Bond NatWest Markets NV 1.008% ( US78009KQW52 ) in USD

NatWest Markets NV

75.585 % ⇌

Netherlands

US78009KQW52 ( in USD )

1.008% per year ( payment 2 times a year)

25/02/2031

Prospectus brochure of the bond NatWest Markets NV US78009KQW52 en USD 1.008%, maturity 25/02/2031

1 USD

8 USD

78009KQW5

N/A

25/02/2025 ( In 112 days )

The Bond issued by NatWest Markets NV ( Netherlands ) , in USD, with the ISIN code US78009KQW52, pays a coupon of 1.008% per year.
The coupons are paid 2 times per year and the Bond maturity is 25/02/2031

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424B2 1 fps146.htm FINAL PRICING SUPPLEMENT 146
CALCULATION OF REGISTRATION FEE

Title of Each Class of Securities Offered

Maximum Aggregate Offering Price

Amount of Registration Fee(1)
Callable Capped CMS Steepener Notes

$8,000,000

$928.80

(1) Calculated in accordance with Rule 457(r) of the Securities Act of 1933

Pricing Supplement No. 146 Dated February 22, 2011
to Registration Statement Nos. 333-162193 and 333-162193-01
(Prospectus Supplement Dated April 2, 2010
and Prospectus Dated April 2 2010)
Rule 424(b)(2)
THE ROYAL BANK OF SCOTLAND N.V.
Callable Capped CMS Steepener Notes
Due February 2031
Issuer:
The Royal Bank of Scotland N.V. Pricing Date:
February 22, 2011
Lead Agent:
RBS Securities Inc.
Settlement Date:
February 25, 2011
Issue Price:
100%
Maturity Date:
February 25, 2031
CUSIP:
78009KQW5
ISIN:
US78009KQW52
Status and Guarantee:
Unsecured, unsubordinated obligations of the Issuer, fully and unconditionally guaranteed by

the Issuer's parent company, RBS Holdings N.V.
100% of the principal amount, plus accrued and unpaid interest, if any, to but excluding the Maturity
Payment at Maturity:
Date. Any payment at maturity is subject to the creditworthiness of The Royal Bank of Scotland N.V.,
as the issuer, and RBS Holdings N.V., as guarantor.
Interest will be payable quarterly in arrears on each Interest Payment Date. Interest payable on or
Interest Payments:
prior to February 25, 2012 will accrue based on the Initial Interest Rate. Interest payable on each
Interest Payment Date thereafter will accrue based on the Interest Rate Formula.
25th day of each May, August, November, February commencing on May 25, 2011, or if any such day
Interest Payment Dates:
is not a Business Day, on the following Business Day, and no additional interest will accrue in respect

of the delay in the interest payment. The last Interest Payment Date will be the Maturity Date or the
Early Redemption Date (as defined below), as applicable.
Interest payable after February 25, 2012 will be calculated based on a rate per annum equal to the
product of (a) 4 and (b) the Reference Rate, subject to the Minimum Interest Rate and the Maximum
Interest Rate Formula:
Interest Rate.
Initial Interest Rate:
Minimum Interest Rate:
Maximum Interest Rate:
12.00% per annum
0.00% per annum
12.00% per annum
Reference Rate:
The 30-Year U.S. Dollar Constant Maturity Swap Rate ("CMS30") minus the 2-Year U.S. Dollar

Constant Maturity Swap Rate ("CMS2") minus 0.50%.

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The rates that appear on Reuters page ISDA FIX1 under the heading "30YR" and "2YR", respectively,
at 11:00 a.m., New York City time, on the Interest Determination Date (as defined below). If such rates
CMS30 and CMS2:
do not appear on Reuters page ISDA FIX1 on the Interest Determination Date, we will use another
method of determining such rates as described under "Information Regarding the CMS Rates--
Unavailability of CMS30 or CMS2" herein.
We may redeem all of the Notes at the Redemption Price set forth below, on any Interest Payment
Optional Early Redemption:
Date commencing on February 25, 2012, provided we give at least ten (10) Business Days' prior

written notice to the note holders. If we exercise our redemption option, the Interest Payment Date on
which we redeem the Notes will be referred to as the "Early Redemption Date."
Redemption Price:
100% of the principal amount together with any accrued and unpaid interest to but excluding the Early

Redemption Date.
Comparable Yield:
5.45%

Price to Public
Agent's Commission1
Proceeds to Issuer
Per Security
$1,000
$48.72
$951.28
Total
$8,000,000
$389,760
$7,610,240
1 For additional information see "Plan of Distribution (Conflicts of Interest)" in this Pricing Supplement.

