Obligation Rabobank 5.25% ( US21685WCJ45 ) en USD

Société émettrice Rabobank
Prix sur le marché refresh price now   105.629 %  ▲ 
Pays  Pays-bas
Code ISIN  US21685WCJ45 ( en USD )
Coupon 5.25% par an ( paiement semestriel )
Echéance 23/05/2041



Prospectus brochure de l'obligation Rabobank US21685WCJ45 en USD 5.25%, échéance 23/05/2041


Montant Minimal /
Montant de l'émission /
Cusip 21685WCJ4
Notation Standard & Poor's ( S&P ) A+ ( Qualité moyenne supérieure )
Notation Moody's Aa2 ( Haute qualité )
Prochain Coupon 24/05/2025 ( Dans 70 jours )
Description détaillée Rabobank est une banque coopérative néerlandaise multinationale spécialisée dans les services financiers pour les secteurs de l'agroalimentaire, des entreprises et des particuliers.

L'Obligation émise par Rabobank ( Pays-bas ) , en USD, avec le code ISIN US21685WCJ45, paye un coupon de 5.25% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 23/05/2041

L'Obligation émise par Rabobank ( Pays-bas ) , en USD, avec le code ISIN US21685WCJ45, a été notée Aa2 ( Haute qualité ) par l'agence de notation Moody's.

L'Obligation émise par Rabobank ( Pays-bas ) , en USD, avec le code ISIN US21685WCJ45, a été notée A+ ( Qualité moyenne supérieure ) par l'agence de notation Standard & Poor's ( S&P ).









TERMS SUPPLEMENT NO. 1 DATED May 17, 2011
(to Product Supplement No. 2 dated May 13, 2011 and to the Offering Circular dated May 13, 2011)






Coöperatieve Centrale Raiffeisen-Boerenleenbank B.A. (Rabobank Nederland),
Utrecht Branch
(a cooperative with limited liability established under the laws of the Netherlands and having its statutory seat
in Amsterdam, the Netherlands)
U.S. $1,500,000,000
RABO NOTES
5.250% Notes due May 2041

Issuer:
Coöperatieve Centrale Raiffeisen-Boerenleenbank B.A. ("Rabobank Nederland"), Utrecht Branch
Guarantor:
Rabobank Nederland, New York Branch
Aggregate Principal
U.S. $1,500,000,000
Amount:
Expected Ratings*:
Aaa/AAA (Moody's/S&P)
Legal Format:
Exempt from SEC registration pursuant to Section 3(a)(2) of the Securities Act
This Terms Supplement qualifies, forms part of, and is subject to Product Supplement No. 2
Documentation:
dated May 13, 2011 and the Medium Term Note Program Offering Circular dated May 13, 2011
(including information incorporated by reference therein).
Pricing Date:
May 17, 2011
Original Issue Date:
May 24, 2011
Maturity Date:
May 24, 2041
Interest Rate:
5.250% per annum payable semi-annually in arrears
Original Issue Price:
98.426% of the aggregate principal amount
Benchmark Treasury:
UST 4.750% February 15, 2041
Benchmark Treasury
109-5+ ; 4.206%
Price and Yield:
Spread to Benchmark
1.150% (115 basis points)
Treasury:
Yield to Maturity:
5.356%
Semi-annually on May 24 and November 24, beginning on November 24, 2011, subject to the
Interest Payment Dates: Business Day Convention
Business Day
Following Business Day
Convention:
Day Count Convention: 30 / 360
Any day which is a day (other than a Saturday or Sunday or other day on which banks in New
York, Amsterdam or London are required or permitted to close) on which commercial banks and
Business Days:
foreign exchange markets settle payments and are open for general business (including dealing
in foreign exchange and foreign currency deposits) in New York, Amsterdam and London.
Optional Redemption:
Not Applicable
Minimum
U.S. $1,000 and integral multiples of U.S. $1,000 in excess thereof
Denominations:
Governing Law:
New York

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No Listing:
The notes will not be listed on any securities exchange or interdealer quotation system.
CUSIP: 21685WCJ4
ISIN: US21685WCJ45
Joint Book-Running
Barclays Capital Inc.; Goldman, Sachs & Co.; Merrill Lynch, Pierce, Fenner & Smith
Managers:
Incorporated

* A credit rating is not a recommendation to buy, sell, or hold the Notes, and may be subject to revision or
withdrawal at any time by the assigning rating agency.

