Obligation Lloyds Bank 7% ( US5394E8BQ18 ) en USD

Lloyds Bank

100 % ▲

Royaume-Uni

US5394E8BQ18 ( en USD )

7% par an ( paiement semestriel )

26/02/2033

Prospectus brochure de l'obligation Lloyds Bank US5394E8BQ18 en USD 7%, échéance 26/02/2033

1 000 USD

5394E8BQ1

N/A

26/08/2025 ( Dans 120 jours )

Lloyds Banking Group est une société financière britannique fournissant des services bancaires de détail, commerciaux et de gestion de patrimoine à travers ses marques, dont Lloyds Bank, Halifax et Bank of Scotland.

L'Obligation émise par Lloyds Bank ( Royaume-Uni ) , en USD, avec le code ISIN US5394E8BQ18, paye un coupon de 7% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 26/02/2033

http://www.sec.gov/Archives/edgar/data/1160106/000095010313001259/dp36441_424b5-ps36.htm
424B5 1 dp36441_424b5-ps36.htm FORM 424B5
CALCULATION OF REGISTRATION FEE

Maximum Aggregate
Amount of Registration
Title of Each Class of Securities Offered
Offering Price
Fee (1)
Senior Cal able Range Accrual Notes Linked to the Russell 2000® Index and the Difference Between CMS30
and CMS5 due February 26, 2033
$7,000,000.00
$954.80
Guarantee of Senior Cal able Range Accrual Notes Linked to the Russell 2000® Index and the Difference
Between CMS30 and CMS5 due February 26, 2033

(2)
Total
$7,000,000.00
$954.80
(1) Calculated in accordance with Rule 457(r)
(2) Pursuant to Rule 457(n), no separate fee is payable with respect to the guarantee

Pricing Supplement No. 36
Filed Pursuant to Rule 424(b)(5)
(To Prospectus Supplement dated June 6, 2011 and Prospectus dated December 22, 2010)
Registration Nos. 333-167844 and 333-167844-01
February 21, 2013
US $7,000,000
Lloyds TSB Bank plc
fully and unconditionally guaranteed by Lloyds Banking Group plc
Senior Callable Range Accrual Notes Linked to the Russell 2000® Index and the Difference Between CMS30 and CMS5 due February 26, 2033
Medium-Term Notes, Series A

