BNP Paribas — Capital/Financing Update 2017

Apr 7, 2017

Final Terms dated 10 April 2017

BNP PARIBAS

(incorporated in France) (the Issuer)

Issue of USD [Aggregate Nominal Amount will be available after the Offer Period] Floating Rate Notes due April 2020 Series 18143

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:

• $(a)$ in those Non-exempt Offer Jurisdictions mentioned in Paragraph 70 of Part A below, provided such person is a Dealer or Authorised Offeror (as such term is defined in the Base Prospectus) and that the offer is made during the Offer Period specified in that paragraph and that any conditions relevant to the use of the Base Prospectus are complied with; or
• otherwise in circumstances in which no obligation arises for the Issuer or any Dealer to $(b)$ 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.

Investors should note that if a supplement to or an updated version of the Base Prospectus referred to below is published at any time during the Offer Period (as defined below), such supplement or updated base prospectus as the case may be, will be published and made available in accordance with the arrangements applied to the original publication of these Final Terms. Any investors who have indicated acceptances of the Offer (as defined below) prior to the date of publication of such supplement or updated version of the Base Prospectus, as the case may be (the "Publication Date"), have the right within two working days of the Publication Date to withdraw their acceptances.

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 sections entitled "Terms and Conditions of the English Law Notes" in the Base Prospectus dated 9 December 2016 which received visa n° 16-575 from the Autorité des marchés financiers ("AMF") on 9 December 2016 and the Supplements to the Base Prospectus dated 8 February 2017 and 27 March 2017 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 J.F. Kennedy, L-1855 and (save in respect of the Final Terms) on the Issuer's website Luxembourg (www.invest.bnpparibas.com). The Base Prospectus 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. A summary of the Notes (which comprises the Summary in the Base Prospectus as amended to reflect the provisions of these Final Terms) is annexed to these Final Terms.

1.	Issuer:		BNP Paribas
2.	(i)	Series Number:	18143
	(ii)	Tranche Number:	1
3.		Specified Currency:	United States Dollar ("USD")
4.		Aggregate Nominal Amount:
	(i)	Series:	USD [Aggregate Nominal Amount available after the Offer Periodl
	(ii)	Tranche:	USD [Aggregate Nominal Amount available after the Offer Periodl
5.		Issue Price of Tranche:	100 per cent. of the Aggregate Nominal Amount
6.		Minimum Trading Size:	USD 1,000
7.	(i)	Specified Denomination:	USD 1,000
	(ii)	Calculation Amount:	USD 1,000
8.	(i)	Issue Date and Interest Commencement Date:	28 April 2017
	(ii)	Interest Commencement Date (if different from the Issue Date):	Not applicable
9.		Maturity Date:	Interest Payment Date falling on or nearest to 28 April 2020
10.		Form of Notes:	Bearer
11.		Interest Basis:	3 month USD LIBOR
			Floating RateNon-interest bearing
12.		Coupon Switch:	Not applicable

13.	Redemption/Payment Basis:		Redemption at par
14.		Change of Interest Basis or Redemption/Payment Basis:	Not applicable o é sin Dioyipass (27
15.		Put/Call Options:	Not applicable
16.		Exchange Rate:	Not applicable
17.		Status of the Notes:	Senior Preferred Notes
18.		Knock-in Event:	Not applicable
19.		Knock-out Event:	Not applicable
20.		Method of distribution:	Non-syndicated
21.		Hybrid Securities:	Not applicable
22.	Interest:		Applicable
	(i)	Interest Period(s):	As per Conditions
	(ii)	Interest Period End Date(s):	28 January, 28 April, 28 July and 28 October in each year from and including 28 July 2017
	(iii)	Business Day Convention for Interest Period End Date(s):	Not applicable
	(iv)	Interest Payment Date(s):	28 January, 28 April, 28 July and 28 October in each year from and including 28 July 2017 to and including 28 April 2020
	(v)	Business Day Convention for Interest Payment Date $(s)$ :	Modified Following
	(vi)	Party responsible for calculating the Rate(s) of Interest and Interest Amount(s) (if not the Calculation Agent):	As per item 66 below.
	(vii)	Margin(s):	Not applicable
	(viii)	Minimum Interest Rate:	1.75 per cent. per annum
	(ix)	Maximum Interest Rate:	4.00 per cent. per annum
	(x)	Day Count Fraction:	30/360, unadjusted
	(xi)	Determination Dates:	Not applicable
	(xii)	Accrual to Redemption:	Applicable
	(xiii)	Rate of Interest:	Floating Rate
	(xiv)	Coupon Rate:	Not applicable
23.		Fixed Rate Provisions:	Not applicable
24.		Floating Rate Provisions:	Applicable
	(i)	Manner in which the Rate of Interest and Interest Amount is to be determined:	Screen Rate Determination
	(ii)	Linear Interpolation:	Not applicable
25.		Screen Rate Determination:	Applicable

