SEC FORM 3 SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person*
BANCO BILBAO VIZCAYA ARGENTARIA S A

(Last) (First) (Middle)
PLAZA SAN NICOLAS 4

(Street)
48005 BILBAO, SPAIN U3

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
06/12/2006
3. Issuer Name and Ticker or Trading Symbol
State National Bancshares, Inc. [ SNBI ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock 0(1)(2)(3) I(1)(2)(3) See Footnotes(1)(2)(3)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. Banco Bilbao Vizcaya Argentaria, S.A. ("BBVA") is filing this Form 3 solely because BBVA may be deemed to be a beneficial owner pursuant to Section 13(d) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), of 5,243,654 shares (the "Shares") of common stock of State National Bancshares, Inc. ("SNBI") that are subject to a Voting Agreement, dated as of June 12, 2006, entered into by BBVA with each of Castle Creek Capital, LLC, Franklin Mutual Advisers, LLC, Gary J. Fletcher, Rick J. Calhoon, James A. Cardwell, John M. Eggemeyer, III, H. Gil Moutray, Tom C. Nichols, Ben B. Stribling and F. James Volk (the "Voting Agreement") in connection with the Agreement and Plan of Merger, dated as of June 12, 2006, by and between BBVA and SNBI (the "Merger Agreement"). For additional information regarding the Voting Agreement and the Merger Agreement, see the Schedule 13D filed by BBVA with the Securities and Exchange Commission on the date hereof.
2. The Shares include 290,000 shares of common stock of SNBI subject to stock options. BBVA included these Shares in its calculation of the number of Shares that may be deemed to be beneficially owned by BBVA in connection with the Voting Agreement because BBVA does not have current information about which of such options are exercisable within 60 days.
3. BBVA disclaims beneficial ownership of the Shares and this filing shall not be deemed an admission that BBVA is the beneficial owner of the Shares for purposes of Section 16 of the Exchange Act or for any other purpose. BBVA has no "pecuniary interest" in the Shares.
/s/ Javier Malagon Navas, Authorized Representative of Banco Bilbao Vizcaya Argentaria, S.A. 06/22/2006
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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