As further described below, subject to our redemption right, interest will accrue quarterly on the Notes at the Accrual Rate specified below for each day that (A) the
CMS30/CMS5 Spread is greater than or equal to 0.00% and (B) the closing level of the Russell 2000® Index is greater than or equal to the Index Reference Level.
SUMMARY TERMS
Issuer:
Lloyds TSB Bank plc
Guarantor:
Lloyds Banking Group plc. The Notes are ful y and unconditional y guaranteed by the Guarantor. The Guarantees wil constitute the
Guarantor's direct, unconditional, unsecured and unsubordinated obligations ranking pari passu with al of the Guarantor's other
outstanding unsecured and unsubordinated obligations, present and future, except such obligations as are preferred by operation of
law.
Aggregate Principal Amount:
$7,000,000
Stated Principal Amount:
$1,000 per note
Notes:
Senior Cal able Range Accrual Notes Linked to the Russell 2000® Index and the Difference Between CMS30 and CMS5 due
February 26, 2033, Medium-Term Notes, Series A (each a "Note" and collectively, "the Notes")
Ranking:
The Notes wil constitute our direct, unconditional, unsecured and unsubordinated obligations ranking pari passu, without any
preference among themselves, with al our other outstanding unsecured and unsubordinated obligations, present and future, except
such obligations as are preferred by operation of law.
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CUSIP / ISIN:
5394E8BQ1 / US5394E8BQ18
Payment at Maturity:
100% repayment of principal, plus any accrued and unpaid interest, at maturity or upon early redemption. Repayment of principal
at maturity, or upon early redemption, if applicable, and all payments of interest are subject to the creditworthiness of
Lloyds TSB Bank plc, as the Issuer, and Lloyds Banking Group plc, as the Guarantor of the Issuer's obligations under
the Notes.
Issue Price:
At variable prices
Denominations:
Minimum denominations of $1,000 and multiples of $1,000 thereafter
Trade Date(s):
February 21, 2013
Issue Date:
February 26, 2013
Maturity Date:
February 26, 2033, subject to redemption at the option of the Issuer (as set forth below)
Interest Rate
For each Interest Period, the Interest Rate wil be equal to the product of (x) 7.00% per annum (the "Accrual Rate") and (y)
N/ACT
where
"N" = the total number of calendar days in the applicable Interest Period with respect to which (i) the CMS30/CMS5 Spread is
greater than or equal to 0.00% and (i ) the Index Closing Value is greater than or equal to the Index Reference Level (each
such day where the conditions described in (i) and (i ) are met, an "Accrual Day"); and
"ACT" = the total number of calendar days in the applicable Interest Period.
If on any calendar day the CMS30/CMS5 Spread is less than zero or the Index Closing Value is less than the Index
Reference Level, interest will accrue at a rate of 0.00% per annum for that day.
Interest Payment Dates:
Quarterly, payable in arrears on the 26th day of each February, May, August and November, commencing on (and including) May
26, 2013, and ending on the Maturity Date or the Early Redemption Date, if applicable. If any Interest Payment Date is not a
Business Day (as defined below), interest will be paid on the following Business Day, and interest on that payment will not accrue
during the period from and after the originally scheduled Interest Payment Date.
Interest Periods:
Each period from and including the most recent Interest Payment Date (or the Issue Date, in the case of the first Interest
Period) to, but excluding, the fol owing Interest Payment Date (or the Maturity Date or Early Redemption Date, as applicable, in
the case of the final Interest Period). Interest Period end dates wil not be adjusted in the event that the last day in an Interest
Period is not a Business Day.
Day-Count Convention:
Actual/Actual
Business Day:
Any day, other than a Saturday or Sunday, that is a day on which commercial banks are general y open for business in New York
City and London
CMS30/CMS5 Spread
CMS30 (as such term is defined in "Additional Provisions CMS30/CMS5 Spread") minus CMS5 (as such term is defined in
"Additional Provisions CMS30/CMS5 Spread").
CMS30/CMS5 Spread Cutoff:
The CMS30/CMS5 Spread with respect to each day from and including the fifth U.S. government securities business day (as
defined on page PS-2 of this pricing supplement) prior to the related Interest Payment Date for any Interest Period (each such fifth
day, a "CMS30/CMS5 Spread Cutoff Date") to but excluding such related Interest Payment Date shal be equal to the
CMS30/CMS5 Spread in effect on the relevant CMS30/CMS5 Spread Cutoff Date.
Index:
The Russel 2000® Index. Please see "Additional Provisions" herein.
Index Closing Value:
The daily closing value of the Index. Please see "Additional Provisions" herein.
Index Reference Level:
724.32, which is equal to 80.00% of the Index Closing Value with respect to February 21, 2013.
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Index Cutoff:
The Index Closing Value with respect to each day from and including the fifth Index Business Day (as defined on page PS-2 of this
pricing supplement) prior to the related Interest Payment Date for any Interest Period (each such fifth day, an "Index Cutoff Date")
to but excluding such related Interest Payment Date shal be equal to the Index Closing Value in effect on the relevant Index Cutoff
Date.
Redemption at the Option of the
We may redeem al , but not less than al , of the Notes at the Redemption Price set forth below, on any Interest Payment Date
Issuer:
occurring on or after February 26, 2018, provided we give at least 5 Business Days' prior written notice to each holder of Notes,
the trustee and The Depository Trust Company ("DTC"). If we exercise our redemption option, the Interest Payment Date on which
we so exercise it wil be referred to as the "Early Redemption Date," which shall be the date the Redemption Price wil become
due and payable and on which payments of interest wil cease to accrue. If any Early Redemption Date is not a Business Day, the
Notes may be redeemed on the fol owing Business Day, and interest wil not accrue during the period from and after the originally
scheduled Early Redemption Date.
Redemption Price:
If we exercise our redemption option, you wil be entitled to receive on the Early Redemption Date 100% of the principal amount
together with any accrued and unpaid interest to, but excluding, the Early Redemption Date.
Tax Redemption:
Fol owing the occurrence of one or more changes in tax law that would require the Issuer or the Guarantor to pay additional
amounts and in other limited circumstances as described under "Description of the Notes and the Guarantees--Redemption for
Tax Reasons" in the prospectus supplement and "Description of Debt Securities--Redemption" in the prospectus, the Issuer may
redeem al , but not fewer than al , of the Notes at any time prior to maturity.
Miscellaneous

