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 ~~January~~February, 2005

Commission File Number: 333-04918

BANCO BILBAO VIZCAYA ARGENTARIA, CHILE

(Translation of registrant’s name into English)

Huerfanos 1234

Santiago, Chile

(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~~ 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 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 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~~ ¨ No x

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): N/A

BANCO BILBAO VIZCAYA ARGENTARIA, CHILE

TABLE OF CONTENTS

Item 1. Translation of ~~letters~~press ~~to the Stock Exchanges and the Superintendent of Banks and Financial Institutions~~release, dated ~~January~~February 265th, 2005, ~~informing~~entitled ~~them~~“Results ~~of the upcoming Ordinary Shareholders’ Meeting and the Meeting’s agenda~~Release. 2. Translation of letter to the Shareholders, dated January 26, 2005, informing them of the upcoming Ordinary Shareholders’ Meeting and the Meeting’s agenda, in addition to their responsibilities regarding assignation of power of attorney. 3. Translation of letter to Banco de Chile, dated January 26, 2005, informing Mrs. Evelyn Goldman Kohen at the Dept. of Trust of the Ordinary Shareholders’ Meeting and the Meeting’s agenda.”

Item 1

FREE TRANSLATION


		RESULTS RELEASE
Banco Bilbao Vizcaya Argentaria, Chile		FOR IMMEDIATE DELIVERY

CONTACTS:

Fernando Olivares M.	Leonel Segovia V.

BBVA	BBVA
(562) 679 2353	(562) 679 2322/ Fax (562) 679 2287
folivaresm@bbva.cl	lsegovia@bbva.cl

(Santiago, ~~January 26~~Chile, February 5, 2005)—BBVA (NYSE: BB, BCS: BBVACL) reports its results for the third quarter of 2004 ended September 30, 2004. Net income for the quarter reached Ch$8,516 million (an 8.2% increase year on year), one of the best results in the history of the Bank. As of September 30, 2004, the 17.6% increase in total loans was achieved through a harmonic development of each and every one of the business areas that enables us to position ourselves as one of the banks with the fastest growth in market share over the year.

~~Attn:~~THIRD QUARTER 2004 HIGHLIGHTS

~~Bolsa~~• ~~Electrónica~~As deof ~~Chile~~the third quarter of 2004, net income continues to strengthen, reaching Ch$8.516 million. Such increase surpasses 3Q03 net income by 8.2%. Thus, our accumulated net income for the year rose to Ch$25,172 million, an 8.8% increase over the accumulated net income at 3Q03. This positive evolution stems from the significant growth of our activity level, which more than compensated the adverse effect of the declining market interest rates, and from the increase in commissions. The above was achieved within a framework of controlled expenditures (~~Chile~~while ~~Electronic~~expanding ~~Stock~~our ~~Exchange~~distribution network) and a remarkable management of recoveries that allowed us to reduce our risk expenditures.

~~Stock~~• ~~Exchange~~September results are boosted by the income earned in the securitization of a portfolio of mortgage loans (“mutuos”) and leasing contracts. The resources obtained through this operation were destined mostly to provisions on non operating accounts and to make provisions for future allowance requirements stemming from our loan portfolio. In brief, a successful operation that goes together with a prudent handling of banking business risks.

~~Bolsa~~* deAll ~~Corredores~~of ~~(Brokers~~the ~~Stock~~figures ~~Exchange~~and comparisons are expressed in nominal terms and based on consolidated financial statements, ~~Valparaiso)~~not audited financial statements. The figures are expressed in millions of nominal pesos.

~~Stock~~Results ~~Exchange~~Statement

~~Bolsa~~On dethe ~~Comercio~~third dequarter ~~Santiago~~of ~~(Santiago~~2004, ~~Stock~~the ~~Exchange)~~Bank achieved a net income of Ch$8.516 million, surpassing by 8.2% the net income generated on the third quarter of 2003. Thus, the bank continues with its expansion trend as the volume of activity increases steadily.

~~Stock~~Accordingly, ~~Exchange~~the accumulated net income as of September 2004 reached Ch$25.172 million, an 8.8% increase over the accumulated net income at the same date last year. The reduced generation of interest income was more than compensated by the increase in commissions and the decrease in risk expenditures.

Mr. Enrique Marshall Rivera


									3Q04		Sep-04
Net Income	3Q03		1Q04		2Q04		3Q04		3Q03		Sep-03		Sep-03		Sep-04
Income before income taxes	9,429		9,937		9,779		10,137		7.5	%	9.5	%	27,270		29,853
Income taxes	(1,556	)	(1,520	)	(1,540	)	(1,621	)	4.1	%	13.1	%	(4,138	)	(4,681	)
Net income	7,873		8,417		8,239		8,516		8.2	%	8.8	%	23,132		25,172

~~Superintendent~~Net ofinterest ~~Banks~~revenues on 3Q04 show a remarkable increase over the revenues attained on 3Q03 (157.3%) and the net interest revenues accumulated over the first three quarters of 2004 show a 56.5% increase over the revenues accumulated over the first nine months of 2003. In the third quarter of 2004 we reap the benefits of a higher inflation (1.03% on 3Q04 versus –0.1% on 3Q03), together with the positive effect from an increased volume of activity that more than compensates the lower interest rates associated with the new loans that enter our portfolio. In accumulated revenues, though, it is the lesser appreciation of the local currency which mostly explains the increase in net interest revenue.