THE NOTES AND THE GUARANTEE HAVE NOT BEEN AND WILL NOT BE REGISTERED UNDER THE SECURITIES
ACT OF 1933, AS AMENDED (THE "SECURITIES ACT") OR ANY STATE SECURITIES LAWS. THE NOTES ARE
BEING OFFERED PURSUANT TO AN EXEMPTION FROM REGISTRATION CONTAINED IN SECTION 3(a)(2) OF THE
SECURITIES ACT.

THE NOTES CONSTITUTE UNCONDITIONAL LIABILITIES OF THE ISSUER, AND THE GUARANTEE CONSTITUTES
AN UNCONDITIONAL CONTINGENT OBLIGATION OF THE GUARANTOR. THE NOTES AND THE GUARANTEE ARE
NOT BANK DEPOSITS AND ARE NOT INSURED OR GUARANTEED BY THE FEDERAL DEPOSIT INSURANCE
CORPORATION, THE BANK INSURANCE FUND OR ANY UNITED STATES OR DUTCH GOVERNMENTAL OR
DEPOSIT INSURANCE AGENCY OR ENTITY.

NOTICE TO TEXAS RESIDENTS ONLY:

WE ARE NOT MAKING AN OFFERING OF THE NOTES IN TEXAS, EXCEPT AS SPECIFIED BELOW. WE DO NOT
INTEND TO MAKE ANY SALES OF THE NOTES IN TEXAS AND EACH DEALER HAS AGREED THAT IT WILL NOT
DISTRIBUTE THIS TERMS SUPPLEMENT OR ADVERTISE, OFFER OR SELL ANY NOTES, DIRECTLY OR
INDIRECTLY, IN TEXAS OR TO, OR FOR THE BENEFIT OF, ANY RESIDENT OF TEXAS (WHICH TERM AS USED
HEREIN MEANS ANY PERSON RESIDENT IN TEXAS, INCLUDING ANY CORPORATION OR OTHER ENTITY
ORGANIZED UNDER THE LAWS OF, OR RESIDING IN, TEXAS), OR TO OTHERS FOR RE-OFFERING OR RESALE,
DIRECTLY OR INDIRECTLY, IN TEXAS OR TO A RESIDENT OF TEXAS, EXCEPT TO INDIVIDUAL ACCREDITED
INVESTORS AS DEFINED UNDER §139.16 OF THE TEXAS SECURITIES ACT, OTHER ACCREDITED INVESTORS, AS
DEFINED IN RULE 501(A)(1)-(4), (7) AND (8) UNDER THE SECURITIES ACT OR TO QUALIFIED INSTITUTIONAL
BUYERS, AS DEFINED IN RULE 144A UNDER THE SECURITIES ACT, PURSUANT TO §§581-5(H), 109.3, 109.4 OR
139.16 OF, AND OTHERWISE IN COMPLIANCE WITH, THE TEXAS SECURITIES ACT AND ANY OTHER APPLICABLE
LAWS, REGULATIONS AND GUIDELINES OF TEXAS.

In making your investment decision, you should rely only on the information contained or incorporated by reference in this
Terms Supplement, Product Supplement No. 2 dated May 13, 2011 (the "Product Supplement") and the related Offering Circular
dated May 13, 2011 (the "Offering Circular"), copies of which you have previously received or are delivered herewith. Additional
copies of this Terms Supplement, the Product Supplement and the Offering Circular are available from the Issuer, at no cost to you,
and you should read each of these documents carefully prior to investing in the Notes. The Issuer has not authorized anyone to give
you any additional or different information.

This Terms Supplement, the Product Supplement and the Offering Circular are submitted on a confidential basis to
investors for informational use solely in connection with their purchase of the Notes. Their use for any other purpose is not
authorized. They may not be copied or reproduced in whole or in part nor may they be distributed or any of their contents
be disclosed to anyone other than the prospective investors to whom they are submitted.

Except as set forth in this Terms Supplement, no person is authorized to give any information or make a representation
regarding the Notes and, if given or made, such information or representation must not be relied on. The Issuer is offering to sell,
and is seeking offers to buy, the Notes only in jurisdictions where offers and sales are permitted. This Terms Supplement, the
Product Supplement and the Offering Circular do not constitute an offer to sell, or a solicitation of an offer to buy, any Notes by any
person in any jurisdiction in which it is unlawful for such person to make such an offer or solicitation. Neither the delivery of this
Terms Supplement nor any sale made hereunder implies that there has been no change in the affairs of the Issuer or its affiliates or
that the information in this Terms Supplement is correct as of any date after the date hereof.

