maturity and subject to a variable interest rate equivalent to the private Badlar rate plus a spread of a nominal 2.44% per annum, with quarterly interest payments. As provided for in the Corporate Bonds Law and the Argentine Central Bank (BCRA) regulations, the proceeds obtained from the issuance of the above-mentioned Class were applied to the reimbursement of time deposits.

On April 18, 2012, the Bank approved the issuance of Class 3 of its Corporate Bonds under the Program for a principal amount not in excess of $ 300,000,000. On September 7, 2012, placement of such Class 3 Corporate Bonds was declared vacant.

On December 11, 2012, the Bank approved the issuance of Class 4 of its Corporate Bonds under the Program for a principal amount not in excess of $ 200,000,000.

As of March 31, 2013 and the end of the previous fiscal year, the outstanding principal and accrued interest amounts to 154,207 (in connection with Class 2 of the Corporate Bonds) and 341,395 (in connection with Class 1 and 2 of the Corporate Bonds), respectively.

12.

DERIVATIVE FINANCIAL INSTRUMENTS

Transactions as of March 31, 2013:

Interest rate swaps for 1,035,661 (Fixed Rate versus Badlar), maturing within a period not exceeding 2 years for which the Bank pays a variable amount in accordance with changes in the Badlar, Encuesta rate, and receives a fixed amount based on stated notional amounts; and interest rate swaps for 50,000 (Badlar versus Fixed Rate), maturing within a period not exceeding 2 years for which the Bank pays a fixed amount and receives a variable amount in accordance with changes in the Badlar rate.

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These transactions have been valued in accordance with the mechanism described in note 2.3.n.1.) generating the amount of 6,321 as income for the period.

The estimated fair value of said instruments amounts to 13,852 (Asset). For fair value estimation purposes, the variable and fixed as yet not matured future flows are discounted, with the swap value being the difference between the current value of the future flows receivable and the current value of the future flows payable.

As of the end of the period, the above transactions were recorded under “Memorandum Accounts—Debit Accounts – Derivatives – Interest rate swap” for 1,085,661.

Interest rate swap for 47,448 (Fixed Rate versus Badlar), with final maturity in September 2019, for which the Bank pays a variable amount in accordance with changes in the Badlar, Encuesta rate, and receives a fixed amount based on stated notional amounts.

Said transaction was consummated as hedge for potential volatility in the cash flows arising from certain financing deals attributable to changes in the designated benchmark interest rates and it has proven to be effective hedge for the risk mentioned.

The aim pursued by risk management consists in reducing exposure to changes in cash flows arising from financing deals. Thanks to the hedge established, changes in the cash flows arising from the underlying instrument caused by changes in the benchmark interest rate would decrease as a result of having been offset with the changes in the cash flows arising from the hedge instrument.

As of the end of the period the above transaction was recorded under “Memorandum Accounts—Debit Accounts –Derivatives – Interest rate SWAP” for 47,448.

Non-deliverable forward purchase and sale transactions in foreign currency payable in Pesos, maturing within a period not exceeding 1 year, for 5,764,197 and 5,231,966, which are recorded under “Memorandum Accounts—Debit Accounts—Derivatives – “Notional” amount of non-deliverable forward transactions”, and “Memorandum Accounts—Credit Accounts—Derivatives – “Notional” amount of non-deliverable forward transactions”, respectively.

These transactions have been valued in accordance with the mechanism described in note 2.3.n.2.), generating the amount of 28,311 as income for the period.

Forward sales due to BCRA Bills repurchase agreements for 376,099, which are recorded under “Other liabilities from financial transactions – Instruments to be delivered for spot and forward sales to be settled”.

These transactions have been valued in accordance with the description in note 2.3.g) generating 21,563 as income for the period.

The Bank does not carry any balances associated to reverse repos in force at March 31, 2013. However, the transactions conducted at March 31, 2013 have yielded a 36 loss at the end of the period.

II.

Transactions as of December 31, 2012:

Interest rate swaps for 1,062,151 (Fixed Rate versus Badlar), maturing within a period not exceeding 2 years for which the Bank pays a variable amount in accordance with changes in the Badlar, Encuesta rate, and receives a fixed amount based on stated notional amounts.

These transactions have been valued in accordance with the mechanism described in note 2.3.n.1.) generating the amount of 18,845 as income for the fiscal year.

The estimated fair value of said instruments amounts to 11,654 (Asset). For fair value estimation purposes, the variable and fixed as yet not matured future flows are discounted, with the swap value being the difference between the current value of the future flows receivable and the current value of the future flows payable.

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As of the end of the fiscal year, the above transactions were recorded under “Memorandum Accounts- Debit Accounts – Derivatives – Interest rate swap” for 1,062,151.

Interest rate swap for 49,006 (Fixed Rate versus Badlar), with final maturity in September 2019, for which the Bank pays a variable amount in accordance with changes in the Badlar, Encuesta rate, and receives a fixed amount based on stated notional amounts.

As of the end of the fiscal year the above transaction was recorded under “Memorandum Accounts- Debit Accounts –Derivatives – Interest rate SWAP” for 49,006.

Non-deliverable forward purchase and sale transactions in foreign currency payable in Pesos, maturing within a period not exceeding 1 year, for 3,452,819 and 2,865,678, which are recorded under “Memorandum Accounts - Debit Accounts- Derivatives – “Notional” amount of non-deliverable forward transactions”, and “Memorandum Accounts - Credit Accounts - Derivatives – “Notional” amount of non-deliverable forward transactions”, respectively.

These transactions have been valued in accordance with the mechanism described in note 2.3.n.2.), generating the amount of 58,806 as income for the fiscal year.

The Bank does not carry balances from transactions involving options outstanding as of December 31, 2012. However, the transactions conducted as of December 31, 2012 have generated the amount of 255 as income for the fiscal year.

The Bank does not carry any balances associated to repos or reverse repos in force at December 31, 2012. However, the transactions conducted at December 31, 2012 have yielded a 68,782 income and a 1,485 loss, respectively, at the end of the fiscal year.

13.

COMPLIANCE WITH CNV REQUIREMENTS

13.1

Compliance with the requirements to act as agent in the Over-the-counter Market

As of March 31, 2013 and the end of the previous fiscal year, the Bank’s Stockholders’ Equity exceeds the minimum requested to act as agent in the over-the-counter market, according to Resolutions Nr. 368/01 and 489/06 of the CNV.

13.2

Investment Funds custodian

As of March 31, 2013 and the end of the previous fiscal year, in its capacity of Investment Funds custodian of “FBA Acciones Globales”, “FBA Total”, “FBA Renta”, “FBA Renta Pesos”, “FBA Renta Dólares”, “FBA Bonos Latinoamericanos”, “FBA Calificado”, “FBA Internacional”, “FBA Ahorro Dólares”, “FBA Renta Fija”, “FBA Ahorro Pesos”, “FBA Renta Premium”, “FBA Europa”, “FBA Horizonte”, “FBA EEUU”, “FBA Renta Corto Plazo”, “FBA Acciones Latinoamericanas”, “FBA Bonos Argentina”, “FBA Brasil”, “FBA México”, “FBA Commodities”, “FBA Acciones Argentinas” and “FBA Bonos Globales” administrated by BBVA Francés Asset Management S.A. Sociedad Gerente de Fondos Comunes de Inversión, the Bank holds certificates of deposits, deferred payment checks, shares, corporate bonds, government securities, indexes, securities issued by the Argentine Central Bank, Cedears, ADRS and shares in mutual funds in safekeeping in the amount of 1,639,401 and 1,461,374, respectively, all of which making up the Fund’s portfolio and booked in “Memorandum Accounts - Debit Accounts - Control - Other”.

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The Investment Funds’ equities are as follows:


	EQUITIES AS OF
INVESTMENT FUND	03-31-2013		12-31-2012
FBA Acciones Globales		54,224		53,791
FBA Total		20,958		19,087
FBA Renta		22,432		19,944
FBA Renta Pesos		1,474,667		1,497,666
FBA Renta Dólares		7,237		6,205
FBA Bonos Latinoamericanos		27,435		18,505
FBA Calificado		87,686		83,006
FBA Internacional		1,191		947
FBA Ahorro Dólares		17,115		14,745
FBA Renta Fija		21,855		20,456
FBA Ahorro Pesos		497,824		444,287
FBA Renta Premium		12,181		10,805
FBA Europa (*)		9,264		6,732
FBA Horizonte		36,321		31,008
FBA EEUU (*)		32,629		19,801
FBA Renta Corto Plazo		485		471
FBA Acciones Latinoamericanas		32,306		24,116
FBA Bonos Argentina		5,331		7,648
FBA Brasil		30,171		25,131
FBA México		—,—		92
FBA Commodities		78		66
FBA Acciones Argentinas		307		265
FBA Bonos Globales		100		88

Total		2,391,797		2,304,862

(*)	On March 27, 2013, BBVA Francés Asset Management S.A. Sociedad Gerente de Fondos Comunes de Inversión decided to start the process of liquidation of these Investment Funds pursuant to CNV Resolution Nr. 617/13.

14.

EARNINGS DISTRIBUTIONS

The Bank has in place an earnings distribution policy in line with the Bank’s vocation for sustained stockholder value, that at the same time allows the Bank’s financial condition to perform favourably so as to strive for business growth and the maintenance of consistently high liquidity and solvency standards in compliance with currently applicable rules and regulations.