~~Financial~~In ~~Institutions~~foreign exchange transactions, the liability position in forwards is hedged with investments in Central Bank instruments that readjust their value according to the exchange rate. The income thus generated is registered together with other interest income. When we add to such income the results from foreign exchange transactions, the growth in interest income is dampened to a 2.4% year on year, reflecting the impact of reduced interest rates on our income generation. Such impact is compensated by the enhanced activity levels reached by the Bank.

Dear Sirs:


									3Q04		Sep-04
Net Interest Revenue	3Q03		1Q04		2Q04		3Q04		3Q03		Sep-03		Sep-03		Sep-04
Interest revenue	24,775		38,422		60,054		51,576		108.2	%	33.5	%	112,384		150,052
Interest expense	(16,449	)	(12,624	)	(30,854	)	(30,158	)	83.3	%	15.9	%	(63,556	)	(73,635	)
Net Interest rev.	8,326		25,798		29,200		21,418		157.3	%	56.5	%	48,829		76,417
Fx transactions, net	17,273		(3,561	)	(1,843	)	8,451		-51.1	%	-89.4	%	28,809		3,047
Interest Revenue + FX transactions	25,599		22,237		27,357		29,869		16.7	%	2.4	%	77,638		79,463

WeThe ~~hereby~~expense ~~inform~~on ~~you~~provisions ~~that~~and write-offs ~~the~~has ~~Board~~registered ofa ~~Directors~~substantial ofimprovement ~~this~~over ~~Company has agreed to convene~~ the ~~Ordinary~~present ~~Shareholders’ Meeting on Wednesday~~year, ~~March~~decreasing ~~16, 2005, at 10:~~30 a.~~m.,~~1% inon the ~~first~~third ~~floor~~quarter ~~offices~~ of ~~the~~2004 ~~Bank,~~as ~~located~~compared inwith ~~Santiago,~~the ~~Chile,~~same onperiod ~~the~~of ~~street~~2003. ~~Pedro~~Accumulated deexpenses ~~Valdivia,~~also ~~No.~~show ~~100,~~a tomarked ~~deal~~improvement with ~~the~~a ~~following~~35.2% ~~issues:~~decrease year on year. This

1. reduction ~~Approval~~is ofmostly explained by the ~~Annual~~recoveries ~~Report,~~of ~~Balance~~loans ~~Sheets~~previously written-off, ~~Statement~~which ofthis ~~Income,~~year ~~and~~are netting the ~~External Auditors’~~expenditure ~~report~~in provision for ~~the~~loan ~~fiscal~~losses, as opposed to last year ~~January~~when ~~1st~~they ~~through~~were ~~December~~registered ~~31st~~in ~~2004~~other income and expenses.

2. Profit distribution amounting to Ch$14,448,881,080 (Chilean pesos) of earnings for the year that totaled Ch$14,485,080,994 (Chilean pesos), disbursing a dividend of Ch$40 (Chilean pesos) per share. On approval, this dividend shall be paid following the Shareholders’ Meeting at the Preferred Client teller position on the first floor of the offices of the Bank, located at Pedro de Valdivia No. 100, Santiago. The remaining earnings shall be placed in a reserve fund of non-disbursed profits. The dividends that are not collected at the end of the Shareholders’ Meeting may be collected in the offices of the Bank, located at Huérfanos No. 1234, Santiago, from the next business days onwards.


									3Q04		Sep-04
Provision for loan losses	3Q03		1Q04		2Q04		3Q04		3Q03		Sep-03		Sep-03		Sep-04
Provision for loan losses	(8,052	)	(5,657	)	(4,168	)	(5,628	)	-30.1	%	-35.2	%	(23,861	)	(15,453	)
Credit Risk Expenses	(5,790	)	(5,657	)	(4,168	)	(5,628	)	-2.80	%	-11.16	%	(17,395	)	(15,453	)
Total loans	2,375,261		2,478,655		2,680,553		2,794,113		17.6	%	17.6	%	2,375,261		2,794,113
Risk index *	1.43	%	1.80	%	1.63	%	1.61	%					1.43	%	1.61	%
Required allowance on loans based on risk index	33,966		44,616		43,693		44,985		32.4	%	32.4	%	33,966		44,985
Allowance for loan losses	42,593		44,628		43,637		45,139		6.0	%
Allowance for loan losses as % of total loans	1.79	%	1.80	%	1.63	%	1.62	%	-9.9	%

3.* ~~Election~~unconsolidated ~~of Board Members.~~ data

4On a homogeneous basis, credit risk expenses during the third quarter of 2004 decreased 2.8% ~~Determining~~as ~~compensation~~compared ~~for~~with the ~~Board~~same quarter of ~~Directors~~2003. ~~for~~Also, ~~2005~~accumulated credit risk expenses as of September 2004 exhibit a decrease of 11.2% year on year. Such favorable evolution bears fruit to the successful management of risk regarding recoveries. The reduced risk expenses, together with the improving economic environment, cause these expenses to demand a lesser proportion of the operational income as compared to 2003, bringing accumulated risk expenses down from 23.2% of operational income as of September 2003 to 13.9% of operational income as of September 2004.