You must (i) comply with all applicable laws and regulations in force in any jurisdiction in connection with the possession or
distribution of this Terms Supplement, the Product Supplement and the related Offering Circular and the purchase, offer or sale of
the Notes and (ii) obtain any consent, approval or permission required to be obtained by you for the purchase, offer or sale by you of
the Notes under the laws and regulations applicable to you in force in any jurisdiction to which you are subject or in which you

2




make such purchases, offers or sales; neither the Issuer nor the Guarantor or any of their affiliates shall have any responsibility
therefor.
SUPPLEMENTAL PROVISIONS RELATING TO THE NOTES WHILE IN GLOBAL FORM
In addition to the provisions found under the heading "Provisions Relating to the Notes while in Global Form" found in the
accompanying Offering Circular," the following provisions will apply.

We have obtained the information in this section concerning Clearstream Banking S.A., ("Clearstream") and Euroclear Bank
S.A./N.V., as operator of the Euroclear System ("Euroclear") and the book-entry system and procedures from sources that we
believe to be reliable, but we take no responsibility for the accuracy of this information.

The Notes will be represented exclusively by one or more global certificates in registered form without receipts, interest
coupons or talons (each a "Global Certificate"). The Global Certificates will be deposited with a custodian for, and registered in
the name of, The Depository Trust Company ("DTC") or its nominee. Ownership of beneficial interests in the Global Certificates
will be limited to persons who have accounts with DTC (each, a "DTC Participant"), or persons who hold interests through DTC
Participants. Ownership of beneficial interests in the Global Certificates will be shown on, and the transfer of that ownership will
be effected only through, records maintained by DTC or its nominee (with respect to interests of DTC Participants) and the records
of DTC Participants (with respect to interests of persons other than DTC Participants), which may include depositaries (each, a
"U.S. Depositary") for Euroclear and Clearstream, as described below.

Clearstream

Clearstream (formerly Cedelbank) has advised us that it is incorporated under the laws of Luxembourg as a professional
depositary. Clearstream holds securities for its participating organizations ("Clearstream Participants") and facilitates the
clearance and settlement of securities transactions between Clearstream Participants through electronic book-entry changes in
accounts of Clearstream Participants, thereby eliminating the need for physical movement of certificates. Clearstream provides
Clearstream Participants, among other things, services for safekeeping, administration, clearance and settlement of internationally
traded securities and securities lending and borrowing.

Clearstream interfaces with domestic markets in several countries. As a professional depositary, Clearstream is subject to
regulation by the Luxembourg Commission for the Supervision of the Financial Sector (Commission de Surveillance du Secteur
Financier). Clearstream Participants are financial institutions around the world, including other securities brokers and dealers,
banks, trust companies and clearing corporations and certain other organizations. In the United States, Clearstream Participants are
limited to securities brokers and dealers and banks. Indirect access to Clearstream is also available to others that clear through or
maintain a custodial relationship with a Clearstream Participant either directly or indirectly.

Distributions with respect to interests in a Global Certificate held beneficially through Clearstream will be credited to cash
accounts of Clearstream Participants in accordance with its rules and procedures, to the extent received by the U.S. Depositary for
Clearstream.

Euroclear

Euroclear has advised us that it was created in 1968 to hold securities for participants of Euroclear ("Euroclear Participants")
and to clear and settle transactions between Euroclear Participants through simultaneous electronic book-entry delivery against
payment, thereby eliminating the need for physical movement of certificates and any risk from lack of simultaneous transfers of
securities and cash.

Euroclear provides various other services, including securities lending and borrowing, and interfaces with domestic markets in
several countries. Euroclear is operated by Euroclear Bank, S.A./N.V. (the "Euroclear Operator") under contract with euro-Clear
Clearance Systems, S.C., a Belgian cooperative corporation (the "Cooperative"). All operations are conducted by the Euroclear
Operator, and all Euroclear securities clearance accounts and Euroclear cash accounts are accounts with the Euroclear Operator, not
the Cooperative. The Cooperative establishes policy for Euroclear on behalf of Euroclear Participants. Euroclear Participants
include banks (including central banks), securities brokers and dealers and other professional financial intermediaries. Indirect
access to Euroclear is also available to others that clear through or maintain a custodial relationship with a Euroclear Participant,
either directly or indirectly.

Because the Euroclear Operator is a Belgian banking corporation, the Euroclear Operator is regulated and examined by the
Belgian Banking Commission.