Restriction on earnings distributions:

On April 9, 2013, the Ordinary and Extraordinary Shareholders’ Meeting was held, approving the allocation of earnings as follows:

•

To Legal Reserve: 252,736

•

To Voluntary reserve for future distributions of income: 1,010,943

In accordance with Communications “A” 5072 and 5273, issued on May 6, 2010 and January 27, 2012, respectively, as amended and supplemented, of “Distribution of Income” of the BCRA, for purposes of calculating the earnings subject to distribution, off-balance sheet deductions must be performed from the sum of the balances recorded in the account Unappropriated retained earnings and in the Voluntary reserve for future distributions of income as set forth in point 2.1 of such Communication. In addition, the authorization of the Superintendent of Financial and Exchange Institutions shall be required in order to verify that the procedure established in said resolution for earnings distribution has been properly applied.

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15.

ACCOUNTS REFLECTING COMPLIANCE WITH MINIMUM CASH

The following are the items computed for Compliance with Minimum Cash Requirements according to the regulations of the BCRA, with their corresponding balances as of March 31, 2013:

COMPUTABLE COMPLIANCE IN PESOS


Special Guarantee Accounts			217,504
BCRA Checking Account			3,678,111
Special social security accounts			55,035
Franchises			107,363

TOTAL			4,058,013

COMPUTABLE COMPLIANCE IN US DOLLARS (Stated in thousands of pesos)


Special Guarantee Accounts			20,773
BCRA Checking Account			1,807,333

TOTAL			1,828,106

COMPUTABLE COMPLIANCE IN EUROS (Stated in thousands of pesos)



BCRA Checking Account			42,870

TOTAL			42,870

16.

STATEMENTS OF CASH AND CASH EQUIVALENTS FLOW

The Statements of Cash and cash equivalents flow explains the changes in cash and cash equivalents. For such purpose, a detail is supplied of the items that the Bank considers to be cash and cash equivalents:


	03-31-13		12-31-12		03-31-12		12-31-11
a) Cash and due from banks		7,553,736		8,594,068		6,680,475		6,344,061
b) Government securities		114,519		100,301		103,766		77,873
c) Loans to financial sectors, call granted maturity date less than three months as from the end of each period or fiscal year		499,625		426,619		174,847		245,693

CASH AND CASH EQUIVALENTS		8,167,880		9,120,988		6,959,088		6,667,627

Items b) and c) are considered to be cash equivalents because they are held in order to meet short-term commitments, they are easily convertible in known cash amounts, they are subject to negligible changes in value and their maturity is less than three months as from each period or fiscal year date.

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17.

PUBLICATION OF THE FINANCIAL STATEMENTS

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

18.

ACCOUNTING PRINCIPLES – EXPLANATION ADDED FOR TRANSLATION INTO ENGLISH

These financial statements are presented on the basis of the accounting standards of the BCRA and, except for the effect of the matters mentioned in note 3 to the stand – alone financial statements and note 2 to the consolidated financial statements, 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.

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EXHIBIT A

DETAIL OF GOVERNMENT AND PRIVATE SECURITIES

AS OF MARCH 31, 2013 AND DECEMBER 31, 2012

(Translation of financial statements originally issued in Spanish—See note 18)

-Stated in thousands of pesos-


			Holding
Description	ID Caja de Valores		Market value or present value		Book balance as of 03-31-2013		Book balance as of 12-31-2012		Position without options		Final position
GOVERNMENT SECURITIES
Government securities at fair value
Local
In pesos
Secured Bonds due 2020		2423				980,605				980,605		980,605
Federal Government Bonds in Pesos Badlar + 275 pb due 2014 (1)		5439				509,292				509,292		509,292
Secured Bonds due 2018		2405				153,186				153,186		153,186
Other						4,238				32,998		32,998

Subtotal in pesos						1,647,321		1,829,927		1,676,081		1,676,081

In foreign currency
Other						—,—				2,789		2,789

Subtotal in foreign currency						—,—		—,—		2,789		2,789

Subtotal Government securities at fair value						1,647,321		1,829,927		1,678,870		1,678,870

Government securities at amortized cost

Local
In pesos
Other				164		164				164		164

Subtotal in pesos						164		164		164		164

Subtotal Government securities at amortized cost						164		164		164		164

(1)	Holdings received in exchange for secured loans.

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EXHIBIT A

(Contd.)

DETAIL OF GOVERNMENT AND PRIVATE SECURITIES

AS OF MARCH 31, 2013 AND DECEMBER 31, 2012

(Translation of financial statements originally issued in Spanish—See note 18)

-Stated in thousands of pesos-


			Holding
Description	ID Caja de Valores		Market value or present value	Book balance as of 03-31-2013		Book balance as of 12-31-2012		Position without options		Final position
Instruments issued by the BCRA
BCRA Bills
At fair value
Argentine Central Bank Internal Bills due 07-17-13		46285			302,512				302,512		302,512
Argentine Central Bank Internal Bills due 04-10-13		46238			298,976				298,976		298,976
Argentine Central Bank Internal Bills due 09-11-13		46289			154,555				154,555		154,555

Subtotal at fair value					756,043		15,614		756,043		756,043

Repurchase transactions
Argentine Central Bank Internal Bills due 10-30-13		46216			150,841				—,—		—,—
Argentine Central Bank Internal Bills due 06-19-13		46261			48,025				—,—		—,—
Argentine Central Bank Internal Bills due 05-15-13		46278			44,249				—,—		—,—
Argentine Central Bank Internal Bills due 05-08-13		46217			39,923				—,—		—,—
Argentine Central Bank Internal Bills due 04-24-13		46292			39,692				—,—		—,—
Argentine Central Bank Internal Bills due 08-14-13		46304			38,443				—,—		—,—
Other					14,926				—,—		—,—

Subtotal repurchase transactions					376,099		—,—		—,—		—,—

At amortized cost
Argentine Central Bank Internal Bills due 05-08-13		46217			296,037				296,037		296,037
Argentine Central Bank Internal Bills due 08-21-13		46272			284,671				284,671		284,671
Argentine Central Bank Internal Bills due 09-04-13		46263			283,019				283,019		283,019
Argentine Central Bank Internal Bills due 06-05-13		46230			195,304				195,304		195,304
Argentine Central Bank Internal Bills due 01-22-14		46294			107,283				107,283		107,283
Argentine Central Bank Internal Bills due 06-19-13		46261			97,165				97,165		97,165
Argentine Central Bank Internal Bills due 12-11-13		46271			90,586				90,586		90,586
Argentine Central Bank Internal Bills due 05-22-13		46190			73,692				73,692		73,692
Argentine Central Bank Internal Bills due 08-14-13		46304			28,510				28,510		28,510
Argentine Central Bank Internal Bills due 10-09-13		46305			23,222				23,222		23,222
Other					29,529				29,529		29,529

Subtotal at amortized cost					1,509,018		2,186,062		1,509,018		1,509,018

Subtotal instruments issued by the BCRA					2,641,160		2,201,676		2,265,061		2,265,061

TOTAL GOVERNMENT SECURITIES					4,288,645		4,031,767		3,944,095		3,944,095

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EXHIBIT A

(Contd.)

DETAIL OF GOVERNMENT AND PRIVATE SECURITIES

AS OF MARCH 31, 2013 AND DECEMBER 31, 2012

(Translation of financial statements originally issued in Spanish—See note 18)

-Stated in thousands of pesos-


			Holding
Description	ID Caja de Valores		Market value	Book balance as of 03-31-2013		Book balance as of 12-31-2012		Position without options		Final position
INVESTMENTS IN LISTED PRIVATE SECURITIES
Other debt instruments
Local
In foreign currency
Petrobrás Energía Corporate Bonds		40668			70				70		70

Subtotal in foreign currency					70		119		70		70

Subtotal Other debt instruments					70		119		70		70

Other Equity instruments
From abroad
In foreign currency
Silicon Graphics Inc.		6003			46				46		46
Other					26				26		26

Subtotal in foreign currency					72		68		72		72

Subtotal Equity instruments					72		68		72		72

TOTAL INVESTMENTS IN LISTED PRIVATE SECURITIES					142		187		142		142

TOTAL GOVERNMENT AND PRIVATE SECURITIES					4,288,787		4,031,954		3,944,237		3,944,237

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EXHIBIT B

CLASSIFICATION OF FINANCING FACILITIES BY CATEGORIES

AND GUARANTIES RECEIVED AS OF MARCH 31, 2013 AND DECEMBER 31, 2012

(Translation of financial statements originally issued in Spanish—See note 18)

-Stated in thousands of pesos-


	03-31-2013		12-31-2012
COMMERCIAL PORTFOLIO
Normal performance		17,891,152		17,118,627

Preferred collaterals and counter guaranties “A”		518,437		493,035
Preferred collaterals and counter guaranties “B”		425,603		355,321
Without senior security or counter guaranties		16,947,112		16,270,271
With special follow-up		9,984		9,700

Under observation
Without senior security or counter guaranties		9,984		9,700
With high risk of uncollectibility		11,577		13,814

Preferred collaterals and counter guaranties “B”		525		525
Without senior security or counter guaranties		11,052		13,289
Uncollectible		5,644		3,234

Without senior security or counter guaranties		5,644		3,234

Total		17,918,357		17,145,375

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EXHIBIT B

(Contd.)

CLASSIFICATION OF FINANCING FACILITIES BY CATEGORIES

AND GUARANTIES RECEIVED AS OF MARCH 31, 2013 AND DECEMBER 31, 2012

(Translation of financial statements originally issued in Spanish—See note 18)

-Stated in thousands of pesos-


	03-31-2013		12-31-2012
CONSUMER AND HOUSING PORTFOLIO
Normal performance		12,918,565		12,402,711

Preferred collaterals and counter guaranties “A”		23,335		17,663
Preferred collaterals and counter guaranties “B”		1,342,408		1,301,807
Without senior security or counter guaranties		11,552,822		11,083,241
Low risk		146,188		126,751

Preferred collaterals and counter guaranties “A”		22		273
Preferred collaterals and counter guaranties “B”		21,491		20,947
Without senior security or counter guaranties		124,675		105,531
Medium risk		98,610		85,765

Preferred collaterals and counter guaranties “B”		8,234		5,575
Without senior security or counter guaranties		90,376		80,190
High risk		60,914		49,172

Preferred collaterals and counter guaranties “B”		13,621		11,616
Without senior security or counter guaranties		47,293		37,556
Uncollectible		11,355		9,759

Preferred collaterals and counter guaranties “B”		4,713		2,888
Without senior security or counter guaranties		6,642		6,871
Uncollectible, classified as such under regulatory requirements		74		112

Without senior security or counter guaranties		74		112

Total		13,235,706		12,674,270

General Total (1)		31,154,063		29,819,645

(1) Items included: Loans (before allowances); Other receivables from financial transactions: Unlisted corporate bonds and Other receivables covered by debtor classification regulations; Receivables from financial leases (before allowances); Memorandum accounts - Credit - Contingent: 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.