5.In ~~Determining~~an ~~compensation~~environment ~~for~~of high competition and low interest rates, the ~~members~~development of alternative sources of income has played an important role in the ~~Board~~improvement of ~~Directors’~~operating ~~Committee~~results. ~~for 2005~~Income asfrom ~~well~~services have grown steadily over the year, registering a 22.7% increase on 3Q04 as ~~determining~~compared to 3Q03, and accumulating over the ~~budget~~year ~~covering~~an ~~working~~amount ~~expenses~~17% higher ~~for~~than the ~~Committee~~income ~~and~~from ~~its~~services ~~advisors~~accumulated over 2003. It is noteworthy to mention that income stemming from the new INP contract has played an important role in this increased income from services. The marked growth of the Bank’s business has also brought in an increase in the recurring income from clients, which attained a 16.2% growth when comparing accumulated income as of September 2004 with the accumulated income as of September 2003.

6. Designation of the External Auditors for the fiscal year 2005.


									3Q04		Sep-04
Income from services, net	3Q03		1Q04		2Q04		3Q04		3Q03		Sep-03		Sep-03		Sep-04
Income from services	8,237		10,306		9,187		10,163		23.4	%	18.0	%	25,129		29,655
Services expenses	(972	)	(1,361	)	(1,217	)	(1,247	)	28.3	%	25.7	%	(3,043	)	(3,826	)
Income from services, net	7,265		8,945		7,969		8,916		22.7	%	17.0	%	22,086		25,830

7Other operating income stemming from the investment portfolio and foreign exchange operations contracted 41.9% ~~Designation~~on the third quarter of 2004, as compared with the ~~Rating~~same ~~Agencies~~quarter of 2003, and contracted 72.8% when comparing accumulated income as of September 2004 with the accumulated income as of September 2003. As we mentioned before, the open position in forwards is hedged with Central Bank instruments. The position reprices according to the fluctuations of the exchange rate and acknowledges the income from the instruments as interest income but the income from the differences

8. ~~Details~~is ofregistered ~~operations~~as inforeign ~~compliance~~exchange ~~with~~transactions. ~~Article~~This 44latter ~~Law~~income ~~No.~~has ~~18,046~~decreased on 3Q04 to nearly one half of the income generated on 3Q03.

9Accumulated net results from price differences in the investments portfolio grow 84.5% ~~Report~~as of September 2004 when compared to the accumulated results as of September 2003. Such growth is the ~~activities~~consequence of the increased results generated on the first quarter of 2004 with the contraction of the market interest rates and ~~incurred~~of ~~expenses~~the results generated on the third quarter of 2004 by the ~~Board~~securitization of ~~Directors’~~part ~~Committee~~of the portfolio of self-financed mortgage bonds (“mutuos”) and of leasing contracts. The securitization was carried out at a moment when long term interest rates were starting an upwards trend.

10In September 2004 the Bank handed a UF 1.1 ~~Report~~million portfolio onof self-financed mortgage bonds (“mutuos”) and leasing contracts to Securitizadora Interamericana, who issued a bond that was successfully placed in the ~~Board~~local market. The operation generated a net benefit of ~~Directors’~~over Ch$3,400 million, that was mainly used to constitute provisions on non operating expenses.

11. Other matters legally ascribed to Ordinary Shareholders’ Meetings.


									3Q04		Sep-04
Other operating income, net	3Q03		1Q04		2Q04		3Q04		3Q03		Sep-03		Sep-03		Sep-04
Gains on financial instruments	1,366		4,355		1,945		3,482		154.9	%	20.8	%	8,097		9,782
Losses on financial instruments	(1,014	)	(1,123	)	(1,366	)	(1,692	)	66.9	%	-17.4	%	(5,062	)	(4,182	)
Foreign exchange transactions, net	17,273		(3,561	)	(1,843	)	8,451		-51.1	%	-89.4	%	28,809		3,047
Total other operating income, net	17,626		(329	)	(1,265	)	10,241		-41.9	%	-72.8	%	31,844		8,647

The ~~present~~development of our strategic plan ~~communication~~has isrequired ~~issued~~an increase in ~~compliance~~the operating expenses, which is in accordance with the ~~provisions~~greater ofcoverage ~~Article~~achieved 49by Nothe Bank. 12Thus, ofon the ~~General~~third ~~Banking~~quarter ~~Law~~of 2004, ~~the~~total ~~Balance~~operating ~~Sheets,~~expenses ~~Statement~~increase 11.7% as compared with the third quarter of ~~Income~~2003, and the accumulated expenses as of the ~~External~~end ~~Auditor’s~~of ~~Report~~3Q04 ~~pertaining~~are to8.7% higher than at the ~~fiscal~~end ~~year~~of 3Q03. The increased expenses have not had a negative effect on our efficiency ratio, ~~taken~~which asremains ~~those~~stable ~~days~~changing from ~~January 1~~55.59% at 3Q03 to ~~December~~55.99% ~~31,~~at ~~2004~~3Q04, ~~shall~~in bea ~~published~~context of inreduced ~~the~~operational ~~edition~~results ofdue ~~the~~to ~~daily~~lower ~~newspaper~~market ~~“El~~interest ~~Mostrador,”~~rates and the rise of ~~February~~long ~~16,~~term ~~2005~~rates for investment portfolios.