Securities clearance accounts and cash accounts with the Euroclear Operator are governed by the Terms and Conditions
Governing Use of Euroclear and the related Operating Procedures of the Euroclear System, and applicable Belgian law, which we
will refer to herein as the "Terms and Conditions." The Terms and Conditions govern transfers of securities and cash within
Euroclear, withdrawals of securities and cash from Euroclear, and receipts of payments with respect to securities in Euroclear. All

3




securities in Euroclear are held on a fungible basis without attribution of specific certificates to specific securities clearance
accounts. The Euroclear Operator acts under the Terms and Conditions only on behalf of Euroclear Participants, and has no record
of or relationship with persons holding through Euroclear Participants.

Distributions with respect to interests in the Global Certificates held beneficially through Euroclear will be credited to the cash
accounts of Euroclear Participants in accordance with the Terms and Conditions, to the extent received by the U.S. Depositary for
Euroclear.

Euroclear has further advised us that investors that acquire, hold and transfer interests in the Global Certificates by book-entry
through accounts with the Euroclear Operator or any other securities intermediary are subject to the laws and contractual provisions
governing their relationship with their intermediary, as well as the laws and contractual provisions governing the relationship
between such an intermediary and each other intermediary, if any, standing between themselves and the Global Certificates.

Global Clearance and Settlement Procedures

The primary distribution of interests in the Global Certificates will be cleared through DTC and will be settled in immediately
available cash. Secondary market trading between DTC Participants will occur in the ordinary way in accordance with DTC rules
and will be settled using procedures applicable to United States corporate debt obligations in DTC's Same-Day Funds Settlement
System in immediately available funds, if payment is made in U.S. Dollars, or free of payment if payment is made in a currency
other than U.S. Dollars. In the latter case, separate payment arrangements outside of the DTC system are required to be made
between DTC Participants. Secondary market trading between Clearstream Participants and/or Euroclear Participants will occur in
the ordinary way in accordance with the applicable rules and operating procedures of Clearstream and Euroclear and will be settled
using the procedures applicable to conventional Eurobonds in immediately available funds.

Cross-market transfers between persons holding interests in a Global Certificate directly or indirectly through DTC, on the one
hand, and Euroclear Participants or Clearstream Participants on the other hand, will be effected in DTC in accordance with DTC's
rules on behalf of Euroclear or Clearstream, as the case may be, by its respective U.S. Depositary. Such cross market transactions,
however, will require delivery instructions to the relevant European international clearing system by the counterparty in such system
in accordance with its rules and procedures and within its established deadlines (European time). The relevant European
international clearing system will, if the transaction meets its settlement requirements, deliver instructions to its U.S. Depositary to
take action to effect final settlement on its behalf by delivering or receiving interests in a Global Certificate through DTC, and
making or receiving payment in accordance with normal procedures for same-day funds settlement applicable to DTC. Euroclear
Participants and Clearstream Participants may not deliver instructions directly to their respective U.S. Depositaries for Euroclear or
Clearstream.

Because of time zone differences, the securities account of a Euroclear Participant or Clearstream Participant purchasing an
interest in a Global Certificate from a DTC Participant will be credited during the securities settlement processing day (which must
be a business day for Euroclear or Clearstream, as the case may be) immediately following the DTC settlement date. Such credit or
any transactions in interests in a Global Certificate settled during such processing day will be reported to the relevant Euroclear
Participant or Clearstream Participant on such day. Cash received in Euroclear or Clearstream as a result of sales of interests in a
Global Certificate by or through a Euroclear Participant or Clearstream Participant to a DTC Participant will be received for value
on the DTC settlement date but will be available in the relevant Euroclear or Clearstream cash account only as of the business day
following settlement in DTC.

If interests in a Global Certificate are cleared only through Euroclear and Clearstream (and not DTC), you will be able to make
and receive through Euroclear and Clearstream payments, deliveries, transfers, exchanges, notices, and other transactions involving
any securities held through those systems only on days when those systems are open for business. Those systems may not be open
for business on days when banks, brokers, and other institutions are open for business in the United States. In addition, because of
time-zone differences, U.S. investors who hold their interests in the securities through these systems and wish to transfer their
interests, or to receive or make a payment or delivery or exercise any other right with respect to their interests, on a particular day
may find that the transaction will not be effected until the next business day in Luxembourg or Brussels, as applicable.

Although DTC, Clearstream and Euroclear have agreed to the foregoing procedures in order to facilitate transfers of interests in
the Global Certificates among participants of DTC, Clearstream and Euroclear, they are under no obligation to perform or continue
to perform such procedures and such procedures may be modified or discontinued at any time.