The Notes are not bank deposits and are not insured or guaranteed by the Federal Deposit Insurance Corporation, the Deposit Insurance Fund or any other governmental
agency.
Investing in the Notes involves a number of risks. See "Risk Factors" beginning on page 7 of this Pricing Supplement.
The Securities and Exchange Commission and state securities regulators have not approved or disapproved these Notes, or determined if this Pricing Supplement
or the accompanying Prospectus Supplement or Prospectus are truthful or complete. Any representation to the contrary is a criminal offense.
This Pricing Supplement and the accompanying Prospectus Supplement and Prospectus may be used by our affiliates in connection with offers and sales of the Notes in
market-making transactions.

RBS Securities Inc.
PRICE: $1,000 PER NOTE

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THE ROYAL BANK OF SCOTLAND N.V.
Callable Capped CMS Steepener Notes
Due February 2031

WHERE YOU CAN FIND MORE INFORMATION

The Royal Bank of Scotland N.V. ("RBS N.V.") and RBS Holdings N.V have filed a registration statement (including a Prospectus
and Prospectus Supplement) with the Securities and Exchange Commission, or SEC, for the offering to which this Pricing Supplement
relates. Before you invest, you should read the Prospectus and Prospectus Supplement in that registration statement and other documents
that RBS N.V. and RBS Holdings N.V. have filed with the SEC for more complete information about RBS N.V., RBS Holdings N.V. and the
offering of the Notes. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, RBS
N.V., any underwriter or any dealer participating in the offering will arrange to send you the Prospectus and Prospectus Supplement if you
request it by calling toll free (866) 747-4332.

You should read this Pricing Supplement together with the Prospectus dated April 2, 2010, as supplemented by the Prospectus
Supplement dated April 2, 2010 relating to our RBS NotesSM of which these Notes are a part. This Pricing Supplement, together with the
documents listed below, contains the terms of the Notes and supersedes all other prior or contemporaneous oral statements as
well as any other written materials including preliminary or indicative pricing terms, correspondence, trade ideas, structures for
implementation, sample structures, fact sheets, brochures or other educational materials of ours. You should carefully consider,
among other things, the matters set forth in "Risk Factors" in this Pricing Supplement, as the Notes involve risks not associated with
conventional debt securities. We urge you to consult your investment, legal, tax, accounting and other advisors before you invest in the
Notes.

You may access these documents on the SEC website at www.sec.gov as follows (or if such address has changed, by reviewing
our filings for the relevant date on the SEC website):

·
Prospectus Supplement dated April 2, 2010:
http://www.sec.gov/Archives/edgar/data/897878/000095010310001004/crt_dp17140-424b2.pdf

·
Prospectus dated April 2, 2010:
http://www.sec.gov/Archives/edgar/data/897878/000095010310000965/crt_424b2.pdf

Our Central Index Key, or CIK, on the SEC website is 897878. As used in this Pricing Supplement, "RBS N.V.," "the Company,"
"we," "us" or "our" refers to The Royal Bank of Scotland N.V.; "Holdings" refers to RBS Holdings N.V.

These Notes may not be offered or sold (i) to any person/entity listed on sanctions lists of the European Union, United
States or any other applicable local competent authority; (ii) within the territory of Cuba, Sudan, Iran and Myanmar; (iii) to
residents of Cuba, Sudan, Iran or Myanmar; or (iv) to Cuban Nationals, wherever located.

We reserve the right to withdraw, cancel or modify any offering of the Notes and to reject orders in whole or in part prior to their
issuance.
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RBS NotesSM is a Service Mark of The Royal Bank of Scotland N.V.

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THE ROYAL BANK OF SCOTLAND N.V.
Callable Capped CMS Steepener Notes
Due February 2031

SUMMARY

The following summary does not contain all the information that may be important to you. You should read this summary together
with the more detailed information that is contained in this Pricing Supplement, the accompanying Prospectus and Prospectus
Supplement. You should carefully consider, among other things, the matters set forth in "Risk Factors" beginning on page 7 of this Pricing
Supplement. In addition, we urge you to consult with your investment, legal, accounting, tax and other advisors with respect to any
investment in the Notes.
What are the Notes?

The Notes are issued by us, The Royal Bank of Scotland N.V., and are fully and unconditionally guaranteed by our parent company,
RBS Holdings N.V. The Notes are senior notes of The Royal Bank of Scotland N.V. that have a maturity of 20 years, but we may redeem
them at our option on any Interest Payment Date commencing on February 25, 2012.

The Notes are not bank deposits and are not insured or guaranteed by the Federal Deposit Insurance Corporation, the Deposit
Insurance Fund or any other governmental agency.