~~Those~~The ~~shareholders~~productivity ~~who~~gain ~~are~~attained ~~recorded~~by inthe Bank has caused the ~~Shareholders’~~operating ~~Register~~expenses ~~five~~to ~~business~~decrease ~~days~~as ~~before~~a ~~the~~percentage ~~indicated~~of ~~date~~average total assets. When comparing accumulated expenses as of the ~~Meeting,~~end ~~that~~of ~~is,~~the upthird toquarter ~~and~~2004 ~~including~~with ~~March~~the ~~10, 2005,~~accumulated ~~have~~expenses as of the ~~right~~same todate ~~attend~~in 2003, the ~~Shareholder’s~~ratio ~~meeting~~decreases from 2.30% to a 2.15%.

Upon approval of the Balance Sheets and the Statement of Income at the Ordinary Shareholders’ Meeting, if the distribution of dividends is agreed to, those shareholders recorded in the Shareholders’ Register five business days before the aforementioned date of the Meeting, that is up to and including March 10, 2005, will have the right to collect their dividends.


									3Q04		Sep-04
Operating expenses	3Q03		1Q04		2Q04		3Q04		3Q03		Sep-03		Sep-03		Sep-04
Personnel salaries and expenses	(7,997	)	(8,688	)	(8,833	)	(8,910	)	11.4	%	10.2	%	(23,977	)	(26,431	)
Administrative and other expenses	(7,972	)	(8,288	)	(8,154	)	(8,198	)	2.8	%	5.3	%	(23,396	)	(24,639	)
Depreciation and amortization	(3,334	)	(3,222	)	(3,347	)	(4,448	)	33.4	%	13.0	%	(9,748	)	(11,018	)
Total operating expenses	(19,303	)	(20,198	)	(20,334	)	(21,557	)	11.7	%	8.7	%	(57,121	)	(62,089	)

~~The~~Other ~~first~~income ~~notification~~and ofexpenses ~~the~~in ~~Shareholders’~~2004 register ~~Meeting~~a ~~shall~~larger beamount ~~published~~of write offs of assets received in lieu of payment, which are compensated with the ~~daily~~increased ~~newspaper~~income ~~“La~~generated ~~Nación”~~by onthe ~~February~~sale ~~25,~~of ~~2005~~those assets. Nevertheless, ~~while~~over the ~~two~~third quarter of 2004 we have made provisions for lesser ~~remaining~~expenses ~~notices~~which ~~will~~were ~~appear~~not incovered, ~~the~~thus ~~same~~increasing ~~journal~~our onnon ~~March~~operating 1expenses. In figures, the accumulated total other income and ~~March~~expenses 4as of September 2004 is a loss of Ch$431 million, ~~2005~~as compared to an income of Ch$1,026 million earned as of September 2003.

Yours Faithfully,


									3Q04		Sep-04
Other income and expenses	3Q03		1Q04		2Q04		3Q04		3Q03		Sep-03		Sep-03		Sep-04
Recovery of loans previously charged off	2,262		0		(0	)	0		-100.0	%	-100.0	%	6,466		0
Non operating income	4,114		2,824		7,430		7,912		92.3	%	161.3	%	6,952		18,166
Non-operating expenses	(2,691	)	(2,326	)	(6,997	)	(9,393	)	249.1	%	210.8	%	(6,022	)	(18,716	)
Participation in earnings of equity inv.	46		34		31		54		19.1	%	22.8	%	97		119
Total other income and expenses	3,731		532		463		(1,426	)					7,493		(431	)

Total other income and expenses homogeneous.	1,469		531		464		(1,426	)					1,026		(431	)

~~BANCO~~Activity ~~BILBAO VIZCAYA ARGENTARIA,~~levels ~~CHILE~~

~~Ramón~~At ~~Monell~~the ~~Valls~~closing of the third quarter 2004, the bank’s total loans reached Ch$2.794.113 millions, a 17.6% increase year on year and a 4.2% increase as compared with the previous quarter. Such growth is noticeably higher than the growth exhibited by the industry which registers only a 10% increase year on year, mostly explained by consumer loans.

LOGO

~~Chief~~By ~~Executive~~type ~~Officer~~of loan, the Bank’s most dynamic loans are mortgage loans and foreign trade loans, with year on year growths that reached 48.3% and 37.8%

~~Item~~ respectively. 2The leadership attained by the Bank on mortgage loans is clear, with 2004 sales of UF 15.8 million in those loans as of September (a growth of 13% year on year). As mentioned before, the Bank carried out a securitization in September 2004 and the loans involved (Ch$11.100 million) are not counted in the above figure. If we include them, the growth in mortgage loans as of September 2004, year on year, would rise to 52.3%

~~FREE~~Commercial ~~TRANSLATION~~loans also register a favorable evolution, growing 11.6% year on year. This growth highlights the positive results from the application of the “Nueva Etapa” (New Stage) strategic plan launched on April 2002, which focused on growing through a harmonic development of each and everyone of our “core” business segments. As in previous periods, the bank has positioned itself once more, at the end of the third quarter of 2004, in the group of banks with the largest loan market share increase over the year, in a highly competitive environment.