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EXHIBIT C

FINANCING FACILITIES CONCENTRATION

AS OF MARCH 31, 2013 AND DECEMBER 31, 2012

(Translation of financial statements originally issued in Spanish—See note 18)

-Stated in thousands of pesos-


	03-31-2013					12-31-2012
Number of clients	Outstanding balance		% of total portfolio			Outstanding balance		% of total portfolio
10 largest clients		4,318,471		13.86	%		4,220,748		14.15	%
50 next largest clients		5,282,778		16.96	%		5,201,932		17.44	%
100 following clients		3,041,812		9.76	%		2,887,288		9.68	%
Remaining clients		18,511,002		59.42	%		17,509,677		58.73	%

Total (1)		31,154,063		100.00	%		29,819,645		100.00	%

(1)	See (1) in Exhibit B.

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EXHIBIT D

BREAKDOWN BY FINANCING TERMS AS OF MARCH 31, 2013

(Translation of financial statements originally issued in Spanish—See note 18)

-Stated in thousands of pesos-


			Term remaining to maturity
Description	Past- due portfolio		1 month		3 months		6 months		12 months		24 months		More than 24 months		Total
Government sector		—,—		3,219		—,—		—,—		—,—		—,—		36,095		39,314
Financial sector		—,—		688,039		274,656		283,778		472,740		560,701		58,656		2,338,570
Non financial private sector and residents abroad		65,592		9,322,618		5,849,252		3,850,010		2,508,813		2,923,158		4,256,736		28,776,179

TOTAL		65,592		10,013,876		6,123,908		4,133,788		2,981,553		3,483,859		4,351,487		31,154,063	(1)

(1)	See (1) in Exhibit B.

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EXHIBIT E

DETAIL OF INVESTMENTS IN OTHER COMPANIES

AS OF MARCH 31, 2013 AND DECEMBER 31, 2012

(Translation of financial statements originally issued in Spanish – See note 18)

-Stated in thousands of pesos-


														Information about the issuer
Concept			Shares					Amount							Data from last published financial statements
Identification		Description	Class	Unit face value		Votes per share		Number		03-31-2013		12-31-2012		Main business	Period / Fiscal year end		Capital stock		Stockholders’ equity		Income/ (Loss) for the period / fiscal year
		FINANCIAL INSTITUTIONS, SUPPLEMENTARY AND AUTHORIZED
		Controlled
		Local																		thousands of pesos
	33642192049	BBVA Francés Valores Sociedad de Bolsa S.A.	Common		500$		1		12,396		15,776		15,328	Stockholder		03-31-2013		6,390		16,265		461
	30663323926	Consolidar Administradora de Fondos de Jubilaciones y Pensiones S.A. (undergoing liquidation proceedings)	Common		1$		1		35,425,947		8,062		8,973	Pensions fund manager		03-31-2013		65,739		14,960		(4,292	)
	30707847367	PSA Finance Arg. Cía Financiera S.A.	Common		1,000$		1		26,089		122,193		109,736	Financial institution		03-31-2013		52,178		244,386		24,914
	30548590163	BBVA Francés Administradora de Inversiones S.A.Sociedad Gerente de Fondos Comunes de Inversión	Common		1$		1		230,398		62,245		58,620	Investment Fund Manager		03-31-2013		243		65,521		3,816

			Subtotal controlled								208,276		192,657

		Non controlled
		Local
	33707124909	Rombo Cía. Financiera S.A.	Common		1,000$		1		24,000		109,692		97,268	Financial Institution		03-31-2013		60,000		274,230		31,059
	30598910045	Visa Argentina S.A.	Common		1$		1		1,630,496		6,667		6,667	Services to companies		05-31-2012		15,000		231,208		169,876
	30604796357	Banelco S.A.	Common		1$		1		2,574,907		7,666		7,179	Information services		12-31-2012		23,599		62,631		25,777
	30690783521	Interbanking S.A.	Common		1$		1		149,556		2,931		2,931	Services		12-31-2011		1,346		84,881		67,511
		Other									278		280
	30710156561	Banco Lat. de Comercio Exterior S.A.	Common B		33$		1		20,221		1,289		1,238	Banking institution		12-31-2012		1,376,746		4,064,026		457,466

			Subtotal noncontrolled								128,523		115,563

			Total in financial institutions, supplementary and authorized								336,799		308,220

		IN OTHER COMPANIES
		Non controlled
		Local
	30500064230	BBVA Consolidar Seguros S.A.	Common		1$		1		1,301,847		21,840		19,983	Insurance		03-31-2013		10,651		178,726		38,666
		Foreign
		Other									64		62

			Subtotal non controlled								21,904		20,045

			Total in other companies								21,904		20,045

			Total investments in other companies								358,703		328,265

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EXHIBIT F

MOVEMENT OF PREMISES AND EQUIPMENT AND OTHER ASSETS

FOR THE THREE MONTH PERIOD ENDED MARCH 31, 2013 AND

THE FISCAL YEAR ENDED DECEMBER 31, 2012

(Translation of financial statements originally issued in Spanish—See note 18)

-Stated in thousands of pesos-


Description	Net book value at beginning of fiscal year		Additions		Transfers			Decreases		Depreciation for the period				Net book value at 03-31-2013		Net book value at 12-31-2012
Description	Net book value at beginning of fiscal year		Additions		Transfers			Decreases		Years of useful life		Amount		Net book value at 03-31-2013		Net book value at 12-31-2012
PREMISES AND EQUIPMENT
Real Estate		372,262		149		—,—			—,—		50		5,582		366,829		372,262
Furniture and Facilities		160,032		1,122		(1,577	)		—,—		10		5,311		154,266		160,032
Machinery and Equipment		84,864		4,852		1,577			1,859		5		11,578		77,856		84,864
Automobiles		2,283		—,—		(1	)		—,—		5		202		2,080		2,283

Total		619,441		6,123		(1	)		1,859				22,673		601,031		619,441

OTHER ASSETS
Construction in progress		—,—		3,031		—,—			—,—		—,—		—,—		3,031		—,—
Advances to suppliers of goods		4,356		205		—,—			71		—,—		—,—		4,490		4,356
Works of Art		992		—,—		—,—			—,—		—,—		—,—		992		992
Leased assets		2,342		—,—		—,—			—,—		50		12		2,330		2,342
Property taken as security for loans		1,912		1,281		1			—,—		50		17		3,177		1,912
Stationery and office supplies		8,244		17,340		—,—			14,900		—,—		—,—		10,684		8,244
Other		8,448		—,—		—,—			—,—		50		47		8,401		8,448

Total		26,294		21,857		1			14,971				76		33,105		26,294

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EXHIBIT G

MOVEMENT OF INTANGIBLE ASSETS FOR THREE MONTH PERIOD

ENDED MARCH 31, 2013 AND THE FISCAL YEAR ENDED DECEMBER 31, 2012

(Translation of financial statements originally issued in Spanish—See note 18)

-Stated in thousands of pesos-


Description	Net book value at beginning of fiscal year		Additions		Amortization for the period
Description	Net book value at beginning of fiscal year		Additions		Years of useful life		Amount		Net book value at 03-31-2013		Net book value at 12-31-2012
Organization and development expenses (1)		117,193		5,959		1 & 5		11,264		111,888		117,193
Organization and development non-deductible expenses		—,—		13,357		—,—		13,357		—,—		—,—

Total		117,193		19,316				24,621		111,888		117,193

(1)	This caption mainly includes costs from information technology projects and leasehold improvements.

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EXHIBIT H

CONCENTRATION OF DEPOSITS

AS OF MARCH 31, 2013 AND DECEMBER 31, 2012

(Translation of financial statements originally issued in Spanish—See note 18)

-Stated in thousands of pesos-


	03-31-2013					12-31-2012
Number of clients	Outstanding balance		% of total portfolio			Outstanding balance		% of total portfolio
10 largest clients		3,553,025		10.16	%		3,870,418		11.33	%
50 next largest clients		3,289,836		9.41	%		3,195,171		9.35	%
100 following clients		2,209,707		6.32	%		2,148,515		6.29	%
Remaining clients		25,910,388		74.11	%		24,956,938		73.03	%

TOTAL		34,962,956		100.00	%		34,171,042		100.00	%

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EXHIBIT I

BREAKDOWN OF MATURITY TERMS OF DEPOSITS,

OTHER LIABILITIES FROM FINANCIAL TRANSACTIONS AND

SUBORDINATED CORPORATE BONDS

AS OF MARCH 31, 2013

(Translation of financial statements originally issued in Spanish—See note 18)

-Stated in thousands of pesos-


	Terms remaining to maturity
Description	1 month		3 months		6 months		12 months		24 months		More than 24 months		Total
Deposits		31,547,999		2,756,974		502,740		154,873		149		221		34,962,956

