Applications for purchase of Repsol shares may be made from today, Monday April 7th. Following approval last March 7th by the Council of Ministers, the Sociedad Estatal de Participaciones Industriales (SEPI) offers a m�ximum of 30,002,859 shares in Repsol S.A., representing 10,001% of capital equity. This offering comprises an institutional tranche and a retail tranche, directed to domestic and international markets. There is a 4% discount to small investors.

The Prospectus on the Public Share Offering was registered last April 4th at the Comisi�n Nacional del Mercado de Valores (CNMV). At the current Repsol share price, the offering will amount to aproximately 170 billion pesetas.

The initial offering is 22.95 million shares representing 7.65% of capital equity, which could be increased up to 8.5% by the exercise of the over-allotment option or "green shoe" by the underwriters. The remaining 1.5% is directed to employees and pensioners of the Repsol Group and to employees of the Sociedad Estatal de Participaciones Industriales (SEPI). If this tranche would not be covered, the surplus shares could be re-allocated to the retail tranche.

The Institutional Offer comprises four tranches: Spain, the United Kingdom, The United States of America and the Rest of the World. A minimum purchase application of 50,000 pesetas and a ceiling of 10 millions pesetas has been set for the Retail Offer.

Applications for purchase and buying orders

Applications to buy shares may be placed between today April 7th and 21st, and may be revoked until 14.00 hours on April 24th. If not revoked, these will become firm buying orders. Irrevokable buying orders may also be placed between April 22nd and 25th, once the maximum selling price has been set on April 21st.

Only investors making purchase applications up to April 21st and not revoking them will have priority in the pro-rata allocation system. Retail and institutional buying prices will be set on April 28th.

Incentives

Retail investors are offered a 4% discount on the weighted average quotation on the Continuous Market for April 28th, date in which will be set the definitive price.

Purchasers of this Offer shares will have the right to receive as first dividend the final dividend to be approved by the 1997 Annual General Meeting of Repsol. The Repsol Board of Directors has proposed a final dividend of 102 pesetas per share.

This Offer will not bear any additional expenses nor commisions for the awardees.

Coordinator for the operation

SEPI has appointed BBV Interactivos, Banco Santander de Negocios and Goldman Sachs as Joint Global Coordinators for all tranches included in the transaction.

Lead managers for the Spanish retail tranche will be: Banco Bilbao Vizcaya, la Caixa, Central Hispano Bolsa, Caja de Madrid, Argentaria SVB and Banco Santander de Negocios.

For the Spanish institutional tranche, lead managers will be: BBV Interactivos, Banco Santander de Negocios, La Caixa and Central Hispano Bolsa.

Lead managers for the United Kingdom tranche are Banco Santander and SBC Warburg.

Goldman Sachs will be lead manager for the United States tranche.

BBV and Paribas has been appointed co-lead manager for the Rest of the World tranche.

OPERATION CHARACTERISTICS

INITIAL DISTRIBUTION OF THE GENERAL OFFER

DATES FOR THE FIFTH REPSOL PRIVATIZATION