Neither we nor the Fiscal Agent will have any responsibility for the performance by DTC, Euroclear or Clearstream or their
respective direct or indirect participants of their obligations under the rules and procedures governing their operations. The laws of
some jurisdictions require that certain purchasers of securities take physical delivery of the securities in certificated form. These
laws may impair the ability to transfer beneficial interests in a Global Certificate. Beneficial owners may experience delays in
receiving distributions on their interests in a Global Certificate since distributions will initially be made to DTC and must then be
transferred through the chain of intermediaries to the beneficial owner's account.


4





SUPPLEMENTAL PLAN OF DISTRIBUTION
The Issuer has agreed to sell to Barclays Capital Inc., Goldman, Sachs & Co. and Merrill Lynch, Pierce, Fenner & Smith
Incorporated (the "Dealers") and the Dealers have severally agreed to purchase the aggregate principal amount of the Notes, as set
forth opposite their names in the table below:

Dealer
Principal Amount of Notes
Barclays Capital Inc.
U.S. $ 500,000,000
Goldman, Sachs & Co.
U.S. $ 500,000,000
Merrill Lynch, Pierce, Fenner & Smith Incorporated
U.S. $ 500,000,000






5


Confidential
PRODUCT SUPPLEMENT NO. 2 dated May 13, 2011
(To Offering Circular dated May 13, 2011)






Coöperatieve Centrale Raiffeisen-Boerenleenbank B.A. (Rabobank Nederland), Utrecht Branch
(a cooperative with limited liability established under the laws of the Netherlands and having its statutory seat in Amsterdam,
the Netherlands)
Rabo Notes
Medium-Term Notes


The Medium-Term Notes (the "Notes") are debt securities issued by the Utrecht Branch of Coöperatieve Centrale
Raiffeisen-Boerenleenbank B.A., a cooperative entity established under the laws of the Netherlands with its statutory seat in
Amsterdam, the Netherlands (the "Issuer"), and guaranteed by the New York Branch of Coöperatieve Centrale Raiffeisen-
Boerenleenbank B.A., a branch duly licensed in the State of New York (the "Guarantor"). The Notes and the guarantee (the
"Guarantee") represent direct, unsecured and unsubordinated general obligations of the Issuer and the Guarantor,
respectively, and will rank pari passu in right of payment with all other such obligations of the Issuer and the Guarantor,
respectively, except for obligations of the Issuer and the Guarantor given priority by law.

The Notes may be Fixed Rate Notes or Floating Rate Notes with interest payable on the Interest Payment Dates, in each
case as described in the accompanying Offering Circular and with specific terms specified in the applicable Terms
Supplement.
The Notes will mature on the maturity date set forth in the applicable Terms Supplement, subject to adjustments and, if
applicable, the right of the Issuer to redeem the Notes prior to the maturity date as described herein or in the applicable
Terms Supplement.
Unless otherwise specified in the applicable Terms Supplement, the minimum denomination of the Notes (the "Minimum
Denomination") will be $1,000. The Notes will not be exchanged for or resold in amounts less than the Minimum
Denomination, except that any Notes held in excess of the Minimum Denomination may be resold to the Issuer or the
Guarantor, or with the Issuer's prior written consent to any dealer, in integral multiples of $1,000 thereof, provided that
none of the Issuer, the Guarantor or any dealer shall be obligated to repurchase any Notes at any time. The Depository
Trust Company ("DTC") will act as securities depository for the Notes and will record ownership and transfer of the Notes
in book-entry form only.
The applicable Terms Supplement will describe the specific terms of a series of the Notes to which it relates, including
any changes to the terms set forth in this Product Supplement or the accompanying Offering Circular. Capitalized terms
used but not otherwise defined herein have the meanings ascribed to such terms in the Offering Circular or the applicable
Terms Supplement.
For information regarding the Issuer and the Guarantor, please see the accompanying Offering Circular and documents
incorporated therein by reference.
Investing in the Notes involves certain risks. See "Risk Factors" beginning on page S-6 herein and any additional
Risk Factors described in the applicable Terms Supplement.

