BNP Paribas — Capital/Financing Update 2016

Feb 22, 2016

Final Terms dated 19 February 2016

BNP PARIBAS

(incorporated in France)

(the Issuer)

Issue of EUR 1,000,000,000 1.625 per cent. Notes due 23 February 2026 (the "Notes") under the €90,000,000,000 Euro Medium Term Note Programme

(the Programme)

Any person making or intending to make an offer of the Notes may only do so in circumstances in which no obligation arises for the Issuer or any Dealer to publish a prospectus pursuant to Article 3 of the Prospectus Directive or to supplement a prospectus pursuant to Article 16 of the Prospectus Directive, in each case, in relation to such offer.

Neither the Issuer nor any Dealer has authorised, nor do they authorise, the making of any offer of Notes in any other circumstances.

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 under the section entitled "Terms and Conditions of the English Law Notes" in the Base Prospectus dated 9 June 2015 which received visa n° 15-263 from the Autorité des marchés financiers ("AMF") on 9 June 2015 and the Supplements to the Base Prospectus dated 6 August 2015, 10 November 2015, 29 December 2015 and 15 February 2016 which together constitute a base prospectus for the purposes of the Directive 2003/71/EC (the "Prospectus Directive") (the "Base Prospectus"). This document constitutes the Final Terms of the Notes described herein for the purposes of Article 5.4 of the Prospectus Directive, and must be read in conjunction with the Base Prospectus. Full information on 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. The Base Prospectus, these Final Terms and the Supplements to the Base Prospectus (in each case, together with any documents incorporated therein by reference) are available for viewing at, and copies may be obtained from. BNP Paribas Securities Services, Luxembourg Branch (in its capacity as Principal Paying Agent), 60 avenue JF Kennedy, L-2085 Luxembourg and (save in respect of the Final Terms) on the Issuer's website (www.invest.bnpparibas.com). The Base Prospectus, these Final Terms and the Supplements to the Base Prospectus will also be available on the AMF website (www.amf-france.org). A copy of these Final Terms and the Base Prospectus and the Supplements to the Base Prospectus will be sent free of charge by the Issuer to any investor requesting such documents.

$\bar{z}$

1.	Issuer:		BNP Paribas
2.	(i)	Series Number:	17583
	(ii)	Tranche Number:	1
3.		Specified Currency:	Euro ("EUR")
4.	Aggregate Nominal Amount:
	(i)	Series:	EUR 1,000,000,000
	(ii)	Tranche:	EUR 1,000,000,000
5.	Issue Price of Tranche:		99.561 per cent. of the Aggregate Nominal Amount
6.		Minimum Trading Size:	Not applicable
7.	(i)	Specified Denominations:	EUR 100,000 and integral multiples of EUR 1,000 in excess thereof up to and including EUR 199,000. No Notes in definitive form will be issued with a denomination above EUR 199,000.
	(ii)	Calculation Amount:	EUR 1,000
8.	(i)	Issue Date and Interest Commencement Date:	23 February 2016
	(ii)	Interest Commencement Date (if different from the Issue Date):	Not applicable
9.	Maturity Date:		23 February 2026
10.	Form of Notes:		Bearer
11.	Interest Basis:		1.625 per cent. Fixed Rate (further particulars specified below)
12.	Coupon Switch:		Not applicable
13.	Redemption/Payment Basis:		Redemption at par
14.	Change of Interest Basis or Redemption/Payment Basis:		Not applicable