Other liabilities from financial transactions
Argentine Central Bank		53,117		—,—		—,—		—,—		—,—		—,—		53,117
Banks and International Institutions		52,003		2,923		—,—		—,—		—,—		—,—		54,926
Unsubordinated corporate bonds		5,307		—,—		148,900		—,—		—,—		—,—		154,207
Financing received from Argentine financial institutions		8,197		—,—		—,—		—,—		—,—		—,—		8,197
Other		1,588,914		1,043		2,336		2,693		3,572		3,387		1,601,945

Total		1,707,538		3,966		151,236		2,693		3,572		3,387		1,872,392

TOTAL		33,255,537		2,760,940		653,976		157,566		3,721		3,608		36,835,348

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EXHIBIT J

MOVEMENT OF ALLOWANCES FOR THE THREE MONTH PERIOD

ENDED MARCH 31, 2013 ANF THE FISCAL YEAR ENDED DECEMBER 31, 2012

(Translation of financial statements originally issued in Spanish—See note 18)

-Stated in thousands of pesos-


						Decreases				Book value
Description	Book value at beginning of fiscal year		Increases (5)			Reversals		Applications		03-31-2013		12-31-2012
DEDUCTED FROM ASSETS
Government securities
- For impairment value		188		3	(4)		—,—		—,—		191		188
Loans
- Allowance for doubtful loans		497,041		89,079	(1)		—,—		47,173		538,947		497,041
Other receivables from financial transactions
- Allowance for doubtful receivables and impairment		950		—,—	(1)		79		—,—		871		950
Receivables from financial leases
- Allowance for doubtful receivables and impairment		12,400		1,491	(1)		—,—		175		13,716		12,400
Other receivables
- Allowance for doubtful receivables (2)		293,320		67,935			792		13		360,450		293,320

Total		803,899		158,508			871		47,361		914,175		803,899

LIABILITIES-ALLOWANCES
- Contingents commitments (1)		480		5			—,—		—,—		485		480
- Other contingencies		556,937		27,547	(3)		3,787		5,172		575,525		556,937

Total		557,417		27,552			3,787		5,172		576,010		557,417

(1)	Recorded in compliance with the provisions of Communication “A” 3918, as supplemented, of the BCRA, taking into account note 2.3.f).

(2)	Includes mainly the potential loan loss risk arising from the amounts booked as Miscellaneous receivables relating to the petitions for the protection of constitutional rights (Amparos) paid and the deferred tax asset (See note 4.1).

(3)	Recorded to cover possible contingencies that were not considered in other accounts (court orders corresponding to petitions for protection of civil rights, labor, commercial and other lawsuits). (See note 2.3.q).

(4)	Recorded in compliance with the provisions of Communication “A” 4084 of the BCRA.

(5)	Includes exchange differences generated as allowances in foreign currency, booked in the “Financial income—Gold and foreign currency exchange difference” account, as follow:


- Government Securities			3
- Loans			1,221
- Other receivables			265

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EXHIBIT K

CAPITAL STRUCTURE AS OF MARCH 31, 2013

(Translation of financial statements originally issued in Spanish—See note 18)

-Stated in thousands of pesos-

SHARES

CAPITAL STOCK

Quantity

Votes per
share

Issued

Pending
issuance or
distribution

Paid in

Class

Outstanding

In portfolio

Common

536,877,850

536,833

—,—

(1)

536,878

(2)

(1)	Shares issued and available to stockholders but not as yet withdrawn.

(2)	Fully registered with the Public Registry of Commerce (See note 1.2.).

- 40 -

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EXHIBIT L

FOREIGN CURRENCY BALANCES AS OF

MARCH 31, 2013 AND DECEMBER 31, 2012

(Translation of financial statements originally issued in Spanish—See note 18)

-Stated in thousands of pesos


Accounts	03-31-2013														12-31-2012
			Total of the period (per type of currency)
	Total of the period		Euro		US Dollars		Pounds Sterling		Swiss Franc		Yen		Other		Total of the fiscal year
ASSETS
Cash and due from banks		2,202,300		103,585		2,086,967		1,547		241		481		9,479		2,010,639
Government and private securities		142		—,—		142		—,—		—,—		—,—		—,—		187
Loans		2,170,654		—,—		2,170,654		—,—		—,—		—,—		—,—		2,510,234
Other receivables from financial transactions		61,505		43		61,462		—,—		—,—		—,—		—,—		22,827
Receivables from financial leases		412		—,—		412		—,—		—,—		—,—		—,—		389
Investments in other companies		1,353		—,—		1,353		—,—		—,—		—,—		—,—		1,300
Other receivables		240,535		182		240,353		—,—		—,—		—,—		—,—		244,654
Suspense items		1,064		—,—		1,064		—,—		—,—		—,—		—,—		634

TOTAL		4,677,965		103,810		4,562,407		1,547		241		481		9,479		4,790,864

LIABILITIES
Deposits		3,233,674		54,117		3,179,557		—,—		—,—		—,—		—,—		3,514,335
Other liabilities from financial transactions		529,607		33,096		493,300		817		145		2		2,247		686,905
Other liabilities		31,134		—,—		31,134		—,—		—,—		—,—		—,—		67,643
Suspense items		171		1		170		—,—		—,—		—,—		—,—		869

TOTAL		3,794,586		87,214		3,704,161		817		145		2		2,247		4,269,752

MEMORANDUM ACCOUNTS
Debit accounts (except contra debit accounts)
Contingent		991,225		113,190		878,035		—,—		—,—		—,—		—,—		1,014,040
Control		18,559,854		144,861		18,376,878		—,—		468		—,—		37,647		15,796,995

TOTAL		19,551,079		258,051		19,254,913		—,—		468		—,—		37,647		16,811,035

Credit accounts (except contra credit accounts)
Contingent		194,339		11,058		183,281		—,—		—,—		—,—		—,—		217,488
Control		90,497		26,204		64,293		—,—		—,—		—,—		—,—		189,468

TOTAL		284,836		37,262		247,574		—,—		—,—		—,—		—,—		406,956

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EXHIBIT N

ASSISTANCE TO RELATED CLIENTS AND AFFILIATES

AS OF MARCH 31, 2013 AND DECEMBER 31, 2012

(Translation of financial statements originally issued in Spanish—See note 18)

-Stated in thousands of pesos-


	Status
Concept	Normal		With special follow-up / Low risk		With problems / Medium risk				With high risk of uncollectibility / High risk				Uncollectible		Classified uncollectible as such under regulatory requirements		Total (1)
Concept	Normal		With special follow-up / Low risk		Not yet matured		Past-due		Not yet matured		Past-due		Uncollectible				03-31-2013		12-31-2012
1. Loans		1,748,322		—,—		—,—		—,—		—,—		—,—		—,—		—,—		1,748,322		1,646,770
- Overdraft		2,131		—,—		—,—		—,—		—,—		—,—		—,—		—,—		2,131		5,177
Without senior security or counter guaranty		2,131		—,—		—,—		—,—		—,—		—,—		—,—		—,—		2,131		5,177
- Discounted Instruments		—,—		—,—		—,—		—,—		—,—		—,—		—,—		—,—		—,—		—,—
Without senior security or counter guaranty		—,—		—,—		—,—		—,—		—,—		—,—		—,—		—,—		—,—		—,—
- Real Estate Mortgage and Collateral Loans		941		—,—		—,—		—,—		—,—		—,—		—,—		—,—		941		954
Other collaterals and counter guaranty “B”		941		—,—		—,—		—,—		—,—		—,—		—,—		—,—		941		954
- Consumer		1,618		—,—		—,—		—,—		—,—		—,—		—,—		—,—		1,618		1,268
Without senior security or counter guaranty		1,618		—,—		—,—		—,—		—,—		—,—		—,—		—,—		1,618		1,268
- Credit Cards		2,434		—,—		—,—		—,—		—,—		—,—		—,—		—,—		2,434		1,879
Without senior security or counter guaranty		2,434		—,—		—,—		—,—		—,—		—,—		—,—		—,—		2,434		1,879
- Other		1,741,198		—,—		—,—		—,—		—,—		—,—		—,—		—,—		1,741,198		1,637,492
Without senior security or counter guaranty		1,741,198		—,—		—,—		—,—		—,—		—,—		—,—		—,—		1,741,198		1,637,492
2. Other receivables from financial transactions		22,152		—,—		—,—		—,—		—,—		—,—		—,—		—,—		22,152		22,356
3. Receivables from financial leases and other		74		—,—		—,—		—,—		—,—		—,—		—,—		—,—		74		86
4. Contingent commitments		95,440		—,—		—,—		—,—		—,—		—,—		—,—		—,—		95,440		91,702
5. Investments in other companies and private securities		334,523		—,—		—,—		—,—		—,—		—,—		—,—		—,—		334,523		310,028

Total		2,200,511		—,—		—,—		—,—		—,—		—,—		—,—		—,—		2,200,511		2,070,942

Total Allowances		16,425		—,—		—,—		—,—		—,—		—,—		—,—		—,—		16,425		16,652

(1)	Maximum amount granted to related clients during March 2013 and December 2012, respectively, according to BCRA rules.