THE NOTES AND THE GUARANTEE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF
1933, AS AMENDED (THE "SECURITIES ACT") OR ANY STATE SECURITIES LAWS AND ARE BEING
OFFERED PURSUANT TO THE EXEMPTION FROM THE REGISTRATION REQUIREMENTS THEREOF
CONTAINED IN SECTION 3(A)(2) OF THE SECURITIES ACT. ANY REPRESENTATION TO THE
CONTRARY IS A CRIMINAL OFFENSE.
THE NOTES CONSTITUTE UNCONDITIONAL LIABILITIES OF THE ISSUER, AND THE GUARANTEE
CONSTITUTES AN UNCONDITIONAL CONTINGENT OBLIGATION OF THE GUARANTOR. THE NOTES
AND THE GUARANTEE ARE NOT BANK DEPOSITS AND ARE NOT INSURED OR GUARANTEED BY THE
FEDERAL DEPOSIT INSURANCE CORPORATION, THE BANK INSURANCE FUND OR ANY OTHER U.S. OR
DUTCH GOVERNMENTAL OR DEPOSIT INSURANCE AGENCY OR ENTITY.






TABLE OF CONTENTS


PRODUCT SUPPLEMENT
Page
Notice to Investors........................................................................................................................................................ S-2
Summary....................................................................................................................................................................... S-3
Risk Factors .................................................................................................................................................................. S-6
Description of the Notes ............................................................................................................................................. S-11
Certain U.S. Federal Income Tax Consequences........................................................................................................ S-34
Netherlands Taxation.................................................................................................................................................. S-43
Benefit Plan Investor Considerations ......................................................................................................................... S-44
Supplemental Plan of Distribution.............................................................................................................................. S-46



OFFERING CIRCULAR
Page

Important Information ....................................................................................................................................................1
Enforcement of Liabilities and Service of Process .........................................................................................................2
Rabobank Group.............................................................................................................................................................3
Documents Incorporated by Reference...........................................................................................................................3
Summary of the Program................................................................................................................................................5
Special Considerations ­ Risk Factors............................................................................................................................9
Terms and Conditions of the Notes ................................................................................................................................9
Provisions Relating to the Notes While in Global Form ..............................................................................................25
Use of Proceeds ............................................................................................................................................................28
Benefit Plan Investor Considerations ...........................................................................................................................29
Plan of Distribution ......................................................................................................................................................31
Selling Restrictions.......................................................................................................................................................33


i




This Product Supplement, the applicable Terms Supplement and the Offering Circular are confidential and are
being furnished by the Issuer in connection with an offering exempt from registration under the Securities Act solely
for the purpose of enabling prospective investors to consider the purchase of the Notes. Any reproduction or
distribution of this Product Supplement, the applicable Terms Supplement and/or the Offering Circular, in whole or
part, and any disclosure of their contents or use of any information herein or therein for any purpose other than
considering an investment in the Notes is prohibited.
Notwithstanding anything to the contrary contained herein, all persons may disclose to any and all persons,
without limitation of any kind, the federal, state and local tax treatment of the Notes, any fact relevant to
understanding the federal, state and local tax treatment of the Notes and all materials of any kind (including opinions
or other tax analyses) relating to such tax treatment and that may be relevant to understanding such tax treatment.
However, no person may disclose the name of or identifying information with respect to any party identified herein
or any pricing term or other nonpublic business or financial information that is unrelated to the purported or claimed
federal, state or local tax treatment of the Notes and is not relevant to understanding the purported or claimed
federal, state and local tax treatment of the Notes. The distribution of this Product Supplement and the applicable
Terms Supplement and the offer, sale and delivery of the Notes in certain jurisdictions may be restricted by law.
Persons into whose possession this Product Supplement, the related Terms Supplement and the Offering Circular
come are required by the Issuer and the Guarantor to inform themselves about and to observe any such restrictions.
The Notes offered hereby have not been reviewed, recommended or endorsed by the Securities and Exchange
Commission (the "Commission") or any state or foreign securities commission or regulatory authority.
Furthermore, the foregoing authorities have not reviewed, confirmed or determined the accuracy or adequacy of this
Product Supplement, the applicable Terms Supplement or the accompanying Offering Circular. Any representation
to the contrary is a criminal offense.
This Product Supplement was written in connection with the promotion or marketing of the Notes
addressed herein, and it cannot be used by any taxpayer for the purpose of avoiding penalties that may be
asserted against the taxpayer under the Internal Revenue Code. Taxpayers should seek their own advice
based on their particular circumstances from an independent tax adviser.
Each purchaser of the Notes of any series will be furnished a copy of this Product Supplement, the applicable
Terms Supplement and the Offering Circular and any related amendments or supplements to this Product
Supplement, the applicable Terms Supplement and the Offering Circular. By receiving this Product Supplement, the
applicable Terms Supplement and the Offering Circular you acknowledge that (i) you have been afforded an
opportunity to request from the Issuer and the Guarantor and to review, and have received, all additional information
you consider to be necessary to verify the accuracy and completeness of the information herein, (ii) you have not
relied on any person other than the Issuer in connection with your investigation of the accuracy of such information
or your investment decision and (iii) except as provided pursuant to clause (i) above, no person has been authorized
to give any information or to make any representation concerning the Notes of such series other than those contained
in this Product Supplement, the applicable Terms Supplement or the Offering Circular and, if given or made, such
other information or representation should not be relied upon as having been authorized by the Issuer or the
Guarantor.
All investors should have sufficient knowledge and experience in financial and business matters to be
capable of evaluating the merits and risks of investing in and holding the Notes. Investment in the Notes
should be made only by purchasers who are able and prepared to bear the substantial risks of investing
therein. In making an investment decision, investors must rely on their own examination of the Issuer, the
Guarantor, the terms of the Notes and the offering, including the merits and risks involved. By accepting
delivery of this Product Supplement, prospective investors will be deemed to have acknowledged the need to
conduct their own thorough investigation and to exercise their own due diligence before considering an
investment in the Notes.