15.	Put/Call Options:		Not applicable
16.	Exchange Rate:		Not applicable
17.	Status of the Notes:		Senior
18.	Knock-in Event:		Not applicable
19.		Knock-out Event:	Not applicable
20.		Method of distribution:	Syndicated
21.		Hybrid Securities:	Not applicable
22.	Interest:		Applicable
	(i)	Interest Periods:	From and including 23 February in each year (commencing on and including the Interest Commencement Date) to but excluding the next Interest Period End Date up to the Maturity Date.
	(ii)	Interest Period End Dates:	23 February in each year
	(iii)	Business Day Convention for Interest Period End Dates:	Not applicable
	(iv)	Interest Payment Dates:	23 February in each year from and including 23 February 2017 to and including the Maturity Date
	(v)	Business Day Convention for Interest Payment Dates:	Following
	(vi)	Party responsible for the Rate calculating of Interest and Interest Amount (if not the Calculation Agent):	Not applicable
	(vii)	Margin:	Not applicable
	(viii)	Minimum Interest Rate:	Not applicable
	(ix)	Maximum Interest Rate:	Not applicable
	(x)	Day Count Fraction:	Actual/Actual (ICMA)
	(xi)	Determination Dates:	23 February in each year
	(xii)	Accrual to Redemption:	Applicable
	(xiii)	Rate of Interest:	Fixed Rate
	(xiv)	Coupon Rate:	Not applicable
23.	Fixed Rate Provisions:		Applicable
	(i)	Fixed Rate of Interest:	1.625 per cent. per annum payable annually in arrear on each Interest Payment Date
	(ii)	Fixed Coupon Amount:	EUR 16.25 per Calculation Amount
	(iii)	Broken Amount:	Not applicable
	(iv)	Resettable Notes:	Not applicable
24.		Floating Rate Provisions:	Not applicable
25.	Screen Rate Determination:		Not applicable
26.	ISDA Determination:		Not applicable

27.	FBF Determination:	Not applicable
28.	Zero Coupon Provisions:	Not applicable
29.	Index Linked Interest Provisions:	Not applicable
30.	Share Linked Interest Provisions:	Not applicable
31.	Inflation Linked Interest Provisions:	Not applicable
32.	Commodity Linked Interest Provisions:	Not applicable
33.	Fund Linked Interest Provisions:	Not applicable
34.	ETI Linked Interest Provisions:	Not applicable
35.	Foreign Exchange (FX) Rate Linked Interest Provisions:	Not applicable
36.	Underlying Interest Rate Linked Interest Provisions:	Not applicable
37.	Additional Business Centres (Condition 3(e) of the Terms and Conditions of the English Law Notes or Condition 3(e) of the Terms and Conditions of the French Law Notes, as the case may be):	Not applicable
38.	Final Redemption:	Calculation Amount x 100 per cent.
39.	Final Payout:	Not applicable
40.	Automatic Early Redemption:	Not applicable
41.	Issuer Call Option:	Not applicable
42.	Noteholder Put Option:	Not applicable
43.	Aggregation:	Not applicable
44.	Index Linked Redemption Amount:	Not applicable
45.	Share Linked Redemption Amount:	Not applicable
46.	Inflation Linked Redemption Amount:	Not applicable
47.	Commodity Linked Redemption Amount:	Not applicable
48.	Fund Linked Redemption Amount:	Not applicable
49.	Credit Linked Notes:	Not applicable
50.	ETI Linked Redemption Amount:	Not applicable
51.	Foreign Exchange (FX) Rate Linked Redemption Amount:	Not applicable
52.	Underlying Interest Rate Linked Redemption Amount:	Not applicable
53.	Early Redemption Amount:	Calculation Amount x 100 per cent.
54.	Provisions applicable to Physical Delivery:	Not applicable
55.	Variation of Settlement:
	Issuer's option to vary (i)	The Issuer does not have the option to vary settlement
		4

		settlement:	in respect of the Notes.
	(ii)	Variation of Settlement of Physical Delivery Notes:	Not applicable
56.		CNY Payment Disruption Event:	Not applicable
		GENERAL PROVISIONS APPLICABLE TO THE NOTES
57.		Form of Notes:	Bearer Notes:
	New Global Note:		Yes
			Temporary Bearer Global Note exchangeable for a Permanent Bearer Global Note which is exchangeable for definitive Bearer Notes only upon an Exchange Event.
58.	Financial Centres or other special provisions relating to Payment Days for the purposes of Condition 4(a):		Not applicable
59.	Identification information of Holders:		Not applicable
60.	Talons for future Coupons or No Receipts to be attached to definitive Notes (and dates on which such Talons mature):
61.	Details relating to Partly Paid Notes: amount of each payment comprising the Issue Price and date on which each payment is to be made and, if different from those specified in the Temporary Global Note. consequences of failure to pay, including any right of the Issuer to forfeit the Notes and interest due on late payment:		Not applicable
62.	Details relating to Notes redeemable instalments: amount of each in instalment, date on which each payment is to be made:		Not applicable
63.	Redenomination, renominalisation and reconventioning provisions:		Not applicable
64.	Masse (Condition 12 of the Terms and Conditions of the French Law Notes):		Not applicable
65.		Governing law:	English law
66.	Calculation Agent:		Not applicable
	DISTRIBUTION
67.	(i)	If syndicated, names of Managers and underwriting commitments/quotas (material features) (specifying Lead Manager):	Lead Manager:
			BNP Paribas UK Limited
			EUR 895,000,000
			Co-Lead Managers:
			ABN AMRO Bank N.V.
			Banco Bilbao Vizcaya Argentaria, S.A.