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EXHIBIT O

FINANCIAL DERIVATIVES INSTRUMENTS

AS OF MARCH 31, 2013

(Translation of financial statements originally issued in Spanish—See note 18)

-Stated in thousands of pesos-

Type of
contract

Purpose of
transactions

Underlying
asset

Type of Settlement

Traded at / Counterparty

Weighted
average term as
originally
agreed
(months)

Weighted
average
residual
term
(months)

Weighted
average
term for
difference
settlements
(days)

Amount

Swaps

Financial transactions–own account

—

Upon expiration of differences

Residents in Argentina –

Financial sector

1,085,661

Swaps

Interest rate hedge

—

Upon expiration of differences

Residentes in Argentina –

Non-financial sector

122

47,448

Futures

Financial transactions–own account

Foreign currency

Upon expiration of differences

ROFEX

4,198,760

Futures

Financial transactions–own account

Foreign currency

Upon expiration of differences

MAE

6,797,403

Repo transactions

Financial transactions–own account

Other

Upon expiration of differences

Residents in Argentina –

Financial sector

376,099

TOTAL

12,505,371

- 43 -

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CONSOLIDATED BALANCE SHEETS AS OF

MARCH 31, 2013 AND DECEMBER 31, 2012

(Art. 33 of Law Nr. 19,550)

(Translation of financial statements originally issued in Spanish—See note 18 to the stand-alone Financial Statements)

-Stated in thousands of pesos-


	03-31-2013		12-31-2012
ASSETS:
A. CASH AND DUE FROM BANKS:
Cash		1,855,098		1,879,436
Due from banks and correspondents		5,721,394		6,735,453

Argentine Central Bank (BCRA)		5,601,286		6,597,330
Other local		6,378		746
Foreign		113,730		137,377

		7,576,492		8,614,889

B. GOVERNMENT AND PRIVATE SECURITIES (Note 7.a):
Holdings booked at fair value		1,649,875		1,832,079
Holdings booked at amortized cost		164		164
Instruments issued by the BCRA		2,641,160		2,201,676
Investments in listed private securities		59,828		68,115
Less: Allowances		191		188

		4,350,836		4,101,846

C. LOANS:
To government sector (Exhibit 1)		39,314		35,067
To financial sector (Exhibit 1)		1,448,648		1,493,493

Interfinancial – (Call granted)		157,000		162,000
Other financing to local financial institutions		1,058,984		1,127,298
Interest and listed-price differences accrued and pending collection		232,664		204,195
To non financial private sector and residents abroad (Exhibit 1)		29,031,322		27,488,728

Overdraft		6,402,371		5,097,179
Discounted instruments		4,041,005		4,240,993
Real estate mortgage		908,456		877,775
Collateral Loans		2,710,364		2,479,398
Consumer		5,019,563		4,772,798
Credit cards		4,888,590		4,729,243
Other		4,689,035		4,921,690
Interest and listed-price differences accrued and pending collection		448,256		443,065
Less: Interest documented together with main obligation		76,318		73,413
Less: Allowances		570,671		523,857

		29,948,613		28,493,431

D. OTHER RECEIVABLES FROM FINANCIAL TRANSACTIONS:
Argentine Central Bank (BCRA)		581,789		537,997
Amounts receivable for spot and forward sales to be settled		442,132		931
Instruments to be received for spot and forward purchases to be settled		38,785		18
Unlisted corporate bonds (Exhibit 1)		2,732		15,973
Non-deliverable forward transactions balances to be settled		26,320		8,834
Other receivables not covered by debtor classification regulations		—,—		404
Other receivables covered by debtor classification regulations (Exhibit 1) (Note 7.b)		153,792		140,218
Less: Allowances		3,805		3,450

		1,241,745		700,925

E. RECEIVABLES FROM FINANCIAL LEASES:
Receivables from financial leases (Exhibit 1)		1,205,273		1,108,152
Interest accrued pending collection (Exhibit 1)		20,461		15,316
Less: Allowances		14,596		13,234

		1,211,138		1,110,234

F. INVESTMENTS IN OTHER COMPANIES:
In financial institutions		110,981		98,506
Other (Note 7.c)		49,844		47,495

		160,825		146,001

G. OTHER RECEIVABLES:
Other (Note 7.d)		1,247,794		1,135,000
Other interest accrued and pending collection		8,561		6,114
Less: Allowances		372,961		306,529

		883,394		834,585

H. PREMISES AND EQUIPMENT:		601,610		619,981

I. OTHER ASSETS:		42,618		34,095

J. INTANGIBLE ASSETS:
Organization and development expenses		112,033		117,331

		112,033		117,331

K. SUSPENSE ITEMS:		10,817		10,811

L. OTHER SUBSIDIARIES’ ASSETS (Note 7.e):		450		450

TOTAL ASSETS:		46,140,571		44,784,579

- 44 -

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(Contd.)

CONSOLIDATED BALANCE SHEETS AS OF

MARCH 31, 2013 AND DECEMBER 31, 2012

(Art. 33 of Law Nr. 19,550)

(Translation of financial statements originally issued in Spanish - See note 18 to the stand-alone Financial Statements)

-Stated in thousands of pesos-


	03-31-2013		12-31-2012
LIABILITIES:
M. DEPOSITS:
Government sector		1,961,923		2,122,608
Financial sector		28,100		18,787
Non financial private sector and residents abroad		32,982,850		32,023,658

Checking accounts		8,623,662		8,791,731
Savings deposits		9,732,566		9,803,777
Time deposits		13,827,111		12,653,990
Investments accounts		6,454		6,929
Other		640,535		639,281
Interest and listed-price differences accrued payable		152,522		127,950

		34,972,873		34,165,053

N. OTHER LIABILITIES FROM FINANCIAL TRANSACTIONS:
Argentine Central Bank		53,117		51,936

Other		53,117		51,936
Banks and International Institutions		54,081		262,770
Unsubordinated corporate bonds		533,967		649,993
Amounts payable for spot and forward purchases to be settled		38,874		18
Instruments to be delivered for spot and forward sales to be settled		458,455		926
Financing received from Argentine financial institutions		415,185		344,683

Interfinancial (call received)		6,500		20,000
Other financings from local financial institutions		408,677		324,655
Interest accrued payable		8		28
Non-deliverable forward transactions balances to be settled		1,111		928
Other (Note 7.f)		1,680,509		1,939,689
Interest and listed–price differences accrued payable		41,143		34,180

		3,276,442		3,285,123

O. OTHER LIABILITIES:
Fees payable		457		103
Other (Note 7.g)		1,604,771		1,419,077

		1,605,228		1,419,180

P. ALLOWANCES:		665,210		644,962

Q. SUSPENSE ITEMS:		14,716		20,007

R. OTHER SUBSIDIARIES’ LIABILITIES (Note 7.h):		337		337

TOTAL LIABILITIES:		40,534,806		39,534,662

S. MINORITY INTEREST IN SUBSIDIARIES (Note 4):		129,677		117,981

STOCKHOLDERS’ EQUITY:		5,476,088		5,131,936

TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY:		46,140,571		44,784,579

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MEMORANDUM ACCOUNTS

(Translation of financial statements originally issued in Spanish - See note 18 to the stand-alone Financial Statements)

-Stated in thousands of pesos-


	03-31-2013		12-31-2012
DEBIT ACCOUNTS
Contingent
- Borrowings (unused balances)		46,350		43,950
- Guaranties received		9,052,163		7,759,627
- Contra contingent debit accounts		850,163		896,169

		9,948,676		8,699,746

Control
- Receivables classified as irrecoverable		404,171		371,935
- Other (Note 7.i)		68,610,082		65,927,867
- Contra control debit accounts		1,081,245		1,642,287

		70,095,498		67,942,089

Derivatives
- “Notional” amount of non-deliverable forward transactions		5,764,197		3,452,819
- Interest rate SWAP		978,110		878,657
- Contra debit derivatives accounts		5,231,966		2,865,678

		11,974,273		7,197,154

For trustee activities
- Funds in trust		6,582		6,585

		6,582		6,585

TOTAL		92,025,029		83,845,574

CREDIT ACCOUNTS
Contingent
- Credit lines granted (unused portion) covered by debtor classification regulations (Exhibit 1)		307,313		322,959
- Guaranties provided to the BCRA		115,255		131,094
- Other guaranties given covered by debtor classification regulations (Exhibit 1)		140,228		188,521
- Other guaranties given non covered by debtor classification regulations		190,790		177,080
- Other covered by debtor classification regulations (Exhibit 1)		96,577		76,515
- Contra contingent credit accounts		9,098,513		7,803,577

		9,948,676		8,699,746

Control
- Items to be credited		897,406		1,404,173
- Other		183,839		238,114
- Contra control credit accounts		69,014,253		66,299,802

		70,095,498		67,942,089

Derivatives
- “Notional” amount of non-deliverable forward transactions		5,231,966		2,865,678
- Contra credit derivatives accounts		6,742,307		4,331,476

		11,974,273		7,197,154

For trustee activities
- Contra credit accounts for trustee activities		6,582		6,585

		6,582		6,585

TOTAL		92,025,029		83,845,574

The accompanying notes 1 through to 7 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 stand-alone Financial Statements of BBVA Banco Francés S.A. and are to be read in conjunction therewith.

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CONSOLIDATED STATEMENTS OF INCOME

FOR THE THREE MONTH PERIODS ENDED MARCH 31, 2013 AND 2012

(Art. 33 of Law Nr. 19,550)

(Translation of financial statements originally issued in Spanish - See note 18 to the stand-alone Financial Statements)

-Stated in thousands of pesos-


	03-31-2013		03-31-2012
A. FINANCIAL INCOME
Interest on cash and due from banks		54		—,—
Interest on loans to the financial sector		70,638		58,957
Interest on overdraft		260,372		152,667
Interest on discounted instruments		164,617		134,566
Interest on real estate mortgage		35,731		30,337
Interest on collateral loans		129,754		82,829
Interest on credit card loans		198,617		140,697
Interest on other loans		474,708		364,656
Interest from other receivables from financial transactions		9,288		9,777
Interest on financial leases		49,812		38,191
Income from secured loans—Decree 1387/01		2,200		1,014
Net income from government and private securities		177,154		149,270
Net income from options		—,—		1,021
Indexation by CER		38,809		32,144
Gold and foreign currency exchange difference		55,771		44,184
Other		74,689		53,904

		1,742,214		1,294,214

B. FINANCIAL EXPENSE
Interest on savings deposits		3,154		2,866
Interest on time deposits		461,108		395,694
Interest on interfinancial financing (call received)		382		1,141
Interest on other financing from financial institutions		17,908		9,973
Interest on other liabilities from financial transactions		34,610		27,265
Other interest		1,415		3,273
Indexation by CER		35		48
Contribution to the deposit guaranty fund		14,661		12,684
Other		104,896		59,354

		638,169		512,298

GROSS INTERMEDIATION MARGIN – GAIN		1,104,045		781,916

C. ALLOWANCES FOR LOAN LOSSES		94,100		58,881

D. SERVICE CHARGE INCOME
Related to lending transactions		296,121		202,146
Related to liability transactions		255,521		206,207
Other commissions		28,027		27,002
Other (Note 7.j)		173,391		119,676

		753,060		555,031

E. SERVICE CHARGE EXPENSE
Commissions		137,188		89,427
Other (Note 7.k)		71,198		48,413

		208,386		137,840

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(Contd.)