Listing:
None
Governing Law:
New York
Settlement and Clearance:
DTC; Book-entry
Specified Currency:
U.S. dol ars
Trustee and Paying Agent:
The Bank of New York Mel on, acting through its London Branch
Selling Agent:
Morgan Stanley & Co. LLC
Calculation Agent:
Morgan
Stanley
Capital
Services
LLC
Proceeds to Lloyds
Commissions and issue price:
Price to Public (1) (2) (3)
Selling Agent's Commission (3)
TSB Bank plc
Per Note
At variable prices
$35.00
$965.00
Total
At variable prices
$245,000.00
$6,755,000.00
Investing in the Notes involves significant risks. See "Risk Factors" beginning on page S-2 of the prospectus supplement and "Risk Factors" beginning on page PS-3 below.
The Notes are not bank deposits and are not insured or guaranteed by the Federal Deposit Insurance Corporation or any other governmental agency.
None of the Securities and Exchange Commission, any state securities commission or any other regulatory body has approved or disapproved of these Notes or passed upon the adequacy or
accuracy of this pricing supplement, the accompanying prospectus supplement or the accompanying prospectus. Any representation to the contrary is a criminal offense.
(1) The Notes will be offered from time to time in one or more negotiated transactions at varying prices to be determined at the time of each sale, which may be at prevailing market prices, at prices related to
such prevailing prices, or at negotiated prices; provided, however, that such price will not be less than $970.00 per $1,000.00 principal amount of the Notes or more than $1,000.00 per $1,000.00 principal amount
of the Notes. See "Risk Factors Yield Risk - The price you pay for the Notes may be higher than the prices other investors pay for the Notes" on page PS-4 of this pricing supplement.
(2) The proceeds you might expect to receive if you were able to resell the Notes on the Issue Date are expected to be less than the price you paid for the Notes. This is because the price you paid for the Notes
includes the Selling Agent's commission set forth above and also reflects certain hedging costs associated with the Notes. For additional information, see "Risk Factors-- Market Risk--The price you pay for the
Notes has certain built-in costs, including the Selling Agent's commission and our cost of hedging, both of which are expected to be reflected in secondary market prices, if any" on page PS-4 of this pricing
supplement. The price you will pay for the Notes also does not include fees that you may be charged if you buy the Notes through your registered investment adviser for managed fee-based accounts.
(3) The Selling Agent will receive commissions from the Issuer of up to $35.00 per $1,000.00 principal amount of the Notes, or up to $245,000.00 of the Aggregate Principal Amount of the Notes, and may
retain all or a portion of these commissions or use all or a portion of these commissions to pay selling concessions or fees to other dealers. See "Supplemental Plan of Distribution" on page PS-12 of this pricing
supplement.
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Senior Callable Range Accrual Notes Linked to the Russell 2000® Index and the Difference Between CMS30 and CMS5 due February 26,
2033

ABOUT THIS PRICING SUPPLEMENT

Unless otherwise defined herein, terms used in this pricing supplement are defined in the accompanying prospectus supplement or in the accompanying prospectus.
As used in this pricing supplement:

·
"we," "us," "our," the "Issuer" and "Lloyds Bank" mean Lloyds TSB Bank plc;

·
"LBG" and the "Guarantor" mean Lloyds Banking Group plc;

·
"Notes" refers to the Senior Cal able Range Accrual Notes Linked to the Russell 2000® Index and the Difference Between CMS30 and CMS5 due February 26,
2033, Medium-Term Notes, Series A, together with the related Guarantee, unless the context requires otherwise; and

·
"SEC" refers to the Securities and Exchange Commission.

LBG and Lloyds Bank have filed a registration statement (including a prospectus) with the SEC for the offering to which this pricing supplement relates. Before you
invest, you should read this pricing supplement together with the accompanying prospectus dated December 22, 2010 (the "prospectus") in that registration statement
and other documents, including the more detailed information contained in the accompanying prospectus supplement dated June 6, 2011 (the "prospectus supplement"),
that LBG and Lloyds Bank have filed with the SEC for more complete information about Lloyds Bank and LBG and this offering.

This pricing supplement, together with the prospectus supplement and prospectus, contains the terms of the Notes and supersedes all other prior or
contemporaneous oral statements as wel 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.