			Landesbank Hessen-Thüringen Girozentrale
			Nordea Bank Danmark A/S
			Pohjola Bank plc
			Scotiabank Europe plc
			Standard Chartered Bank
			EUR 15,000,000 each
	(ii)	Stabilisation Manager (if $anv$ :	BNP Paribas UK Limited
	(iii)	If non-syndicated, name of relevant Dealer:	Not applicable
68.	U.S. Selling Restrictions:		Reg. S Compliance Category 2; TEFRA D
69.		Non exempt Offer:	Not applicable
	DECOOMOING ITY

RESPONSIBILITY

The Issuer accepts responsibility for the information contained in these Final Terms.

Signed on behalf of the Issuer: Osodi. By:

Duly authorised

$\ddot{\phantom{a}}$

PART B - OTHER INFORMATION

$\mathbf{1}$ Listing and Admission to trading

• $(i)$ Listing and admission to trading:
• $(ii)$ Estimate of total expenses related to admission to trading:

$2.$ Ratings

Ratings:

Application has been made by the Issuer (or on its behalf) for the Notes to be admitted to trading on Euronext Paris with effect from 23 February 2016.

EUR 12,000

The Notes to be issued are expected to be rated A1 by Moody's Investors Service Ltd. ("Moody's"). A+ by Standard & Poor's Credit Market Services ("Standard & Poor's") and A+ by Fitch France S.A.S. ("Fitch France").

As defined by Standard & Poor's, an A+ rating means that the Issuer's capacity to meet its financial commitment under the Notes is very strong.

Obligations rated A1 by Moody's are judged to be of high quality and are subject to very low credit risk. The modifier 1 indicates that the obligation ranks in the higher end of its generic rating category.

As defined by Fitch France an A+ rating denotes a very low expectation of credit risk. It indicates a very strong capacity for timely payment of financial commitments. Such capacity is not significantly vulnerable to foreseeable events.

Each of Moody's, Standard & Poor's and Fitch France 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 Issue 3.

Save for any fees payable to the Managers, so far as the Issuer is aware, no person involved in the offer of the Notes has an interest material to the offer.

4. Reasons for the Offer, Estimated Net Proceeds and Total Expenses

$(i)$ Reasons for the offer: See "Use of Proceeds" wording in Base Prospectus

$(ii)$ Estimated net proceeds: EUR 992,360,000

1. Fixed Rate Notes only - Yield

Indication of yield: 1.673 per cent.

As set out above, the yield is calculated at the Issue Date on the basis of the Issue Price. It is not an indication of future yield

Floating Rate Notes only - Historic Interest Rates 6.

Not applicable

1. Performance of Index/ Share/ Commodity/ Inflation/ Foreign Exchange Rate/ Fund/ Reference Entity/ Entities/ ETI Interest/ Underlying Interest Rate and Other Information concerning the Underlying Reference

Not applicable

OPERATIONAL INFORMATION 8.

$(i)$ ISIN:

XS1369250755

• $(ii)$ Common Code: 136925075
• $(iii)$ Any clearing systems other Not applicable than Euroclear and Clearstream, Luxembourg approved by the Issuer and the Principal Paying Agent and the relevant identification numbers:
• $(iv)$ Delivery:

Delivery against payment

Not applicable

• $(v)$ Additional Paying Agents (if any):
• $(vi)$ Intended to be held in a Yes. Note that the designation "yes" simply means manner which would allow that the Notes are intended upon issue to be Eurosystem eligibility: deposited with one of the ICSDs as common safekeeper and does not necessarily mean that the Notes will be recognised as eligible collateral for Eurosystem monetary policy and intra day credit operations by the Eurosystem either upon issue or at any or all times during their life. Such recognition will depend upon the ECB being satisfied that Eurosystem eligibility criteria have been met.
• $(vii)$ Not applicable Name and address of Registration Agent:
• 1. Public Offers Not applicable
• 1. Placing and Underwriting Not applicable