TEXT-Fitch cuts Santander Totta to 'BBB'

(The following statement was released by the rating agency)

Feb 15 - Fitch Ratings has downgraded Santander Totta SGPS's
(Santander Totta) and its bank subsidiary, Banco Santander Totta SA's Long-term
Issuer Default Ratings (IDR) to 'BBB' from 'A' and its Short-term IDR to 'F3'
from 'F1' and removed the ratings from Rating Watch Negative (RWN). The
Long-term IDRs have a Negative Outlook. The agency has also downgraded the two
institutions' Support Ratings to '2' from '1, and removed from RWN. A full list
of rating actions is at the end of this commentary.

These rating actions reflect a weakening of potential parent bank support
following the downgrade of Spain's Banco Santander ('A'/Negative; see "Fitch
Downgrades Santander to 'A'/Negative Outlook Following Sovereign Action" dated
February 13, 2012 on www.fitchratings.com) and a reassessment of the link
between support being forthcoming and sovereign/banking sector risks in
Portugal.

Fitch believes there still to be a high probability that Santander Totta and
Banco Santander Totta SA would be supported by Banco Santander, if needed, and
this drives their Long-term IDRs which are two notches higher than the
Portuguese sovereign Long-term IDR ('BB+'/Negative).

However, Banco Santander's propensity and ultimate ability to provide full and
timely support to Santander Totta and Banco Santander Totta SA is linked to the
banking sector and sovereign risks in Portugal, which are closely correlated.
The most likely cause of a further downgrade of the Long-term IDRs of Santander
Totta and Banco Santander Totta SA would be a Portuguese sovereign downgrade. As
a result their Long-term IDRs, like Portugal, are also on Negative Outlook.

In accordance with Fitch's criteria on 'Rating Bank Regulatory Capital and
Similar Securities' (dated 15 December 2011 at www.fitchratings.com), Banco
Santander Totta SA's preference shares have been affirmed at 'BB+' and notched
down twice from its Long-term IDR. The notching only reflects relative loss
severity as, in Fitch's view, the potential for parental support should be able
to neutralise the non-performance risk of these preference shares.

Santander Totta is a Portuguese holding company ultimately owned by Banco
Santander. Banco Santander Totta SA is its main subsidiary and is Portugal's
fourth largest bank.

The ratings actions are as follows:

Santander Totta:
Long-term IDR downgraded to 'BBB' from 'A'; Outlook Negative; Removed from RWN
Short-term IDR downgraded to 'F3' from 'F1'; Removed from RWN
Viability Rating unaffected at 'bb-'
Support Rating downgraded to '2' from '1', removed from RWN

Banco Santander Totta S.A.:
Long-term IDR downgraded to 'BBB' from 'A'; Outlook Negative; Removed from RWN
Short-term IDR downgraded to 'F3' from 'F1'; Removed from RWN
Viability Rating unaffected at 'bb-'
Support Rating downgraded to '2' from '1', removed from RWN
Senior debt downgraded to 'BBB' from 'A'; removed from RWN
Commercial paper and short-term debt downgraded to 'F3' from 'F1'; removed from
RWN
Preference shares affirmed at 'BB+', removed from RWP

The rating impact, if any, from the above rating actions on Santander Totta's
securitisation transactions and covered bonds will be detailed in separate
comments.

With the exception of the rating action taken today on Banco Santander Totta
SA's preference shares which also took into account Fitch's 'Rating Bank
Regulatory Capital and Similar Securities' criteria, today's rating actions have
been driven by those aspects of its 'Global Financial Institutions Rating
Criteria' relating to support.

Contact:

Primary Analyst
Cristina Torrella
Senior Director
+34 93 323 8405
Fitch Ratings Espana
Paseo de Gracia, 85
08008 Barcelona

Secondary Analyst
Roger Turro
Director
+ 34 93 323 8406

Committee Chairperson
James Longsdon
Managing Director
+ 44 203 530 1076

Additional information is available on www.fitchratings.com. The ratings above
were solicited by, or on behalf of, the issuer, and therefore, Fitch has been
compensated for the provision of the ratings.

Applicable criteria, 'Global Financial Institutions Rating Criteria', dated 16
August 2011 and 'Rating Bank Regulatory Capital and Similar Securities', dated
15 December 2011 are available at www.fitchratings.com.

Applicable Criteria and Related Research:
Global Financial Institutions Rating Criteria
Rating Bank Regulatory Capital and Similar Securities

(New York Ratings Team)