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	Reference Rate: $\bullet$		3 month USD LIBOR
		Interest Determination Date:	Second London business day prior to the start of each Interest Period	Develop.
	Specified Time:		11:00 am, London time
	Relevant Screen Page:		Reuters "LIBOR01" page
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 Centre(s) (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):		London in addition to New York
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(s):	Calculation Amount Percentage: Calculation Amount x 100 per cent.
54.	Delivery	Provisions applicable to Physical	Not applicable
55.		Variation of Settlement:
	(i)	Issuer's option to vary settlement:	The Issuer does not have the option to vary 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:	No
			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 Centre(s) or other special provisions relating to Payment Days for the purposes of Condition 4(a):	London in addition to New York
59.		Identification information of Holders:	Not applicable
60.		Talons for future Coupons or Receipts to be attached to definitive Notes (and dates on which such Talons mature):	No
61.	late payment:	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	Not applicable
62.		Details relating to Notes redeemable in instalments: amount of each instalment, date on which each payment is to be made:	Not applicable
63.		Redenomination, renominalisation and reconventioning provisions:	Not applicable
64.	Notes):	Masse (Condition 12 of the Terms and Conditions of the French Law	Not applicable
65.	Governing law:		English law
66.		Calculation Agent:	BNP Paribas UK Limited (the "Calculation Agent")

DISTRIBUTION

67.	(i)	If syndicated, names of Managers (specifying Lead Manager):	Not applicable
	(ii)	Date of Subscription Agreement:	Not applicable
	(iii)	Stablisation Manager (if any):	Not applicable
	(iv)	If non-syndicated, name of relevant Dealer:	BNP Paribas UK Limited
68.		Total commission and concession:	Up to a maximum annual of 0.50 per cent. per annum of the Aggregate Nominal Amount depending on the final nominal amount of the offer.
69.		U.S. Selling Restrictions:	Reg. S Compliance Category 2; TEFRA D
70.			Applicable
	Non exempt Offer: Non-exempt Offer Jurisdictions:		An offer of the Notes may be made by the Dealer (the "Initial Authorised Offeror") and any additional financial intermediaries who have or obtained the Issuer's consent to use the Base Prospectus in connection with the Non-exempt Offer and who are identified the on Issuer's website at (https://ratesglobalmarkets. bnpparibas.com/gm/Public/LegalDocs.aspx) as an Authorised Offeror together with any financial intermediaries granted General Consent, being persons to whom the issuer has given consent, (the "Authorised Offerors") other than pursuant to Article 3(2) of the Prospectus Directive in The Grand Duchy of Luxembourg (the "Public Offer Jurisdiction") during the Offer Period. See further Paragraph 7 of PART B below.
		Offer Period:	From (and including) 10 April 2017 (9.00 am Luxembourg time) to (and including) 24 April 2017 (4.00 pm Luxembourg time) (or such other date as the Issuer determines as notified on or around such date).
		Financial intermediaries	BGL WM Luxembourg
		granted specific consent to use the Base	50 avenue J.F. Kennedy
		Prospectus in accordance with the Conditions in it:	L-2951 Luxembourg
		General Consent:	Applicable
		Other Authorised Offeror Terms:	Not applicable
71.		United States Tax Considerations	The Notes are not Specified Securities for the purpose of Section 871(m) of the U.S. Internal Revenue Code of 1986.

RESPONSIBILITY

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

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Signed on behalf of the Issuer:

By: My Con

PART B - OTHER INFORMATION

None

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$\frac{1}{2}$ and $\frac{1}{2}$ Listing and Admission to trading

Listing and admission to $(i)$ trading:

Estimate of total expenses
related to admission to trading:

Not applicable

$2.$ Ratings

$(ii)$

Ratings:

The Notes to be issued have not been rated.

$3.$ Interests of Natural and Legal Persons Involved in the 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.

$\overline{4}$ . Reasons for the Offer, Estimated Net Proceeds and Total Expenses

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

Not applicable

Not applicable

Delivery against payment

• $(ii)$ Estimated net proceeds: 100% of the Aggregate Nominal Amount
• $(iii)$ Estimated total expenses: Not applicable

5. Floating Rate Notes only - Historic Interest Rates

Details of historic LIBOR rates can be obtained from Reuters.

6. OPERATIONAL INFORMATION

• $(i)$ ISIN: XS1591422305 Common Code: 159142230
• $(ii)$
• $(iii)$ Any clearing system(s) other than Euroclear and Clearstream, Luxembourg approved by the Issuer and the Principal Paying Agent and the relevant identification number(s):
• $(iv)$ Delivery:
• $(v)$ Additional Paying Agent(s) $(if any):$
• $(vi)$ 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 Note that this does not necessarily safe-keeper. 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.