Santiago, January 26, 2005


									3Q04
Interest earning assets	3Q03		1Q04		2Q04		3Q04		3Q03
Financial Investments
Government securities	211,886		149,307		144,382		119,755		-43.5	%
Instruments purchased under repos	26,581		13,356		35,601		62,267		134.3	%
Instruments collateral under repos	158,100		243,951		175,683		177,566		12.3	%
Other financial investments	126,998		192,226		183,244		189,816		49.5	%
Total financial investments	523,566		598,841		538,909		549,405		4.9	%
Loans, net
Commercial loans	956,203		1,033,244		1,048,012		1,067,386		11.6	%
Consumer loans	233,475		248,985		250,671		250,946		7.5	%
Mortgage loans (mortgage finance bonds)	261,635		261,186		259,341		246,352		-5.8	%
Other mortgage loans	278,299		330,350		370,314		412,773		48.3	%
Foreign trade loans	229,782		212,452		307,796		316,527		37.8	%
Interbank loans	10,003		0		0		0		-100.0	%
Lease contracts	96,866		109,383		111,969		117,649		21.5	%
Other outstanding loans	194,890		164,765		172,740		179,761		-7.8	%
Past due loans	48,067		45,751		47,381		48,287		0.5	%
Contingent loans	66,041		72,539		112,329		154,432		133.8	%
Total loans	2,375,261		2,478,655		2,680,553		2,794,113		17.6	%
Allowance for loan losses	(42,593	)	(44,628	)	(43,637	)	(45,139	)	6.0	%
Total loans, net	2,332,668		2,434,026		2,636,916		2,748,974		17.8	%

MrAt the same time, the bank’s accelerated loan growth has been accompanied by an improved portfolio quality.~~/Ms~~ Bearing testimony to this are the reduced expansion of past due loans (only 0.5%) ~~Shareholder~~and the steady decline of the bank’s risk index over the year 2004, as can be observed in the attached graph.

LOGO

~~Banco~~The ~~Bilbao~~decline ~~Vizcaya~~in ~~Argentaria~~risk is achieved due to the concurrence of clients with a lower risk profile (both in personal banking and in business banking), ~~Chile~~by the enforcement of a stricter policy of client

~~RE:~~ evaluation ~~Summons~~and by a closer following of granted loans over the entire life of the operations. The reduced expansion of past due loans relative to the ~~Ordinary~~strong expansion ~~Shareholders’~~of loans has allowed us to decrease our past due loan ratio from 2.02% at September 2003 to 1.73% at September 2004.

~~Meeting~~4. Liquidity and ~~Submission~~funding ~~of Power of Attorney~~

~~Dear~~Funding ~~Shareholders~~from clients as of September 2004 shows a positive trend in demand deposits, which grow 29.8% year on year surpassing the growth registered by time deposits. This predominance of no-cost demand deposits increases the proportion of non-interest earning liabilities and therefore reduces funding cost for the Bank.

The ~~Board~~growth ofin ~~Directors~~non-interest ~~of this~~earning ~~Company~~liabilities ~~has~~comes ~~agreed~~from toa ~~convene~~14.6% ~~the~~increase ~~Ordinary~~in ~~Shareholders’~~current ~~Meeting~~accounts onand ~~Wednesday,~~a ~~March~~41.8% ~~16,~~increase ~~2005,~~in atbanker’s ~~10:30~~drafts aand other demand deposits.~~m.,~~ Both incan ~~the~~be ~~first~~explained ~~floor~~by ~~offices~~an ofincrease in the ~~Bank,~~number ~~located~~of checking accounts and in ~~Santiago,~~“cuentas ~~Chile,~~en onlínea” (electronic accounts) which stems from the ~~street~~signature ~~Pedro~~of depayroll ~~Valdivia,~~handling ~~No.100~~agreements and other similar agreements, toin ~~deal~~which ~~with~~ the ~~following~~bank has ~~issues:~~kept an active role.

1. Approval of the Annual Report, Balance Sheets, Statement of Income, and the External Auditors’ Report covering the fiscal year taken as of January 1st to December 31st, 2004.


