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Swedbank A

Capital/Financing Update Oct 7, 2013

2978_rns_2013-10-07_349def1a-84a2-4fb0-b1f8-e4bc86f397e7.pdf

Capital/Financing Update

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FINAL TERMS

IMPORTANT NOTICE

In accessing the attached final terms (the "Final Terms") you agree to be bound by the following terms and conditions.

The information contained in the Final Terms may be addressed to and/or targeted at persons who are residents of particular countries only as specified in the Final Terms and/or in the Base Prospectus (as defined in the Final Terms) and is not intended for use and should not be relied upon by any person outside those countries and/or to whom the offer contained in the Final Terms is not addressed. Prior to relying on the information contained in the Final Terms, you must ascertain from the Final Terms and/or the Base Prospectus whether or not you are an intended addressee of the information contained therein.

Neither the Final Terms nor the Base Prospectus constitutes an offer to sell or the solicitation of an offer to buy securities in the United States or in any other jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration, exemption from registration or qualification under the securities law of any such jurisdiction.

The securities described in the Final Terms and the Base Prospectus have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended (the "Securities Act") and may not be offered or sold directly or indirectly within the United States or to, or for the account or benefit of, U.S. persons or to persons within the United States of America (as such terms are defined in Regulation S under the Securities Act ("Regulation S")). The securities described in the Final Terms will only be offered in offshore transactions to non-U.S. persons in reliance upon Regulation S.

23 September 2013

SWEDBANK AB (publ)

Issue of

SEK 100,000,000 Floating Rate Notes due November 2016

(to be consolidated and form a single series with the existing SEK 450,000,000 Floating Rate Notes due November 2016)

under the

U.S.\$40,000,000,000 Global Medium Term Note Programme

PART A - CONTRACTUAL TERMS

Terms used herein shall be deemed to be defined as such for the purposes of the Conditions (the "Conditions") set forth in the Prospectus dated 15 May 2012 which are incorporated by reference in the Base Prospectus dated 15 May 2013 (the "Base Prospectus"). This document constitutes the Final Terms of the Notes described herein for the purposes of Article 5.4 of Directive 2003/71/EC as amended (which includes the amendments made by Directive 2010/73/EU to the extent that such amendments have been implemented in a relevant Member State) (the "Prospectus Directive") and must be read in conjunction with the Base Prospectus as supplemented by the supplement dated 16 July 2013 which together constitutes a base prospectus for the purposes of the Prospectus Directive. Full information on Swedbank AB (publ) (the "Issuer") and the offer of the Notes is only available on the basis of the combination of these Final Terms and the Base Prospectus as so supplemented. The

Base Prospectus and the supplement have been published on the website of the Central Bank of Ireland http://www.centralbank.ie/regulation/securitiesat markets/prospectus/Pages/approvedprospectus.aspx and on the website of the Irish Stock Exchange at www.ise.ie and copies may be obtained during normal business hours, free of charge, from the registered office of the Issuer at Brunkebergstorg 8, SE-105 34 Stockholm, Sweden and from the specified office of the Principal Paying Agent at Citibank, N.A., London Branch, Citigroup Centre, Canada Square, Canary Wharf, London E14 5LB, United Kongdom.

1. Issuer: Swedbank AB (publ)
2. (i) Series Number: 205
(ii) Tranche Number: 3
(iii) Date on which the Notes will
be consolidated and form a
single Series:
The Notes will be consolidated and form a single
Series with the existing SEK 450,000,000 Floating
Rate Notes due November 2016 on exchange of the
Temporary Global Note for interests in the
Permanent Global Note, as referred to in paragraph
22 below, which is expected to occur on or about 4
November 2013
3. Specified Currency or Currencies: Swedish Krona ("SEK")
4. Aggregate Nominal Amount: SEK 550,000,000
(i) Series: SEK 550,000,000
(ii) Tranche: SEK 100,000,000
5. Issue Price: 101,433 per cent of the Aggregate Nominal Amount
plus accrued interest from 2 August 2013
6. (i) Specified Denomination(s): SEK 1,000,000
(ii) Calculation Amount: SEK 1,000,000
7. (i) Issue Date: 25 September 2013
(ii) Interest
Commencement
Date:
2 August 2013
8. Maturity Date: Interest Payment Date falling in or nearest to
November 2016
9. Interest Basis: 3 month STIBOR + 0.90 per cent Floating Rate
10. Redemption/Payment Basis: Subject to any purchase and cancellation or early
redemption, the Notes will be redeemed on the
Maturity Date at 100 per cent of their nominal
amount
11. Change Interest
of
Basis
or
Redemption/Payment Basis:
Not Applicable
12. Put/Call Options: Not Applicable
13. $\left( i\right)$
(ii)
Status of the Notes:
Date Board approval for
Unsubordinated $-$ Condition 3(a) will apply
Not Applicable
issuance of Notes obtained:
PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE
14. Fixed Rate Note Provisions: Not Applicable
15. Reset Note Provisions Not Applicable
16. Floating Rate Note Provisions:
(Condition $4(c)$ )
Applicable
(i) Specified Period(s)/Specified
Interest Payment Dates:
Interest will be payable quarterly in arrears on 2
February, 2 May, 2 August and 2 November each
year, commencing on 2 November 2013 and ending
on the Maturity Date, each such date subject to
adjustment in accordance with the Business Day
Convention specified below (each a "Specified
Interest Payment Date")
(ii) Business Day Convention: Modified Following Business Day Convention
(iii) Business Centre(s): Stockholm
(iv) Manner in which the Rate(s)
of
Interest
is/are
to
be
determined:
Screen Rate Determination
(v) responsible
for
Party
calculating
the
Rate(s)
of
Interest
and
Interest
$($ if
Amount(s)
not
the
Principal Paying Agent):
Not Applicable
$(v_i)$ Screen Rate Determination:
Reference
Relevant
Rate,
Time and Relevant Financial
Centre:
Reference Rate: 3 month STIBOR
Relevant Time: As per Condition 4(c)(ii)
Relevant Financial Centre: Stockholm
Interest
Determination
$Date(s)$ :
Second Stockholm business day prior to the start of
each Interest Period
- Relevant Screen Page: Reuters page "SIDE"
(vii) ISDA Determination: Not Applicable