If the information in this pricing supplement differs from the information contained in the prospectus supplement or the prospectus, you should rely on the information in
this pricing supplement.

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

·
the prospectus supplement dated June 6, 2011 and the prospectus dated December 22, 2010 can be accessed at the fol owing hyperlink:

http://www.sec.gov/Archives/edgar/data/1160106/000095010311002265/dp23013_424b3.htm

Our Central Index Key, or CIK, on the SEC website is 1167831.

Alternatively, LBG, Lloyds Bank, the Selling Agent, any underwriter or any dealer participating in the offering will arrange to send you the prospectus, prospectus
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supplement and pricing supplement if you request them by calling your Selling Agent's sales representative, such dealer or toll free 1-888-227-2275 (Extension 2-3430). A
copy of these documents may also be obtained from the Sel ing Agent by writing to them at 1585 Broadway, New York, New York 10036 or by cal ing the Sel ing Agent at
(866) 477-4776.

You should rely only on the information provided or incorporated by reference in this pricing supplement, the prospectus supplement and the prospectus. We have not
authorized anyone to provide you with different information, and we take no responsibility for any other information that others may give you. We and the Sel ing Agent are
offering to sel the Notes and seeking offers to buy the Notes only in jurisdictions where it is lawful to do so. This pricing supplement, the prospectus supplement and the
prospectus are current only as of their respective dates.

PS-1
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Senior Callable Range Accrual Notes Linked to the Russell 2000® Index and the Difference Between CMS30 and CMS5 due February 26,
2033

Additional Provisions

CMS30/CMS5 Spread

The 30-Year Constant Maturity Swap Rate (which we refer to as "CMS30") is, on any day, the fixed rate of interest payable on an interest rate swap with a 30-year
maturity as reported on Reuters Page ISDAFIX1 or any successor page thereto at 11:00 a.m. New York City time on that day; provided that for the determination of
CMS30 on any calendar day, the "CMS reference determination date" shall be that calendar day unless that calendar day is not a U.S. government securities business
day, in which case the CMS30 level shal be the CMS30 level on the immediately preceding U.S. government securities business day. CMS30 is one of the market-
accepted indicators of longer-term interest rates.

The 5-year Constant Maturity Swap Rate (which we refer to as "CMS5") is, on any day, the fixed rate of interest payable on an interest rate swap with a 5-year
maturity as reported on Reuters Page ISDAFIX1 or any successor page thereto at 11:00 a.m. New York City time on that day; provided that for the determination of
CMS5 on any calendar day, the "CMS reference determination date" shal be that calendar day unless that calendar day is not a U.S. government securities business day,
in which case the CMS5 level shal be the CMS5 level on the immediately preceding U.S. government securities business day. CMS5 is one of the market-accepted
indicators of shorter-term interest rates.

An interest rate swap rate, at any given time, general y indicates the fixed rate of interest (paid semi-annual y) that a counterparty in the swaps market would have to
pay for a given maturity, in order to receive a floating rate (paid quarterly) equal to 3-month LIBOR for that same maturity.

"U.S. government securities business day" means any day except for a Saturday, Sunday or a day on which The Securities Industry and Financial Markets
Association (or any successor thereto) recommends that the fixed income departments of its members be closed for the entire day for purposes of trading in U.S.
government securities.

CMS Rate Fallback Provisions

If CMS30 or CMS5 is not displayed by 11:00 a.m. New York City time on the Reuters Screen ISDAFIX1 Page on any day on which the level of the CMS30/CMS5
Spread must be determined, the rate for such day wil be determined on the basis of the mid-market semi-annual swap rate quotations to the Calculation Agent provided
by five leading swap dealers in the New York City interbank market (the "Reference Banks") at approximately 11:00 a.m., New York City time, on such day, and, for this
purpose, the mid-market semi-annual swap rate means the mean of the bid and offered rates for the semi-annual fixed leg, calculated on a 30/360 day count basis, of a
fixed-for-floating U.S. Dol ar interest rate swap transaction with a term equal to the applicable 30 year or 5 year maturity commencing on such day and in a representative
amount with an acknowledged dealer of good credit in the swap market, where the floating leg, calculated on an actual/360 day count basis, is equivalent to
USD-LIBOR-BBA with a designated maturity of three months. The Calculation Agent wil request the principal New York City office of each of the Reference Banks to
provide a quotation of its rate. If at least three quotations are provided, the rate for that day wil be the arithmetic mean of the quotations, eliminating the highest quotation
(or, in the event of equality, one of the highest) and the lowest quotation (or, in the event of equality, one of the lowest). If fewer than three quotations are provided as
requested, the rate wil be determined by the Calculation Agent in good faith and in a commercially reasonable manner.

