Fitch Places Compass Bancshares on Positive Watch Following Banco Bilbao Acquisition.

CHICAGO -- Fitch has placed Compass Bancshares, Inc.'s (Nasdaq:CBSS) long-term ratings, including the long-term Issuer Default Rating (IDR) of 'A-', and the Support Rating on Rating Watch Positive. All other ratings are affirmed. A complete list of ratings follows at the end of this release.

Fitch's rating action follows today's announcement that CBSS has agreed to be acquired by Spain's second largest banking group, Banco Bilbao Vizcaya Argentaria (BBVA, rated 'AA-/F1+' by Fitch). Please see the separate release affirming BBVA's ratings. Fitch views the proposed transaction as having positive implications for CBSS' long-term ratings as it will be wholly-owned by a higher rated global organization. Upon consummation of the transaction, Fitch anticipates assigning CBSS a Support rating of '1', reflecting BBVA's ownership and likely support.

The following ratings are placed on Rating Watch Positive:

Compass Bancshares, Inc.

--IDR 'A-';

--Preferred stock 'BBB+';

--Support '5';

Compass Bank

--Long-term deposits, 'A';

--IDR 'A-';

--Senior unsecured, 'A-';

--Subordinated debt, 'BBB+';

--Support, '5'.

Compass Trust I

Compass Trust III

TexasBanc Capital Trust I

--Preferred stock 'BBB+'.

The following ratings are affirmed:

Compass Bancshares, Inc.

--Short-term 'F1';

--Individual 'B'.

Compass Bank

--Short-term, 'F1';

--Short-term deposits, 'F1';

--Individual, 'B';

Fitch's rating definitions and the terms of use of such ratings are available on the agency's public site, www.fitchratings.com. Published ratings, criteria and methodologies are available from this site, at all times. Fitch's code of conduct, confidentiality, conflicts of interest, affiliate firewall, compliance and other relevant policies and procedures are also available from the 'Code of Conduct' section of this site.