CONSOLIDATED STATEMENTS OF INCOME

FOR THE THREE MONTH PERIODS ENDED MARCH 31, 2013 AND 2012

(Art. 33 of Law Nr. 19,550)

(Translation of financial statements originally issued in Spanish - See note 18 to the stand-alone Financial Statements)

-Stated in thousands of pesos-


	03-31-2013			03-31-2012
F. ADMINISTRATIVE EXPENSES
Payroll expenses		526,385			413,724
Fees to Bank Directors and Supervisory Committee		1,058			570
Other professional fees		14,112			9,835
Advertising and publicity		46,867			25,364
Taxes		76,449			50,194
Fixed assets depreciation		22,701			18,408
Organizational expenses amortization		11,273			8,737
Other operating expenses		124,811			94,727
Other		96,502			70,979

		920,158			692,538

NET GAIN FROM FINANCIAL TRANSACTIONS		634,461			447,688

RESULTS OF MINORITY INTEREST IN SUBSIDIARIES		(11,697	)		(7,189	)

G. OTHER INCOME
Income from long-term investments		14,802			11,152
Punitive interests		2,863			1,872
Loans recovered and reversals of allowances		22,568			16,670
Other (Note 7.l)		83,534			132,903

		123,767			162,597

H. OTHER EXPENSE
Punitive interests and charges paid to BCRA		9			15
Charge for uncollectibility of other receivables and other allowances		96,827			94,290
Amortization of difference arising from judicial resolutions		13,357			3,594
Depreciation and losses from miscellaneous assets		76			110
Other		11,285			8,993

		121,554			107,002

NET GAIN BEFORE INCOME TAX AND TAX ON MINIMUM PRESUMED INCOME		624,977			496,094

I. INCOME TAX AND TAX ON MINIMUM PRESUMED INCOME		280,825			255,576

NET INCOME FOR THE PERIOD		344,152			240,518

The accompanying notes 1 through 7 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 stand-alone Financial Statements of BBVA Banco Francés S.A. and are to be read in conjunction therewith.

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CONSOLIDATED STATEMENTS OF CASH AND CASH EQUIVALENTS FLOW

FOR THE THREE MONTH PERIODS ENDED MARCH 31, 2013 AND 2012

(ART. 33 OF LAW Nr. 19,550)

(Translation of financial statements originally issued in Spanish - See note 18 to the stand-alone Financial Statements)

-Stated in thousands of pesos-


	03-31-2013			03-31-2012
CHANGES IN CASH AND CASH EQUIVALENTS
Cash and cash equivalents at the beginning of the fiscal year		9,048,450	(1)		6,618,270	(1)
Cash and cash equivalents at the end of the period		8,064,658	(1)		6,910,323	(1)

Net (decrease) / increase in cash and cash equivalents		(983,792	)		292,053

REASONS FOR CHANGES IN CASH AND CASH EQUIVALENTS
Operating activities
Net collections/ (payments) from:
- Government and private securities		(57,216	)		(75,727	)
- Loans		46,436			477,078

to financial sector		113,314			(59,714	)
to non-financial public sector		(2,600	)		7,762
to non-financial private sector and residents abroad		(64,278	)		529,030
- Other receivables from financial transactions		(52,129	)		(33,087	)
- Receivables from financial leases		(100,904	)		8,167
- Deposits		211,226			74,066

to financial sector		9,313			(11,819	)
to non-financial public sector		(160,756	)		194,303
to non-financial private sector and residents abroad		362,669			(108,418	)
- Other liabilities from financial transactions		(261,299	)		51,138

Financing from financial or interfinancial sector (call received)		(13,500	)		(88,000	)
Others (except liabilities included in Financing Activities)		(247,799	)		139,138
Collections related to service charge income		753,625			549,779
Payments related to service charge expense		(203,167	)		(136,681	)
Administrative expenses paid		(845,215	)		(667,069	)
Organizational and development expenses paid		(8,246	)		(6,580	)
Net collections from punitive interest		2,500			1,666
Differences from judicial resolutions paid		(3,734	)		(3,594	)
Collections of dividends from other companies		2,083			21
Other collections related to other income and expenses		101,786			149,135

Net cash flows (used in) / provided by operating activities		(414,254	)		388,312

Investment activities
Net (payments) / collections from premises and equipment		(4,330	)		19,263
Net payments from other assets		(8,599	)		(2,037	)
Collections from sales of ownership interests in other companies		—,—			14,733
Other payments from investment activities		(139,802	)		(70,683	)

Net cash flows used in investment activities		(152,731	)		(38,724	)

Financing activities
Net collections / (payments) from:
- Unsubordinated corporate bonds		(116,026	)		239,700
- Argentine Central Bank		1,159			(960	)

Other		1,159			(960	)
- Banks and international agencies		(208,689	)		(59,255	)
- Financing received from local financial institutions		84,022			(19,627	)
Other payments from financing activities		(177,327	)		(217,393	)

Net cash flows used in financing activities		(416,861	)		(57,535	)

Financial results and results from holdings of cash and cash equivalents (including interest)		54			—,—
Net (decrease) / increase in cash and cash equivalents		(983,792	)		292,053

(1)	See note 6 “Statement of cash and cash equivalents flow”.

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

WITH SUBSIDIARIES AS OF MARCH 31, 2013, PRESENTED IN COMPARATIVE FORM WITH

THE BALANCE SHEET AS OF DECEMBER 31, 2012, AND THE STATEMENTS OF INCOME

AND CASH AND CASH EQUIVALENTS FLOW AS OF MARCH 31, 2012

(Art. 33 of Law Nr. 19,550)

(Translation of financial statements originally issued in Spanish - See note 18 to the stand-alone Financial Statements)

-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 Pronouncement Nr. 21 of the Argentine Federation of Professional Councils in Economic Sciences, BBVA Banco Francés S.A. (hereinafter indistinctly referred to as either “BBVA Francés” or the “Bank”) has consolidated—line by line – its balance sheets as of March 31, 2013 and the end of the previous fiscal year, and the statements of income and cash and cash equivalents flow for the three month periods ended March 31, 2013 and 2012, as per the following detail:

–

As of March 31, 2013:

With the financial statements of BBVA Francés Valores Sociedad de Bolsa S.A., PSA Finance Argentina Cía. Financiera S.A. and BBVA Francés Asset Management S.A. Sociedad Gerente de Fondos Comunes de Inversión for the three month periods ended March 31, 2013 and 2012.

With the financial statements of Consolidar Administradora de Fondos de Jubilaciones y Pensiones S.A. (undergoing liquidation proceedings) for the nine month period ended March 31, 2013 and 2012.

–

As of December 31, 2012:

With the financial statements of Consolidar Administradora de Fondos de Jubilaciones y Pensiones S.A. (undergoing liquidation proceedings) for the six month period ended December 31, 2012.

The results and cash and cash equivalents flow of Consolidar Administradora de Fondos de Jubilaciones y Pensiones S.A. (undergoing liquidation proceedings) have been adjusted for purposes of comparison of the fiscal years of companies consolidating on the basis of a three month period ended on March 31, 2013 and 2012.

Interests in subsidiaries as of March 31, 2013 and the end of the previous fiscal year are listed below:


	Shares						Interest percentage in
	Type		Quantity				Total Capital				Possible Votes
Companies			03-31-2013		12-31-2012		03-31-2013		12-31-2012		03-31-2013		12-31-2012
BBVA Francés Valores Soc. de Bolsa S.A.		Common		12,396		12,396		96.9953		96.9953		96.9953		96.9953
Consolidar A.F.J.P. S.A. (undergoing liquidation proceedings)		Common		35,425,947		35,425,947		53.8892		53.8892		53.8892		53.8892
PSA Finance Argentina Cía Financiera S.A.		Common		26,089		26,089		50.0000		50.0000		50.0000		50.0000
BBVA Francés Asset Management S.A. Sociedad Gerente de Fondos Comunes de Inversión		Common		230,398		230,398		95.0000		95.0000		95.0000		95.0000

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Total assets, liabilities and stockholders’ equity in accordance with the criteria defined in note 2 below, as of March 31, 2013 and the end of the previous fiscal year and net income balances for the three month periods ended March 31, 2013 and 2012, are listed below:


	Assets				Liabilities				Stockholders’ Equity				Net income/ gain-(loss)
Companies	03-31-2013		12-31-2012		03-31-2013		12-31-2012		03-31-2013		12-31-2012		03-31-2013			03-31-2012
BBVA Francés Valores Soc. de Bolsa S.A.		20,429		19,583		4,164		3,780		16,265		15,803		461			948
Consolidar A.F.J.P. S.A. (undergoing liquidation proceedings)		106,773		106,381		91,813		89,731		14,960		16,650		(1,690	)		175
PSA Finance Argentina Cía Financiera S.A.		2,180,939		1,924,231		1,936,553		1,704,759		244,386		219,472		24,914			14,111
BBVA Francés Asset Management S.A. Sociedad Gerente de Fondos Comunes de Inversión		72,272		66,619		6,751		4,914		65,521		61,705		3,816			2,461

2.	VALUATION METHODS

The financial statements of the subsidiaries have been prepared based on similar methods to those applied by the Bank for preparing its own financial statements, in connection with assets and liabilities valuation, income measurement and restatement procedure as explained in note 2 to the stand-alone financial statements of the Bank. The following are the main differences with the professional accounting standards:

Arising from the application of the accounting standards laid down by the National Superintendence of Insurance (SSN) and the main differences with the professional accounting standards in force in Argentina:

The items included under the captions Other subsidiaries’ assets and Other subsidiaries’ liabilities were valued in accordance with the regulations of the SSN.