S-1




NOTICE TO INVESTORS
EACH PURCHASER WILL BE REQUIRED TO AGREE THAT IT WILL COMPLY WITH ALL
APPLICABLE LAWS AND REGULATIONS IN FORCE IN ANY JURISDICTION IN WHICH IT
PURCHASES, OFFERS OR SELLS THE NOTES OR POSSESSES OR DISTRIBUTES THE OFFERING
CIRCULAR, THE PRODUCT SUPPLEMENT, THE TERMS SUPPLEMENT OR ANY OFFERING
MATERIAL AND WILL OBTAIN ANY CONSENT, APPROVAL OR PERMISSION REQUIRED BY IT
FOR THE PURCHASE, OFFER OR SALE BY IT OF THE NOTES UNDER THE LAWS AND
REGULATIONS IN FORCE IN ANY JURISDICTION TO WHICH IT IS SUBJECT OR IN WHICH IT
MAKES SUCH PURCHASES, OFFERS OR SALES AND NEITHER THE ISSUER NOR THE
GUARANTOR SHALL HAVE ANY RESPONSIBILITY THEREFOR.
NONE OF THE ISSUER, THE GUARANTOR OR ANY OF THE DEALERS, REPRESENTS THAT THE
NOTES MAY AT ANY TIME LAWFULLY BE SOLD IN COMPLIANCE WITH ANY APPLICABLE
REGISTRATION OR OTHER REQUIREMENTS IN ANY JURISDICTION, OR PURSUANT TO ANY
EXEMPTION AVAILABLE THEREUNDER OR ASSUMES ANY RESPONSIBILITY FOR
FACILITATING SUCH SALE.
EACH PURCHASER WILL BE REQUIRED TO COMPLY WITH SUCH OTHER ADDITIONAL
RESTRICTIONS AS THE ISSUER AND THE PURCHASER SHALL AGREE AND AS SHALL BE SET
OUT IN THIS PRODUCT SUPPLEMENT AND THE TERMS SUPPLEMENT.
FOR NEW HAMPSHIRE RESIDENTS ONLY: NEITHER THE FACT THAT A REGISTRATION
STATEMENT OR AN APPLICATION FOR A LICENSE HAS BEEN FILED UNDER CHAPTER 421-B
OF THE NEW HAMPSHIRE REVISED STATUTES (THE "RSA") WITH THE STATE OF NEW
HAMPSHIRE NOR THE FACT THAT A SECURITY IS EFFECTIVELY REGISTERED OR A PERSON
IS LICENSED IN THE STATE OF NEW HAMPSHIRE CONSTITUTES A FINDING BY THE
SECRETARY OF STATE OF NEW HAMPSHIRE THAT ANY DOCUMENT FILED UNDER CHAPTER
421-B OF THE RSA IS TRUE, COMPLETE AND NOT MISLEADING. NEITHER ANY SUCH FACT
NOR THE FACT THAT AN EXEMPTION OR EXCEPTION IS AVAILABLE FOR A SECURITY OR A
TRANSACTION MEANS THAT THE SECRETARY OF STATE HAS PASSED IN ANY WAY UPON THE
MERITS OR QUALIFICATIONS OF, OR RECOMMENDED OR GIVEN APPROVAL TO, ANY
PERSON, SECURITY, OR TRANSACTION. IT IS UNLAWFUL TO MAKE, OR CAUSE TO BE MADE,
TO ANY PROSPECTIVE PURCHASER, CUSTOMER, OR CLIENT ANY REPRESENTATION
INCONSISTENT WITH THE PROVISIONS OF THIS PARAGRAPH.
THE NOTES HAVE NOT BEEN, AND ARE NOT REQUIRED TO BE, REGISTERED WITH THE
SECURITIES AND EXCHANGE COMMISSION UNDER THE SECURITIES ACT OR REGISTERED
WITH ANY OTHER GOVERNMENTAL AUTHORITY. THE ISSUER IS OFFERING AND SELLING
THE NOTES IN RELIANCE ON THE EXEMPTION PROVIDED BY SECTION 3(A)(2) OF THE
SECURITIES ACT, WHICH PERMITS BANKS TO OFFER AND SELL THEIR OWN SECURITIES
WITHOUT REGISTRATION. THEREFORE, SOME OF THE PROTECTIONS FOR INVESTORS
PROVIDED BY THE SECURITIES ACT WILL NOT APPLY TO A PURCHASE OF THE NOTES.
THE NOTES WILL NOT BE ISSUED UNDER A TRUST INDENTURE AND WILL NOT BE SUBJECT
TO THE PROVISIONS OF THE TRUST INDENTURE ACT OF 1939. THEREFORE, THE HOLDERS
WILL NOT BE ENTITLED TO PROTECTIONS OF THE TRUST INDENTURE ACT.
REFERENCES IN THIS PRODUCT SUPPLEMENT TO THE "ISSUER," "WE," "OUR," OR "US"