Index: The Russell 2000® Index
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The Russel 2000® Index (the "Index") is an index calculated, published and disseminated by Russel Investment Group (formerly, Frank Russel Company) and
measures the composite price performance of stocks of 2,000 companies (the "Russell 2000® Component Stocks") incorporated in the U.S. and its territories. The
Russell 2000® Index is designed to track the performance of the smal capitalization segment of the U.S. equity market.

Index Closing Value

For any day in an Interest Period, the Index Closing Value wil equal the closing value of the Index (subject to the Index Cutoff) as published on Bloomberg under ticker
symbol "RTY," or in the case of any successor index (such index, a "Successor Index"), the Bloomberg ticker symbol for such Successor Index, at the regular weekday
close of trading on that calendar day, as determined by the Calculation Agent; provided that the Index Closing Value for any day from and including the fifth Index Business
Day prior to the related Interest Payment Date for any Interest Period shal be the Index Closing Value in effect for such fifth Index Business Day prior to such Interest
Payment Date; provided further that, if a Market Disruption Event with respect to the Index occurs on any day in an Interest Period or if any such day in an Interest Period
is not an Index Business Day, the closing value of the Index with respect to such day wil be the closing value of the Index on the immediately preceding Index Business
Day on which no Market Disruption Event has occurred. In certain circumstances, the Index Closing Value will be based on the alternate calculation of the Index described
under "Annex A--The Russel 2000® Index--Discontinuance of the Russel 2000® Index; Alteration of Method of Calculation."

"Index Business Day" means a day, as determined by the Calculation Agent, on which trading is generally conducted on each of the relevant exchange(s) for the
Index, other than a day on which trading on such exchange(s) is scheduled to close prior to the time of the posting of its regular final weekday closing price.

"Relevant exchange" means the primary exchange(s) or market(s) of trading for (i) any security then included in the Index, or any Successor Index, and (i ) futures or
options contracts related to the Index or any Successor Index or to any security then included in the Index or any Successor Index.

For more information regarding Market Disruption Events with respect to the Index, discontinuance of the Index and alteration of the method of calculation, see "Annex
A--The Russell 2000® Index--Market Disruption Event" and "--Discontinuance of the Russell 2000® Index; Alteration of Method of Calculation" herein.

PS-2
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Senior Callable Range Accrual Notes Linked to the Russell 2000® Index and the Difference Between CMS30 and CMS5 due February 26,
2033

RISK FACTORS

Your investment in the Notes involves significant risks. Your decision to purchase the Notes should be made only after carefully considering the risks of an
investment in the Notes, including those discussed below and in the section entitled "Risk Factors" beginning on page S-2 of the prospectus supplement,
with your advisers in light of your particular circumstances. The Notes are not an appropriate investment for you if you are not knowledgeable about
significant elements of the Notes or financial matters in general. We also urge you to consult with your investment, legal, accounting, tax, and other advisers
before you invest in the Notes.

Issuer Risk

The credit risk of Lloyds Bank and LBG and their credit ratings and credit spreads may adversely affect the value of the Notes.

You are dependent on Lloyds Bank's ability to pay all amounts due on the Notes, and therefore you are subject to the credit risk of Lloyds Bank and to changes in the
market's view of Lloyds Bank's creditworthiness. In addition, because the Notes are ful y and unconditional y guaranteed by Lloyds Bank's parent company, LBG, you are
also dependent on the credit risk of LBG in the event that Lloyds Bank fails to make any payment or delivery required by the terms of the Notes. If Lloyds Bank and LBG
were to default on their respective payment obligations, you may not receive any amounts owed to you under the Notes and you could lose your entire investment. The
credit ratings of Lloyds Bank and LBG are an assessment by rating agencies of their ability to pay their obligations, including those under the Notes. Any actual or
anticipated decline in Lloyds Bank's and LBG's credit ratings, or increase in the credit spreads charged by the market for taking credit risk, is likely to adversely affect the
value of the Notes. However, because the return on the Notes is dependent upon factors in addition to Lloyds Bank's and LBG's credit ratings, an improvement in their
credit ratings wil not necessarily increase the value of the Notes and wil not reduce market risk and other investment risks related to the Notes.