					3Q04
Liquidity and funding	3Q03	1Q04	2Q04	3Q04	3Q03
Deposits
Non interest bearing
Current accounts	203,513	245,906	220,266	233,192	14.6	%
Bankers drafts & other demand dep.	256,250	295,035	343,532	363,437	41.8	%
Total non-interest bearing	459,763	540,941	563,798	596,629	29.8	%
Interest bearing
Savings accounts and time deposits	1,699,440	1,810,720	1,974,526	2,072,762	22.0	%
Total Deposits	2,159,203	2,351,661	2,538,324	2,669,391	23.6	%
Borrowings
Central Bank borrowings	7,048	6,066	49,770	5,205	-26.1	%
Securities sold under repos	175,812	234,203	164,392	166,330	-5.4	%
Mortgage finance bonds	267,105	256,644	251,133	244,716	-8.4	%
Other borrowings
Subordinated bonds	26,176	22,173	45,203	45,527	73.9	%
Other bonds	37,458	34,533	31,726	32,808	-12.4	%
Borrowings from domestic fin. instit.	34,585	43,614	28,346	68,347	97.6	%
Foreign borrowings	183,257	182,899	235,595	189,284	3.3	%
Other obligations	30,389	29,918	43,132	46,231	52.1	%
Total borrowings	761,831	810,051	849,297	798,449	4.8	%
Other liabilities	160,555	157,377	203,109	222,766	38.7	%

2.Time ~~Profit~~deposits ~~distribution~~increased ~~amounting~~22.0% toyear ~~Ch$14~~on year,~~448,881,080~~ ~~(Chilean~~and ~~pesos)~~their ofcomposition ~~earnings~~shows ~~for~~a ~~the~~higher ~~year~~proportion ~~that~~of ~~totaled~~long ~~Ch$14,485,080,994~~term ~~(Chilean pesos)~~deposits, ~~disbursing~~most aof ~~dividend~~them ~~of Ch$40~~in (Chilean pesos); ~~per~~an ~~share.~~evolution Onintended ~~approval,~~to ~~this~~protect ~~dividend shall be paid following~~ the ~~Shareholders’~~Bank ~~Meeting~~from atan ~~the~~eventual ~~Preferred~~rise ~~Client~~in ~~teller position on~~ the ~~first~~reference ~~floor~~interest ~~of the offices of the Bank, located at Pedro de Valdivia No~~rate. ~~100,~~In ~~Santiago. The~~this ~~remaining~~respect ~~earnings~~it ~~shall~~is benoteworthy ~~placed~~to ~~in a reserve fund of non-disbursed profits. The dividends~~ mention that ~~are~~the ~~not~~Central ~~collected~~Bank athas ~~the~~already ~~end~~increased of the ~~Shareholders’~~reference ~~Meeting~~interest ~~may~~rate ~~be collected~~ in ~~the~~two ~~offices~~occasions ofduring the ~~Bank,~~last ~~located~~quarter atof ~~Huérfanos No. 1234~~2004, ~~Santiago,~~ ~~from~~rising the ~~next~~rate ~~business~~by ~~days~~50 ~~onwards~~bp in total.

3The growth of the funds managed by the General Fund Administrator is also worth highlighting. ~~Election~~As compared to the third quarter of ~~Board~~2003, ~~members~~those funds show a 44.9% increase (+Ch$119.952 million) with positive contributions from the Personal Banking, Business Banking and Corporate Banking areas. The

4. developments ~~Determining~~in ~~compensation~~this ~~for~~business, which added a series of new funds during 2004, is consistent with the ~~Board~~overall strategy of ~~Directors~~the ~~for~~bank ~~2005~~and allows us to offer highly sophisticated financial products tailored to the specific needs of each type of client.

5.RELEVANT ~~Determining~~FINANCIAL ~~compensation~~INFORMATION ~~for the members of the Board of Directors’ Committee for 2005 as well as determining the budget covering working expenses for the Committee and its advisors.~~

6.Consolidated ~~Designation~~Statement of ~~the~~Income ~~External~~(Unaudited) ~~Auditors for the fiscal year 2005.~~

7. Designation of the Rating Agencies.


Consolidated Statement of Income (Unaudited)	3Q03		1Q04		2Q04		3Q04		3Q04		Sep-04		Sep-03		Sep-04
	3Q03		1Q04		2Q04		3Q04		3Q03		Sep-03		Sep-03		Sep-04
Net Interest revenue	8,326		25,798		29,200		21,418		157.3	%	56.5	%	48,829		76,417
Provision for loan losses	(8,052	)	(5,657	)	(4,168	)	(5,628	)	-30.1	%	-35.2	%	(23,861	)	(15,453	)
Income from services, net	7,265		8,945		7,969		8,916		22.7	%	17.0	%	22,086		25,830
Other operating income, net	17,626		(329	)	(1,265	)	10,241		-41.9	%	-72.8	%	31,844		8,647
Other income and expenses	3,731		532		463		(1,426	)					7,493		(431	)
Operating expenses	(19,303	)	(20,198	)	(20,334	)	(21,557	)	11.7	%	8.7	%	(57,121	)	(62,089	)
Loss from price level restatement	(158	)	862		(2,085	)	(1,791	)	1032.0	%	52.3	%	(1,979	)	(3,014	)
Minority interest in consolidated subsidiaries	(6	)	(16	)	(3	)	(36	)	511.5	%	164.3	%	(21	)	(54	)
Income before income taxes	9,429		9,937		9,779		10,137		7.5	%	9.5	%	27,270		29,853
Income taxes	(1,556	)	(1,520	)	(1,540	)	(1,621	)	4.1	%	13.1	%	(4,681	)
Net income	7,873		8,417		8,239		8,516		8.2	%	8.8	%	23,132		25,172