REFER TO COÖPERATIEVE CENTRALE RAIFFEISEN-BOERENLEENBANK B.A., A COOPERATIVE
ENTITY ESTABLISHED UNDER THE LAWS OF THE NETHERLANDS WITH ITS STATUTORY SEAT
IN AMSTERDAM, THE NETHERLANDS, AND ITS SUBSIDIARIES (UNLESS THE CONTEXT
REQUIRES OTHERWISE).
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SUMMARY
This summary includes questions and answers that highlight selected information from the accompanying
Offering Circular and this Product Supplement to help you understand the Notes. You should carefully read the
entire Offering Circular, this Product Supplement and the accompanying Terms Supplement to fully understand the
terms of the Notes, as well as the principal tax and other considerations that are important to you in making a
decision about whether to invest in the Notes. You should, in particular, carefully review the section entitled "Risk
Factors," which highlights certain risks, to determine whether an investment in the Notes is appropriate for you.
All of the information set forth below is qualified in its entirety by the more detailed explanation set forth elsewhere
in the Offering Circular and this Product Supplement.
Questions and Answers
What are the Notes?
The Medium-Term Notes are debt securities issued by the Issuer and guaranteed by the Guarantor. The Notes
and the Guarantee will represent direct, unsecured and unsubordinated general obligations of the Issuer and the
Guarantor, respectively, and will rank pari passu in right of payment with all other such obligations of the Issuer and
the Guarantor, respectively, except for such obligations of the Issuer and the Guarantor given priority by law.
How will interest on the Notes be calculated?
Fixed Rate Note. Fixed Rate Notes will pay interest from the Issue Date (as described in the accompanying
Offering Circular) at one or more fixed rates, which will be zero in the case of a zero-coupon Note. Unless
otherwise specified in the applicable Terms Supplement, interest on Fixed Rate Notes will be computed on the basis
of a 360-day year of twelve 30-day months.
Floating Rate Note. Floating Rate Notes will pay interest (if any) from the Issue Date at a rate or interest rate
formula, which may be subject to a Maximum Interest Rate and/or a Minimum Interest Rate, based on one or more
of the following rates or indices plus or minus a Spread and/or multiplied by a Spread Multiplier:
CD Rate;
CMS Rate;
CMT Rate;
Commercial Paper Rate;
CPI;
11th District Cost of Funds Rate;
Federal Funds Effective Rate;
Federal Funds Open Rate;
EURIBOR;
LIBOR;
Prime Rate;
Treasury Rate; or
any other base rate, index or indices, interest rate formula or combination of fixed rate and floating rate
or inverse floating rate, baskets of any of the aforementioned rates or indices, or any other asset or
measure of financial performance as provided in the applicable Terms Supplement.
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Document Outline