$(vii)$ Name and address of Registration Agent:

Not applicable

7. Public Offers

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Offer Price:	Issue Price
Conditions to which the offer is subject:	Offers of the Notes are conditional on their issue and on any additional conditions set out in the standard terms of business of the Authorised Offerors, notified to investors by such relevant Authorised Offerors.
	The Issuer reserves the right to withdraw the offer and cancel the issuance of the Notes for any reason, in accordance with the Authorised Offerors at any time on or prior to the Issue Date. For the avoidance of doubt, if any application has been made by a potential investor and the Issuer exercises such a right, each such potential investor shall not be entitled to subscribe or otherwise acquire the Notes.
Description of the application process:	Application to subscribe for the Notes can be made in The Grand Duchy of Luxembourg at the offices of the relevant Authorised Offeror. The distribution of the Notes will be carried out in accordance with Authorised Offeror's usual procedures notified to investors by such Authorised Offeror.
	Prospective investors will not be required to enter into any contractual arrangements directly with the Issuer in relation to the subscription for the Notes.
Details of the minimum and/or	The minimum amount of application per investor is:
maximum amount of application:	USD10,000 and any multiple of USD1,000 thereafter.
Description of possibility to reduce subscriptions and manner for refunding excess amount paid by applicants:	Not applicable
Details of the method and time limits for paying up and delivering the Notes:	The Notes will be issued on the Issue Date against payment to the Issuer of the net subscription moneys. Investors will be notified by the relevant Authorised Offerors of their allocations of Notes and the settlement arrangements in respect thereof.
Manner and date in which results of the offers are to be made public:	The results of the offer of the Notes will be published as soon as possible via Euroclear and Clearstream, Luxembourg.
Procedure for exercise of any right of pre-emption, negotiability of subscription rights and treatment of subscription rights not exercised:	Not applicable

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Process for notification to applicants of the amount allotted and the indication whether dealing may begin before notification is made:

The Noteholders will be directly notified of the number of Notes which has been allotted to them as soon as possible after the Issue Date (See also above the manner and date in which results of the offer are to be made public). No dealing in the Securities may be done before any such notification is made.

In all other cases, allotted amounts will be equal to the amount of the application, and no further notification shall be made.

In all cases, no dealing in the Notes may take place prior to the Issue Date.

Amount of any expenses and taxes As per Luxembourg Taxation. specifically charged to the subscriber or purchaser:

Name and address of the entities which have a firm commitment to act as intermediaries in secondary trading, providing liquidity through bid and offer rates and a description of the main terms of their commitment^.

1. Placing and Underwriting

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Name and address of the co-ordinator(s) of the global offer and of single parts of the offer and to the extent known to the Issuer, of the placers in the various countries where the offer takes place:

Name and address of any paying agents and depository agents in each country (in addition to the Principal Paying Agent):

Entities agreeing to underwrite the issue on a firm commitment basis, and entities agreeing to place the issue without a firm commitment or under "best efforts" arrangements:

When the underwriting agreement Not applicable has been or will be reached:

None

The Authorised Offerors identified in Paragraph 70 of Part A above and identifiable in the Base Prospectus.

Not applicable

No underwriting commitment is undertaken by the Authorised Offerors.

$11$

ANNEX

Summary of the Notes

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ISSUE SPECIFIC SUMMARY OF THE NOTES

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Summaries are made up of disclosure requirements known as "Elements". These Elements are numbered in Sections $A - E(A.1 - E.7)$ . This Summary-contains all the Elements required to be included in a summary for this type of Notes and Issuer. Because some Elements are not required to be addressed, there may be gaps in the numbering sequence of the Elements. Even though an Element may be required to be inserted in the summary because of the type of Notes, Issuer, it is possible that no relevant information can be given regarding the Element. In this case a short description of the Element should be included in the summary explaining why it is not applicable.