All payments on the Notes, including payment of principal at maturity, are subject to the creditworthiness of The Royal
Bank of Scotland N.V., as the issuer, and RBS Holdings N.V., as guarantor. In other words, payments on the Notes will depend on
the ability of The Royal Bank of Scotland N.V. and RBS Holdings N.V. to meet their payment obligations when due.
What will I receive at maturity of the Notes?

Unless the Notes have been earlier redeemed, for each $1,000 principal amount of Notes, you will receive a cash payment equal to
$1,000, and any accrued and unpaid interest on the Notes, at maturity.

Will I receive interest payments?

Yes. Interest will be payable quarterly in arrears on the 25th day of each May, August, November, and February, commencing on
May 25, 2011 (each an "Interest Payment Date"); provided, that, if such day is not a Business Day, interest will be paid on the immediately
succeeding Business Day and no additional interest will accrue in respect of such delay. Interest, if any, will be computed on the basis of a
360-day year consisting of twelve 30-day months.

"Business Day" means any day, other than a Saturday or Sunday, that is neither a legal holiday nor a day on which banking
institutions are authorized or required by law or regulation to close in The City of New York.

How will the interest on the Notes be calculated?
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One of our affiliates, RBS Securities Inc., will serve as calculation agent for the Notes, and will determine the interest payable on the
Notes in accordance with the following Interest Rate Formula:

·
From and including the Settlement Date and through but excluding February 25, 2012, interest on the Notes will accrue at the
rate of 12.00% per annum.

·
Thereafter, interest on the Notes will accrue at a rate per annum equal to:

4 x (CMS30 CMS2 0.50%)

However, in no event will the interest rate payable on the Notes be greater than 12.00% per annum or less than 0.00% per
annum. Because interest is paid quarterly you will receive a pro rated amount of the per annum rate.

"CMS30" means the 30-Year U.S. Dollar Constant Maturity Swap Rate that appears on Reuters page ISDA FIX1 under the heading
"30YR" at 11:00 a.m., New York City time, on the Interest Determination Date.

"CMS2" means the 2-Year U.S. Dollar Constant Maturity Swap Rate that appears on Reuters page ISDA FIX1 under the heading
"2YR" at 11:00 a.m., New York City time, on the Interest Determination Date.

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THE ROYAL BANK OF SCOTLAND N.V.
Callable Capped CMS Steepener Notes
Due February 2031

If either CMS30 or CMS2 (collectively, "CMS Rates") does not appear on Reuters page ISDA FIX1 on the Interest Determination
Date, the calculation agent will use another method of determining such rates as described under "Information Regarding the CMS Rates--
Unavailability of CMS30 or CMS2" herein.

The "Interest Determination Date" for each Interest Payment Period will be the second Business Day prior to the relevant Interest
Reset Date.

For each quarterly Interest Payment Period on and after February 25, 2012, the rate of interest payable on the Notes will be reset on
the first day of such Interest Payment Period, which we refer to as an "Interest Reset Date."

The first Interest Payment Period will commence on, and will include, the Settlement Date of the Notes and will end on, but will
exclude, the first Interest Payment Date. Thereafter, each Interest Payment Period will commence on, and will include, an Interest Payment
Date and will end on, but will exclude, the succeeding Interest Payment Date, the Early Redemption Date or the Maturity Date, as
applicable.
Is the interest payable on the Notes limited in any way?

Yes. The interest payable on the Notes will not exceed 12.00% per annum, even if CMS30 significantly exceeds CMS2 on each
Interest Determination Date. Further, interest payable on the Notes on any Interest Payment Date occurring on or after February 25, 2012
will depend on the Reference Rate on the relevant Interest Determination Date, which will depend in turn on the amount by which CMS30
exceeds CMS2. You may not receive any interest on or after February 25, 2012 if the Reference Rate is equal to or less than zero.

Further, we may redeem the Notes on any Interest Payment Date on or after February 25, 2012. If we elect to redeem the Notes,
you will not receive any interest payments after the Early Redemption Date.
When may we redeem the Notes and what will I receive upon redemption?

We may, at our option, redeem all of the Notes on any Interest Payment Date, commencing on February 25, 2012. We refer to the
Interest Payment Date on which we redeem the Notes as the "Early Redemption Date." If we elect to redeem the Notes, we will provide
written notice of such redemption to the note holders not less than ten (10) Business Days prior to the Early Redemption Date. For each
$1,000 principal amount of Notes redeemed, you will receive a cash payment equal to $1,000, plus any accrued and unpaid interest to, but
excluding, the Early Redemption Date.