~~8. Details~~Balance ~~of operations in compliance with Article 44 Law No. 18,046.~~ Summary

9. Report of the activities and incurred expenses of the Board of Directors’ Committee.


Assets	3Q03	1Q04	2Q04	3Q04	3Q04
Assets	3Q03	1Q04	2Q04	3Q04	3Q03
Cash and Due from Banks	275,929	324,657	402,093	438,980	59.1	%
Financial Investments	523,566	598,841	538,909	549,405	4.9	%
Loans, net	2,332,668	2,434,026	2,636,916	2,748,974	17.8	%
Other assets	210,810	219,690	283,745	235,592	11.8	%
Total assets	3,342,972	3,577,214	3,861,664	3,972,951	18.8	%

Liabilities and Shareholders’ Equity	3Q03	1Q04	2Q04	3Q04	3Q04
Liabilities and Shareholders’ Equity	3Q03	1Q04	2Q04	3Q04	3Q03
Deposits	2,159,203	2,351,661	2,538,324	2,669,391	23.6	%
Borrowings	761,831	810,051	849,297	798,449	4.8	%
Other liabilities	160,555	157,377	203,109	222,766	38.7	%
Minority interest in consolidated subsidiaries	148	0	157	194	31.7	%
Shareholders’ equity	261,236	257,952	270,778	282,150	8.0	%
Total liabilities and shareholders’ equity	3,342,972	3,577,041	3,861,663	3,972,951	18.8	%

10. Report on the Board of Directors’ expenses.


Selected ratios	3Q03		1Q04		2Q04		3Q04		Sep-03		Sep-04
Profitability ratios
ROE	13.23	%	13.49	%	12.97	%	13.26	%	12.95	%	13.06	%
ROA	0.94	%	0.94	%	0.85	%	0.86	%	0.92	%	0.84	%
ROAE	12.34	%	12.72	%	12.27	%	12.31	%	12.00	%	12.43	%
ROAA	0.94	%	0.98	%	0.90	%	0.77	%	0.93	%	0.87	%
Oper. revenue/Avg. earning assets	4.54	%	4.55	%	4.49	%	4.00	%	4.75	%	4.31	%
Net interest margin	1.14	%	3.41	%	3.65	%	2.11	%	2.26	%	2.97	%
Earnings per share
Shares outstanding (millions)	361.22		361.22		361.22		361.22		361.22		361.22
Net income per share (Ch$)	21.79		23.30		22.81		23.58		64.04		69.68
Net income per ADS (Ch$)	217.94		233.01		228.08		235.76		640.39		696.85
Net income per ADS (US$)	0.33		0.37		0.36		0.38		0.96		1.13
Average shares outstanding (millions)	361.22		361.22		361.22		361.22		361.22		361.22
Net income per share (Ch$) *	21.79		23.30		22.81		23.58		64.04		69.68
Net income per ADS (Ch$) *	217.94		233.01		228.08		235.76		640.39		696.85
Net income per ADS (US$) *	0.33		0.37		0.36		0.38		0.96		1.13
Efficiency ratios
Oper. expenses/oper. revenue	58.11	%	58.69	%	56.63	%	53.13	%	55.59	%	55.99	%
Oper. expenses/avg total assets	2.31	%	2.35	%	2.22	%	1.94	%	2.30	%	2.15	%
Credit quality ratios
Past due loans/Total loans	2.02	%	1.85	%	1.77	%	1.73	%	2.02	%	1.73	%
Allowances/Total loans	1.79	%	1.80	%	1.63	%	1.62	%	1.79	%	1.62	%
Risk index	1.43	%	1.80	%	1.63	%	1.61	%	1.43	%	1.61	%
Reserves/Past due loans	88.61	%	97.55	%	92.10	%	93.48	%	88.61	%	93.48	%
Average balance sheet data
Average interest earning assets	2,929,701		3,022,696		3,196,684		4,062,166		2,885,085		3,427,182
Average total assets	3,343,335		3,442,469		3,667,481		4,435,850		3,307,191		3,848,600
Average shareholders equity	255,286		264,760		268,576		276,772		256,940		270,036
Other data
Inflation rate (IPC Index)	0.27	%	0.25	%	1.33	%	0.66	%	1.87	%	2.25	%
Variation of the UF	-0.08	%	-0.59	%	1.15	%	1.03	%	1.21	%	1.60	%
Exchange rate (Ch$/US$)	665.13		623.21		636.59		615.2		665.13		615.20

~~11.~~* ~~Other matters~~pro ~~legally ascribed to Ordinary Shareholders’ Meetings.~~ forma

~~In compliance~~Forward ~~with~~looking ~~that~~statements set forth in article 49 No.12 of the General Banking Law, the Balance Sheets, Statement of Income and the External Auditor’s Report pertaining to the fiscal year, taken as those days from January 1 to December 31, 2004, shall be published in the edition of the daily newspaper “El Mostrador”, of February 16, 2005.