Arising from the application of the accounting standards laid down by BCRA and the professional accounting standards in force in Argentina:

•

The commissions paid by PSA Finance Argentina Cía. Financiera S.A. to dealers for granting financing to companies and to the public in general in connection with purchases and sales of automobiles, which in accordance with the rules established by the BCRA are charged to the Income Statement, should be accrued throughout the duration of the loans generated by said dealers in accordance with currently applicable professional accounting standards. Had this criterion been applied, shareholders’ equity would have been increased by 10,695 and 10,636 as of March 31, 2013 and the end of the previous fiscal year, respectively.

•

The Bank has not made disclosures required by professional accounting standards in force in Argentina on discontinued operations or discontinuation in relation to the process of liquidating its subsidiary Consolidar A.F.J.P. S.A. (undergoing liquidation proceedings)

3.	REFORM OF THE INTEGRATED RETIREMENT AND PENSION SYSTEM

Law Nr. 26,425-Dissolution and liquidation of Consolidar A.F.J.P. S.A.:

Law Nr. 26,425, which came into force on December 4, 2008, mandated that the capitalization system that used to be an integral part of the Integrated Retirement and Pension System was to be suppressed and replaced by a single pay-as-you-go system that is now known as the Argentine Integrated Social Security System (SIPA). As a consequence, Consolidar A.F.J.P. S.A. ceased to manage the funds held in the individual capitalization accounts opened by the members and beneficiaries of the Integrated Retirement and Pension System. Said funds were transferred to the Fund to Guarantee the Sustainability of the State-run Social Security System exactly as they had been invested and it is now the Argentine Social Security Authority (ANSES) the only and sole holder of said assets and funds.

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Besides, on October 29, 2009, ANSES issued its Resolution Nr. 290/2009 whereby it granted a term of 30 working days to the pension fund managers that could be interested in re-converting their corporate purpose in order to manage the funds held as voluntary term deposits and as agreed-upon deposits in capitalization accounts for them to express their decision to do so.

Given the above situation and the inability of Consolidar A.F.J.P. S.A. to attain the corporate purpose and conduct the business for which it had been formed, on December 28, 2009, its Extraordinary General Unanimous Shareholders’ Meeting adopted the resolution to dissolve and subsequently liquidate Consolidar A.F.J.P. S.A. effective as of December 31, 2009 on the understanding that such will be the best alternative to safeguard the interests of both the creditors and the shareholders of the Company. In addition, as set forth in the Argentine Companies Law, the Shareholders’ Meeting decided to appoint Accountant Mr. Gabriel Orden and Mr. Rubén Lamandia to act as liquidators of Consolidar A.F.J.P. S.A. As of December 31, 2009 these gentlemen have been designated as the Company’s legal representatives. As of the date of issuance of these financial statements, they are moving forward with all the actions necessary to proceed with the liquidation of Consolidar A.F.J.P. S.A.

On January 28, 2010, the dissolution of Consolidar A.F.J.P. S.A. as well as the list of designated liquidators were registered with the Supervisory Board of Companies (IGJ)

In addition, the Extraordinary General Shareholders’ Meeting of Consolidar A.F.J.P. S.A. approved a voluntary reduction in capital stock for 75,000 on October 19, 2009. In turn, the IGJ conferred its approval to the capital reduction mentioned on January 11, 2010. In this respect, on January 19, 2010 the shareholders were transferred their capital contributions in conformity with the above-mentioned reduction.

BBVA Francés, in its capacity as shareholder requested that Consolidar A.F.J.P. S.A. (undergoing liquidation proceedings) should file a note with the Argentine Ministry of Economy and Public Finance and with the Argentine Social Security Authority to commence discussions within the framework of Law Nr. 26,425 in order to identify one or more resolution alternatives in connection with the consequences resulting from the events caused by the enactment of that Law. This note was filed by Consolidar A.F.J.P. S.A. (undergoing liquidation proceedings) on June 11, 2010.

In turn, on December 7, 2010, Consolidar A.F.J.P. S.A. (undergoing liquidation proceedings) filed an action for damages against the National State and the Ministry of Labor, Employment and Social Security with the court of original Federal Jurisdiction over Contentious Administrative Matters No. 4, Clerk of Court’s Office Nr. 7, case file Nr. 40,437/2010. The complaint was ratified by BBVA Francés in its capacity as majority shareholder in that Company. On July 15, 2011, Consolidar A.F.J.P. S.A. (undergoing liquidation proceedings) and BBVA Francés filed with the same court an enhanced complaint for determining the amounts claimed as damages. On March 9, 2012, the Court ordered the service of process on the National State. On November 23, 2012, the Court handed down a resolution demanding the production of evidence within a term of forty days, although this ruling is not yet final.

4.	MINORITY INTEREST IN SUBSIDIARIES

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


	03-31-2013		12-31-2012
Consolidar Administradora de Fondos de Jubilaciones y Pensiones S.A. (undergoing liquidation proceedings)		6,898		7,677
BBVA Francés Valores Sociedad de Bolsa S.A.		488		475
PSA Finance Argentina Cía Financiera S.A.		122,193		109,736
BBVA Francés Asset Management S.A. Sociedad Gerente de Fondos Comunes de Inversión		98		93

Total		129,677		117,981

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5.	RESTRICTIONS ON ASSETS

BBVA Francés Valores Sociedad de Bolsa S.A. holds two shares of Mercado de Valores de Buenos Aires S.A, booked in the amount of 10,300 as of March 31, 2013 and the end of the previous fiscal year. These shares have been pledged in favor of “CHUBB 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 stock broking companies with their obligations.

See note 7 to the stand-alone financial statements of the Bank.

6.	STATEMENT OF CASH AND CASH EQUIVALENTS FLOW


	03-31-2013		12-31-2012		03-31-2012		12-31-2011
a) Cash and due from banks		7,575,585		8,613,997		6,687,489		6,353,428
b) Goverment securities		117,073		102,453		105,334		85,342
c) Loans to financial sectors, call granted maturity date less than three months as from the end of each each period or fiscal year		372,000		332,000		117,500		179,500

CASH AND CASH EQUIVALENTS		8,064,658		9,048,450		6,910,323		6,618,270

7.	BREAKDOWN OF MAIN ITEMS

The detail of the main items included in financial statements is as follows:


	03-31-2013		12-31-2012
a) GOVERNMENT AND PRIVATE SECURITIES
* Holdings booked at fair value
Secured Bonds due in 2020		980,605		932,463
Federal Government Bonds in Pesos Badlar + 275 bp due in 2014		509,292		731,702
Secured Bonds due in 2018		153,186		151,422
Discount Bonds in pesos		—,—		10,560
Other		6,792		5,932

Total		1,649,875		1,832,079

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	03-31-2013			12-31-2012
* Holdings booked at amortized cost
Other		164			164

Total		164			164

* Instruments issued by the BCRA
BCRA Bills (LEBAC)		2,641,160			2,201,676

Total		2,641,160			2,201,676

* Investments in listed private securities
FBA Ahorro Pesos Investment Fund		43,008			55,329
HF Pesos Plus – Clase I Investment Fund		8,917			6,751
FBA Renta Pesos Investment Fund		7,276			4,583
Other		627			1,452

Total		59,828			68,115

- Allowances		(191	)		(188	)

Total		4,350,836			4,101,846

b) OTHER RECEIVABLES FROM FINANCIAL TRANSACTIONS – Other receivables covered by debtor classification regulations
Fees receivable		127,252			122,346
Other		26,540			17,872

Total		153,792			140,218

c) INVESTMENTS IN OTHER COMPANIES – Other
In companies - supplementary activities		27,940			27,450
In other companies-unlisted		21,904			20,045

Total		49,844			47,495

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	03-31-2013		12-31-2012
d) OTHER RECEIVABLES – Other
Tax prepayments		343,823		272,860
Guarantee deposits		305,679		290,105
Miscellaneous receivables		249,610		211,222
Loans to personnel		187,274		188,260
Prepayments		153,746		163,941
Other		7,662		8,612

Total		1,247,794		1,135,000

e) OTHER SUBSIDIARIES’ ASSETS
Other related to pension fund management business		450		450

Total		450		450

f) OTHER LIABILITIES FROM FINANCIAL TRANSACTIONS – Other
Accounts payable for consumption		705,403		757,046
Other withholdings and collections at source		261,903		418,198
Collections and other operations for the account of third parties		239,035		258,616
Money orders payable		175,231		197,243
Social security payment orders pending settlement		59,204		7,547
Loans received from Fondo Tecnológico Argentina (FONTAR) and Banco de Inversión y Comercio Exterior (BICE)		43,154		46,520
Pending Banelco debit transactions		30,595		105,288
Loans received from Interamerican Development Bank (IDB)		6,782		8,204
Other		159,202		141,027

Total		1,680,509		1,939,689

g) OTHER LIABILITIES – Other
Accrued taxes		740,718		562,448
Miscellaneous payables		422,831		476,876
Accrued salaries and payroll taxes		345,814		304,845
Amounts collected in advance		93,716		73,173
Other		1,692		1,735

Total		1,604,771		1,419,077

h) OTHER SUBSIDIARIES’ LIABILITIES
Other related pension fund management business		337		337