$\mathcal{L}^{\text{max}}_{\text{max}}$

(viii) Margin(s): $+0.90$ per cent per annum
(ix) Minimum Rate of Interest: Not Applicable
(x) Maximum Rate of Interest: Not Applicable
(xi) Day Count Fraction: Actual/360
17. Zero Coupon Note Provisions: Not Applicable
PROVISIONS RELATING TO REDEMPTION
18. Issuer Call: Not Applicable
19. Investor Put: Not Applicable
20. Final Redemption Amount: SEK 1,000,000 per Calculation Amount
21. Early Redemption Amount:
Early Redemption Amount(s) payable
on redemption for taxation reasons or
on Event of Default:
SEK 1,000,000 per Calculation Amount
GENERAL PROVISIONS APPLICABLE TO THE NOTES
22. Form of Notes:
(i) Form: Bearer Notes:
Temporary Global Note exchangeable for a
Permanent Global Note which is exchangeable for
Definitive Bearer Notes only upon an Exchange
Event
(ii) New Global Note: No
23. Financial Centre(s): Stockholm
24. Talons for future Coupons to
be
attached to Definitive Notes:
No
25. Renminbi Currency Events: Not Applicable
Signed on behalf of the Issuer:
By:
Jonas Westerberg
Kimmy Samuelsson
Duly authorised

PART B - OTHER INFORMATION

$\mathbf{1}$ . LISTING AND ADMISSION TO TRADING

  • $(i)$ Listing: Official List of the London Stock Exchange $(ii)$ Admission to trading: Application has been made for the Notes to be admitted to trading on the Main Securities Market of the London Stock Exchange's Regulated Market with effect from on or about Issue Date
  • Estimate of total expenses related GBP 300 $(iii)$ to admission to trading:

$\overline{2}$ . RATINGS

Ratings:

The Notes to be issued are expected to be rated

Moody's: A1

$S\&P: A+$

Fitch:A+

Each of Moody's, Standard & Poor's and Fitch is established in the European Union and is registered under Regulation (EC) No. 1060/2009 (as amended).

INTERESTS OF NATURAL AND LEGAL PERSONS INVOLVED IN THE $\overline{3}$ . ISSUE/OFFER

Save for any fees payable to the dealers, so far as the Issuer is aware, no person involved in the offer of the Notes has an interest material to the offer. The dealers and their affiliates have engaged, and may in the future engage, in investment banking and/or commercial banking transactions with, and may perform other services for, the Issuer and its affiliates in the ordinary course of business.]

$\overline{4}$ . [Fixed Rate Notes only - YIELD

Not Applicable

apparent and an approximation provider

5. OPERATIONAL INFORMATION

(i) ISIN Code: Temporary ISIN Code XS0974237413, to be
fungible with XS0850948075 after 40 days
subsequent to Issue Date
(ii) Common Code:
.
Temporary Common Code 097423741, to be
fungible with $085094807$ after 40
davs
subsequent to Issue Date
(iii) Cusip: Not Applicable
(iv) CINS: Not Applicable
(v) Any clearing system(s) other than Not Applicable
Euroclear Bank SA/NV
and
Clearstream
Banking
société
(together with
the
anonyme
address of each such clearing
the
relevant
and
system)
identification number(s):
(vi) Delivery: Delivery against payment
(vii) Names
addresses
and
of
additional Transfer Agents and/or
Paying Agent(s) (if any):
Not Applicable
(viii) Intended to be held in a manner
which would allow Eurosystem
eligibility:
No. Whilst the designation is specified as "no"
at the date of these Final Terms, should the
Eurosystem eligibility criteria be amended in the
future such that the Notes are capable of meeting
them the Notes may then be deposited with one
of the ICSDs as common safekeeper. Note that
this does not necessarily mean that the Notes will
then be recognised as eligible collateral for
Eurosystem monetary policy and intra day credit
operations by the Eurosystem at any time during
their life. Such recognition will depend upon the
ECB being satisfied that Eurosystem eligibility

criteria have been met.]

6. DISTRIBUTION

$\widetilde{\mathcal{M}}$

(i) Method of distribution: Non-syndicated
(ii) If syndicated, names of Managers: Not Applicable
(iii) Date of Subscription Agreement: Not Applicable
(iv) Stabilising Manager(s) (if any): Not Applicable
(v) If
non-syndicated,
name
Dealer:
of Svenska Handelsbanken AB (publ)
(vi) TEFRA D rules
Whether
are
applicable or TEFRA rules are not
applicable:
TEFRAD

7. THIRD PARTY INFORMATION

Not Applicable

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