NBG OFFER VALUES FINANSBANK AT US$5.5 BN

04.04.2006

PRESSRELEASE

Istanbul, Turkey, 04.04.2006

NBG OFFER VALUES FINANSBANK AT US$5.5 BN

Fiba Group announces the sale of 46% of the ordinary shares and of 100% of the founder shares of Finansbank to National Bank of Greece ('NBG') for US$2,774mn. Fiba Holding will remain as a shareholder with a 9.68% interest in the Bank. The process initiated by Fiba Group to evaluate its strategic options has ended with the Group's agreement with NBG to sell a 46% stake in the Bank. NBG will pay US$2,323mn for 46% of the ordinary shares in Finansbank (valuing 100% of the ordinary shares at US$5,050mn) and US$451mn for 100% of the founders' shares. According to the agreement signed in Athens on April 3, 2006, Fiba Holding will remain as a shareholder of Finansbank with a 9.68% share and the Chairman, Husnu Ozyegin, along with the executive management team will continue to hold their positions. The remaining 44.32% stake of Finansbank is owned by various local and foreign investors.

The transaction will include Finansbank's subsidiaries, Finans Invest, Finans Leasing, Finans Portfolio Management, IBTech and Finansbank Malta, while the transaction excludes Finansbank's four international banking subsidiaries, namely Finansbank Romania, Finansbank Holland, Finansbank Russia and Finansbank Suisse. Commenting on the transaction, Mr Ozyegin, Founder and Chairman of Finansbank said: "It gives us great pride that Finansbank, with its unique approach to banking, is recognized by an international bank and as a demonstration of this faith the executive management team of Finansbank is requested to continue in their current positions. Our new partner will further expand the scope of our stakeholders and customers, especially with its strong presence in the Southeastern European region.

Mr. Arapoglu, the Chairman and CEO of NBG, said that they have confidence in Turkey's future prospects and continued his comments saying: "This is a historical moment for NBG, as it takes this transformational step to becoming the leading international banking group in the Southeastern European region. The addition of such a high quality business and management team strengthens us enormously.

The completion of the sale will be subject to the applicable legal approvals. Upon completion of the share transfer, NBG will undertake a Mandatory Offer based on the transaction's implied US$ price per share for the remaining ordinary shares held by the minority shareholders. If NBG acquires less than a 4.01% additional stake in Finansbank during the Mandatory Offer, Fiba Holding and its affiliates will sell to NBG sufficient ordinary shares such that NBG will achieve a 50% (+1 ordinary share) ownership position in Finansbank.
 NBG was founded in 1841 and has been listed on the Athens Stock Exchange since 1880. NBG has a market capitalization of approximately US$16bn and has 590 branches in Greece. NBG is recognized as one of the leading banks in the Southeastern Europe region with 7 banks and 19 financial institutions in 12 countries outside Greece. NBG's 74.4% share is owned by both local and international institutional and individual investors, while the rest is held by Greek pension funds, state controlled enterprises and NBG's subsidiaries.
 Fiba Group mandated Morgan Stanley to evaluate its strategic options in November 2005.

Finansbank is the fifth largest private bank in Turkey according to its 2005 consolidated asset size of US$14bn. In addition to its banking operations in Turkey, Finansbank has an extensive international banking network with subsidiaries in the Netherlands, Switzerland, Romania; Russia and Malta. Finansbank provides a wide range of products and services from commercial banking to private and investment banking. Finansbank with its staff of 10,300 people operates in 12 countries with 287 branches.

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