Total		337		337

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LOGO


	03-31-2013		12-31-2012
i) MEMORANDUM ACCOUNTS – DEBIT – CONTROL – Other
Securities representative of investment in escrow on behalf of the Guarantee
Fund for the Sustainability of the Pay-as-you-go System managed by the Argentine Republic		42,521,634		41,951,890
Items in safekeeping		22,504,608		20,096,342
Checks not yet credited		2,660,831		2,756,890
Collections items		450,250		495,183
Checks drawn on the Bank pending clearing		337,046		515,628
Other		135,713		111,934

Total		68,610,082		65,927,867


	03-31-2013		03-31-2012
j) SERVICE CHARGE INCOME – Other
Commissions for hiring of insurances		75,405		56,646
Commissions for loans and guaranties		35,945		17,700
Rental of safe-deposit boxes		24,439		22,015
Commissions for escrow		6,220		3,021
Commissions for transportations of values		5,044		4,022
Commissions for salary payment		2,217		2,321
Commissions for capital market transactions		2,173		833
Commissions for trust management		238		196
Other		21,710		12,922

Total		173,391		119,676

k) SERVICE CHARGE EXPENSE – Other
Turn-over tax		54,592		35,518
Insurance paid on lease transactions		10,750		7,708
Other		5,856		5,187

Total		71,198		48,413

l) OTHER INCOME – Other
Deferred income tax (1)		65,100		79,000
Interest on loans to personnel		6,986		6,478
Related parties expenses recovery		4,669		4,146
Income from the Credit Card Guarantee Fund		2,623		4,067
Rent		332		379
Gain from the sale of premises and equipment and other assets		43		36,902
Other		3,781		1,931

Total		83,534		132,903

(1)	Offset by a charge for the same amount in the line Charge for uncollectibility of other receivables and other allowances under the caption Other expense item.

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LOGO

EXHIBIT 1

CONSOLIDATED CLASSIFICATION OF FINANCING FACILITIES BY

CATEGORIES AND GUARANTIES RECEIVED

AS OF MARCH 31, 2013 AND DECEMBER 31, 2012

(Translation of financial statements originally issued in Spanish - See note 18 to the stand-alone Financial Statements)

-Stated in thousands of pesos-


	03-31-2013		12-31-2012
COMMERCIAL PORTFOLIO
Normal performance		17,027,877		16,291,376

Preferred collaterals and counter guaranties “A”		518,437		493,035
Other collaterals and counter guaranties “B”		439,405		367,656
Without senior security or counter guaranties		16,070,035		15,430,685
With special follow-up		9,984		9,700

Under to an observation
Without senior security or counter guaranties		9,984		9,700
With high risk of uncollectibility		11,577		13,814

Other collaterals and counter guaranties “B”		525		525
Without senior security or counter guaranties		11,052		13,289
Uncollectible		5,644		3,234

Without senior security or counter guaranties		5,644		3,234

Total		17,055,082		16,318,124

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LOGO

EXHIBIT 1

(Contd.)

CONSOLIDATED CLASSIFICATION OF FINANCING FACILITIES BY

CATEGORIES AND GUARANTIES RECEIVED

AS OF MARCH 31, 2013 AND DECEMBER 31, 2012

(Translation of financial statements originally issued in Spanish - See note 18 to the stand-alone Financial Statements)

-Stated in thousands of pesos-


	03-31-2013		12-31-2012
CONSUMER AND HOUSING PORTFOLIO
Normal performance		14,982,332		14,220,071

Preferred collaterals and counter guaranties “A”		23,335		17,663
Other collaterals and counter guaranties “B”		3,169,937		2,973,466
Without senior security or counter guaranties		11,789,060		11,228,942
Low risk		194,861		168,524

Preferred collaterals and counter guaranties “A”		22		273
Other collaterals and counter guaranties “B”		67,321		59,976
Without senior security or counter guaranties		127,518		108,275
Medium risk		114,691		97,866

Other collaterals and counter guaranties “B”		22,955		16,776
Without senior security or counter guaranties		91,736		81,090
High risk		76,671		63,049

Other collaterals and counter guaranties “B”		27,607		23,852
Without senior security or counter guaranties		49,064		39,197
Uncollectible		21,901		17,145

Other collaterals and counter guaranties “B”		13,602		8,877
Without senior security or counter guaranties		8,299		8,268
Uncollectible, classified as such under regulatory requirements		122		163

Other collaterals and counter guaranties “B”		47		50
Without senior security or counter guaranties		75		113

Total		15,390,578		14,566,818

General Total (1)		32,445,660		30,884,942

(1)

Items included: Loans (before allowances); Other receivables from financial transactions: Unlisted corporate bonds and Other receivables covered by debtor classification regulations; Receivables from financial leases (before allowances); Memorandum accounts – Credit – Contingent: 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.

-58 -

INDEPENDENT AUDITORS’ LIMITED REVIEW REPORT

To the President and the Board of Directors of

BBVA BANCO FRANCÉS S.A.

Reconquista 199

City of Buenos Aires

1.	Identification of the financial statements subject to our review

We have reviewed:

the accompanying interim financial statements of BBVA BANCO FRANCÉS S.A. (“BBVA Francés” or the “Bank”), which comprise the balance sheet as of March 31, 2013 and the statement of income, statement of changes in stockholders´ equity and cash and cash equivalents flow for the three-month period then ended, with their notes 1 to 18 (notes 2 and 4 describe a summary of significant accounting policies), and supplemental Exhibits “A” through “L”, “N” and “O”; and

the accompanying consolidated financial statements of BBVA Francés and its subsidiaries (listed in note 1 to the consolidated financial statements), which comprise the consolidated balance sheet as of March 31, 2013 and the consolidated statement of income and the consolidated cash and cash equivalents flow for the three-month period then ended, with their notes 1 to 7 (note 2 describe a summary of significant accounting policies) and the supplemental Exhibit 1.

The interim financial statements and certain related supplemental information detailed in paragraphs a) and b) above, are presented for comparative purposes with the financial statements (both stand-alone and the consolidated financial statements) and supplemental information for the year ended December 31, 2012 and for the three-month period ended March 31, 2012.

The Bank is responsible for the preparation and fair presentation of such financial statements in conformity with applicable accounting standards. It is also responsible for the existence of internal control considered necessary to enable the presentation of financial statements free from material misstatement. Our responsibility is to issue a limited review report on such interim financial statements, based on our limited review performed in accordance with the scope described in caption 2 of this report.

2.	Scope of our review

Our review was conducted in accordance with standards set forth by Technical Pronouncement Nr. 7 of the Argentine Federation of Professional Councils in Economic Sciences and the “Minimum Standards applicable for External Audits” established by the Argentine Central Bank (B.C.R.A.) for the limited reviews of financial statements corresponding to interim periods. These standards determine a scope which is substantially less than the application of all auditing procedures necessary to be able to issue an audit opinion on financial statements taken as a whole. Accordingly, we do not express an opinion on the balance sheet position of the Bank as of March 31, 2013, on the results of its operations, the changes in its stockholders´equity and its cash and cash equivalents flow for the three-month period then ended.

3.	Explanatory paragraph

The interim stand-alone and consolidated financial statements referred to in paragraphs a) and b) of caption 1 of this report have been prepared by the Bank in accordance with the accounting standards established by the B.C.R.A., which differ from the Argentine professional accounting standards concerning the matters indicated in note 3 to the stand-alone financial statements and in note 2 to the consolidated financial statements.

4.	Limited review report

Based on our limited review procedures performed with the scope indicated in caption 2 of this report, we are in position to report that:

the interim financial statements of BBVA Francés both individually and consolidated with its subsidiaries companies mentioned in paragraphs a) and b) of caption 1 of this report, give consideration to all the significant facts and circumstances of which we are aware of, and

we have no observations to present on the referred financial statements, other than those indicated under caption 3.

Our Independent Auditors´ Report on the financial statements for the year ended December 31, 2012, whose figures are presented for comparative proposes and relate to those included in the financial statements corresponding to such fiscal year, was issued on February 7, 2013 and was qualified due to certain departures from Argentine professional accounting standards, described in note 3 to the stand-alone financial statements and in note 2 to the consolidated financial statements.

Our Independent Auditors´ Limited Review Report on the interim financial statements for the three-month period ended March 31, 2012, whose figures are presented for comparative proposes and relate to those included in the financial statements corresponding to such interim period, was issued on May 10, 2012, including an observation originated in certain departures from Argentine professional accounting standards, described in note 3 to the stand-alone financial statements and in note 2 to the consolidated financial statements.

5.	English translation of statutory financial statements

This report and the financial statements referred to in caption 1 have been translated into English for the convenience of English-speaking readers. As further explained in note 18 to the accompanying stand-alone financial statements, the financial statements (both the stand-alone and the consolidated financial statements) are the English translation of those originally prepared by the Bank in Spanish and presented in accordance with the accounting standards of B.C.R.A. and except for the matters described in caption 3, with the Argentine professional accounting standards. The effects of the differences between the accounting standards of B.C.R.A. and the Argentine professional accounting standards, and the accounting principles generally accepted in the countries in which the financial statements are to be used have not been quantified. Accordingly, the accompanying financial statements are not intended to present the financial position, results of operations, stockholders’ equity or cash and cash equivalents flow in accordance with accounting principles generally accepted in the countries of users of the financial statements, other than Argentina.

City of Buenos Aires, May 9, 2013.

ROXANA M. FIASCHE

Partner

Deloitte refers to one or more of Deloitte Touche Tohmatsu Limited, a UK private company limited by guarantee, and its network of member firms, each of which is a legally separate and independent entity. Please see www.deloitte.com/about for a detailed description of the legal structure of Deloitte Touche Tohmatsu Limited and its member firms.

SIGNATURES

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.