We are generally more likely to redeem the Notes during periods when then prevailing interest rates are lower than the rate of
interest payable on the Notes.

What is the minimum required purchase?
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You may purchase Notes in minimum denominations of $1,000 or in integral multiples thereof.
Is there a secondary market for the Notes?

The Notes will not be listed on any securities exchange. Accordingly, there may be little or no secondary market for the Notes and,
as such, information regarding independent market pricing for the Notes may be extremely limited. You should be willing to hold your Notes
until the Maturity Date.

We anticipate that one or more of our affiliates will make a market in the Notes. Our affiliates may make purchases and sales of the
Notes from time to time in off-exchange transactions or may post indicative prices for the Notes in the secondary market. However, none of
our affiliates is required to do so, and any of them may discontinue any market-making activities and may stop posting indicative prices at
any time.

If you sell your Notes before the Maturity Date, the price that you receive may be less than the original issue price of the Notes or
the price that you paid for them.

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THE ROYAL BANK OF SCOTLAND N.V.
Callable Capped CMS Steepener Notes
Due February 2031

What are CMS30 and CMS2?

For purposes of the Notes, CMS30 and CMS2 are "constant maturity swap rates" that measure the fixed rate of interest payable on
a hypothetical fixed-for-floating U.S. dollar interest rate swap transaction with a maturity of ten years and two years, respectively. In such a
hypothetical swap transaction, the fixed rate of interest, payable semi-annually on the basis of a 360-day year consisting of twelve 30-day
months, is exchangeable for a floating 3-month LIBOR-based payment stream that is payable quarterly on the basis of the actual number of
days elapsed during a quarterly period in a 360-day year. "LIBOR" is the London Interbank Offered Rate, and is the rate of interest at which
banks borrow funds from each other in the London interbank market. 3-Month LIBOR is the rate of interest which banks in London charge
each other for loans for a period of three months.

Interest payable on the Notes on and after February 25, 2012 will be imperfectly correlated to the difference between long-term
interest rates (as measured by CMS30) and short-term interest rates (as measured by CMS2). Although long-term interest rates directionally
follow short-term interest rates, movements in long-term interest rates generally tend to be smaller than movements in short-term interest
rates. As such, when short-term interest rates rise, the difference between CMS30 and CMS2 tends to narrow (the curve of the spread
flattens); conversely, when short-term interest rates fall, the spread widens (the curve of the spread becomes steeper). After February 25,
2012, interest payable on the Notes will be greater the wider the spread between CMS30 and CMS2 (assuming that the difference between
CMS30 and CMS2 is greater than 0.50%), and the steeper the curve of the spread, as of each Interest Determination Date.
How have CMS30 and CMS2 performed historically?

We have provided below under "Information Regarding the CMS Rates" additional information on the CMS Rates and a sampling of
the historical levels of CMS30 and CMS2. We have provided this historical information to help you evaluate the behavior of the CMS Rates
in various periods. Historical levels of the CMS Rates, however, are not indicative of future levels of CMS Rates.
What else should I consider before investing the Notes?

The Notes are not suitable for all investors. You may wish to consider the Notes if:

· you believe that CMS30 will generally be greater than CMS2 during the term of the Notes;

· you are willing and able to hold the Notes to maturity, but are willing to have the Notes redeemed at our option as early as
February 25, 2012; and

· you are willing to bear the risk that the Notes may bear a below market interest rate which may in fact be zero.

You should carefully consider whether the Notes are suited to your particular circumstances before you decide to purchase them. In
addition, we urge you to consult with your investment, legal, accounting, tax and other advisors with respect to any investment in the Notes.
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What are the tax consequences of owning the Notes?

We intend to treat the Notes as "contingent payment debt instruments" for U.S. federal tax purposes. As a result, if you are a U.S.
taxable investor, regardless of your method of accounting, you will generally be required to accrue as ordinary income amounts based on
the "comparable yield" of the Notes, as determined by us, which may be in excess of any actual interest payments made on the Notes in a
particular taxable year. Further, the amount of income a U.S. taxable investor will be required to recognize each year will be adjusted to the
extent the amount of the actual interest payments on the Notes differ from the projected amounts payable in such year. In addition, any gain
recognized upon a sale, exchange or retirement of the Notes will generally be treated as ordinary interest income for U.S. federal income tax
purposes.

You should review the section in this Pricing Supplement entitled "United States Federal Income Taxation." Additionally,
you are urged to consult your tax advis0r regarding the tax treatment of the Notes and whether a purchase of the Notes is
advisable in light of the tax treatment and your particular situation.

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