~~Those~~This ~~shareholders~~news ~~who~~release ~~are~~may ~~recorded~~contain inwords, such as “believe”, “expect”, “estimate”, “intend”, and “anticipate” and similar expressions, that identify forward-looking statements, which reflect the ~~Shareholders~~Bank’s ~~Register~~views ~~five~~about ~~business~~future ~~days~~events ~~before~~and financial performance. Such words may deem this news release to include forward-looking statements within the ~~indicated~~meaning ~~date~~of Section 27A of the ~~Meeting~~Securities Act of 1933, ~~that~~as isamended, upand toSection 21E of the Securities Exchange Act of 1934, as amended, that involve risk and uncertainty, including ~~March~~financial, 10regulatory environment and trend projections. Although the Bank believes that its expectations are based on reasonable assumptions, ~~2005~~it can give no assurance that its expectations will be achieved. The important factors that could cause actual results to differ materially from those in the forward-looking statements herein include, ~~have~~without limitation, the ~~right~~Bank’s todegree ~~attend~~of financial leverage, risks associated with debt service requirements and interest rate fluctuations, risks associated with any possible acquisitions and the integration thereof, risks of international business, including currency risk, regulation risks, ~~Shareholder~~contingent liabilities, as well as other risks referred in the Bank’s ~~meeting~~filings with the SVS and SEC. The Bank does not undertake any obligation to release publicly any revisions to its forward-looking statements to reflect events or circumstances after date hereof or to reflect the occurrence of unanticipated events.

The first notification of the Shareholders’ Meeting shall be published in the daily newspaper “La Nación” on February 25, 2005, while the two remaining notices will appear in the same journal on March 1 and March 4, 2005.

In the event that you will not be able to attend this meeting, I would be grateful if you could sign the attached power of attorney, filling in, in your own handwriting, the date and venue of the assignation as well as the full name of the person to whom you grant power of attorney. You may send the document to the Department of Shareholders, located in Santiago, at Huérfanos No. 770, on the second floor.

Please also indicate on the aforementioned power of attorney your first and last name and national identification document, as the shareholder who is granting power of attorney. In the case of a shareholder who is a corporate entity, please also indicate the name of the company and Rut (Chilean tax identification number). Include the full names and national identification documents of any and all senior executives serving as representatives who will be assigning power of attorney on behalf of the shareholder.

Yours faithfully,

Banco Bilbao Vizcaya Argentaria, Chile

Ramon Monell Valls

Item 3

FREE TRANSLATION

Santiago, January 26, 2005

Banco de Chile

Attn.: Ms. Evelyn Goldman Kohen

Dept. of Trust

Dear Sirs:

In its capacity as representative of The Bank of New York, the Depository Bank of the ADRs issued by this company in 1996, we hereby inform you that the Board of Directors of this Company has agreed to convene the Ordinary Shareholders’ Meeting on Wednesday, March 16, 2005, at 10:30 a.m., in the first floor offices of the Bank, located in Santiago, Chile, on the street Pedro de Valdivia, No. 100, to deal with the following issues:

1. Approval of the Annual Report, Balance Sheets, Statement of Income, and the External Auditors’ report for the fiscal year January 1st through December 31st 2004.

3. Election of Board Members.

4. Determining compensation for the Board of Directors for 2005.

5. Determining compensation for the members of the Board of Directors’ Committee for 2005 as well as determining the budget covering working expenses for the Committee and its advisors.

6. Designation of the External Auditors for the fiscal year 2005.

7. Designation of the Rating Agencies.

8. Details of operations in compliance with Article 44 Law No. 18,046.

9. Report of the activities and incurred expenses of the Board of Directors’ Committee.

10. Report on the Board of Directors’ expenses.

11. Other matters legally ascribed to Ordinary Shareholders’ Meetings.

The present communication is issued in compliance with the provisions of Article 49 No. 12 of the General Banking Law, the Balance Sheets, Statement of Income and the External Auditor’s Report pertaining to the fiscal year, taken as those days from January 1 to December 31, 2004, shall be published in the edition of the daily newspaper “El Mostrador,” of February 16, 2005.

Those shareholders who are recorded in the Shareholders’ Register five business days before the indicated date of the Meeting, that is, up to and including March 10, 2005, have the right to attend the Shareholder’s meeting.

Please keep in mind that, in accordance with the stipulations in the Prospectus of the Bank BHIF, today Banco Bilbao Vizcaya Argentaria, Chile, the dividends paid by the Bank in relation to ADSs or property shares of a foreign shareholder, in accordance with Chilean legislation, will be affected by a tax of 35%. The tax will be withheld and paid by Banco Bilbao Vizcaya Argentaria, Chile to the Chilean taxation authorities.

Yours Faithfully,

BANCO BILBAO VIZCAYA ARGENTARIA, CHILE

Ramón Monell Valls

Chief Executive Officer

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.

	~~BBVA BANCO BHIF~~		BBVA BANCO BHIF
Date: February 3, 2005	By:	/s/ Ramón Monell Valls
Date:	February 8, 2005		By:	/s/ Ramón Monell Valls
	~~Name:~~	~~Ramón Monell Valls~~		Name:	Ramón Monell Valls
	~~Title:~~	~~Chief Executive Officer~~		Title:	Chief Executive Officer

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