Yield Risk

The Notes are subject to interest payment risk based on the CMS30/CMS5 Spread and the Index Closing Value.

If the CMS30/CMS5 Spread is less than zero or the Index Closing Values are below the Index Reference Level for an extended period of time, we wil not pay any
interest on the Notes in respect of such periods of time, and the value of the Notes wil decrease. It is also possible that the CMS30/CMS5 Spread will be below zero, or
the Index Closing Value wil be below the Index Reference Level for so many days during any quarterly Interest Period that the interest payment for that quarterly Interest
Period wil be less than the amount that would be paid on an ordinary debt security of Lloyds Bank of comparable maturity and may be zero. To the extent that the
CMS30/CMS5 Spread is below zero or that the Index Closing Value is less than the Index Reference Level, the market value of the Notes may decrease and you may
receive substantial y less than 100% of the price you paid for your Notes if you wish to sel your Notes at such time.

The CMS30/CMS5 Spread for any day from and including the fifth U.S. government securities business day prior to, but excluding, the Interest Payment
Date of an Interest Period will be the CMS30/CMS5 Spread for such fifth day.

Because the CMS30/CMS5 Spread with respect to each day from and including the fifth U.S. government securities business day prior to the related Interest
Payment Date for any Interest Period (each such fifth day, a "CMS30/CMS5 Spread Cutoff Date") to but excluding such related Interest Payment Date will be the
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CMS30/CMS5 Spread in effect on such CMS30/CMS5 Spread Cutoff Date, if the CMS30/CMS5 Spread on the CMS30/CMS5 Spread Cutoff Date is less than zero, you
will not receive any interest in respect of the days from and including the CMS30/CMS5 Spread Cutoff Date to but excluding the relevant Interest Payment Date, even if
the CMS30/CMS5 Spread as actual y calculated with respect to any of those days were to be greater than or equal to zero.

The Index Closing Value for any day from and including the fifth Index Business Day prior to, but excluding, the Interest Payment Date of an Interest
Period will be the Index Closing Value for such fifth Index Business Day.

Because the Index Closing Value with respect to each day from and including the fifth Index Business Day prior to the related Interest Payment Date for any Interest
Period (each such fifth day, an "Index Cutoff Date") to but excluding such related Interest Payment Date wil be equal to the Index Closing Value in effect on the relevant
Index Cutoff Date, if the Index Closing Value on that Index Business Day is less than the Index Reference Level, you wil not receive any interest in respect of the days
from and including the Index Cutoff Date to but excluding the relevant Interest Payment Date, even if the Index Closing Value as actually calculated on any of those days
were to be greater than or equal to the Index Reference Level.

The historical performance of the CMS30/CMS5 Spread and the Index are not an indication of their future performance.

Historical performance of the CMS30/CMS5 Spread and the Index should not be taken as indications of their future performance during the term of the
Notes. Changes in the levels of the CMS30/CMS5 Spread and the Index will affect the value of the Notes, but it is impossible to predict whether such levels will rise or
fall.

The Notes will be subject to early redemption at our option.

We may redeem the Notes prior to the Maturity Date on any quarterly Interest Payment Date, beginning on February 26, 2018. If you intend to purchase the Notes,
you must be wil ing to have your Notes redeemed early. We are generally more likely to redeem the Notes during periods when we expect that interest wil accrue on the
Notes at a rate that is greater than that which we would pay on our traditional interest-bearing deposits or debt securities having a maturity equal to the remaining term of
the Notes. In contrast, we are general y less likely to redeem the Notes during periods when we expect interest to accrue on the Notes at a rate that is less than that
which we would pay on those instruments. In addition, we have the right to redeem the Notes in the event of certain tax events as described under "Description of the
Notes and the Guarantees--Redemption for Tax Reasons" in the prospectus supplement and "Description of Debt Securities--Redemption" in the prospectus. If we
redeem the Notes prior to the Maturity Date, accrued interest wil be paid on the Notes until such early redemption, but you will not receive any future interest

PS-3
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