Section A - Introduction and warnings

Element	Title
A.1	Warning that the summary should be read as an introduction and provision as to claims	This summary should be read as an introduction to the ٠ Base Prospectus and the applicable Final Terms. In this summary, unless otherwise specified and except as used in the first paragraph of Element D.3, "Base Prospectus" means the Base Prospectus of BNPP dated 9 December 2016 as supplemented from time to time. In the first paragraph of Element D.3, "Base Prospectus" means the Base Prospectus of BNPP dated 9 December 2016.
		Any decision to invest in any Notes should be based on a consideration of the Base Prospectus as a whole, including any documents incorporated by reference and the applicable Final Terms.
		Where a claim relating to information contained in the Base Prospectus and the applicable Final Terms is brought before a court in a Member State of the European Economic Area, the plaintiff may, under the national legislation of the Member State where the claim is brought, be required to bear the costs of translating the Base Prospectus and the applicable Final Terms before the legal proceedings are initiated.
		No civil liability will attach to the Issuer in any such Member State solely on the basis of this summary, including any translation hereof, unless it is misleading, inaccurate or inconsistent when read together with the other parts of the Base Prospectus and the applicable Final Terms or it does not provide, when read together with the other parts of the Base Prospectus and the applicable Final Terms, key information (as defined in Article 2.1(s) of the Prospectus Directive) in order to aid investors when considering whether to invest in the Notes.
A.2	Consent as to use the Base Prospectus, period of validity and other conditions attached	Consent: Subject to the conditions set out below, the Issuer consents to the use of the Base Prospectus in connection with a Non-exempt Offer of Notes by the Dealers, BGL WM Luxembourg and each financial intermediary whose name is published on the Issuer's website (https://rates- globalmarkets.bnpparibas.com/gm/Public/LegalDocs.aspx) and identified as an Authorised Offeror in respect of the relevant Non- exempt Offer and any financial intermediary which is authorised to

make such offers under applicable legislation implementing the Markets in Financial Instruments Directive (Directive 2004/39/EC) and publishes on its website the following statement (with the information in square brackets being duly completed with the relevant information):
"We, [insert legal name of financial intermediary], refer to the offer of USD [aggregate nominal amount available after the offer period] Notes due April 2020, Series 18143, ISIN: XS1591422305 (the "Notes") described in the Final Terms dated 10 April 2017 (the "Final Terms") published by BNP Paribas (the "Issuer"). In consideration of the Issuer offering to grant its consent to our use of the Base Prospectus (as defined in the Final Terms) in connection with the offer of the Notes in The Grand Duchy of Luxembourg during the Offer Period and subject to the other conditions to such consent, each as specified in the Base Prospectus we hereby accept the offer by the Issuer in accordance with the Authorised Offeror Terms (as specified in the Base Prospectus), and confirm that we are using the Base Prospectus accordingly.
Offer period: The Issuer's consent referred to above is given for Non- exempt Offers of Notes during the period from and including 10 April 2017 to and including 24 April 2017 (the "Offer Period").
Conditions to consent: The conditions to the Issuer's consent (in addition to the conditions referred to above) are that such consent (a) is only valid during the Offer Period; and (b) only extends to the use of the Base Prospectus to make Non-exempt Offers of the relevant Tranche of Notes in The Grand Duchy of Luxembourg.
AN INVESTOR INTENDING TO PURCHASE OR PURCHASING ANY NOTES IN A NON-EXEMPT OFFER FROM AN AUTHORISED OFFEROR WILL DO SO, AND OFFERS AND SALES OF SUCH NOTES TO AN INVESTOR BY SUCH AUTHORISED OFFEROR WILL BE MADE, IN ACCORDANCE WITH THE TERMS AND CONDITIONS OF THE OFFER IN PLACE BETWEEN SUCH AUTHORISED OFFEROR AND SUCH INVESTOR INCLUDING ARRANGEMENTS IN RELATION TO PRICE, ALLOCATIONS, EXPENSES AND SETTLEMENT. THE RELEVANT INFORMATION WILL BE PROVIDED BY THE AUTHORISED OFFEROR AT THE TIME OF SUCH OFFER.

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Section B - Issuer

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Element	Title	ALIKE WAR
B.1	Legal and commercial name of the Issuer	BNP Paribas ("BNPP" or the "Bank" or the "Issuer").
B.2	Domicile/ legal form/ legislation/ country of incorporation	The Issuer was incorporated in France as a société anonyme under French law and licensed as a bank, having its head office at 16, boulevard des Italiens - 75009 Paris, France.
B.4 b	Trend	Macroeconomic environment.
	information	Macroeconomic and market conditions affect the Bank's results. The nature of the Bank's business makes it particularly sensitive to macroeconomic and market conditions in Europe, which have been at times challenging and volatile in recent years.
		In 2015, the global economic economic activity remained sluggish. Activity slowed down in emerging countries, while a modest recovery continued in developed countries. The global outlook is still impacted by three major transitions: the dimished economic growth in China, the fall in prices of energy and other commodities, and an initial tightening of US monetary policy in a context of resilient internal recovery, while the central banks of several major developed countries are continuing to ease their monetary policies. For 2016, the IMF is forecasting the progressive recovery of global economic activity 1 but with low growth prospects on the medium term in developed and emerging countries.
		In that context, two risks can be identified:
		Financial instability due to the vulnerability of emerging countries
		While the exposure of the BNP Paribas Group in emerging countries is limited, the vulnerability of these economies may generate disruptions in the global financial system that could affect the BNP Paribas Group and potentially alter its results.
		In numerous emerging economies, an increase in foreign currency commitments was observed in 2015, while the levels of indebtedness (both in foreign and local currencies) are already high. Moreover, the prospects of a progressive hike in key rates in the United States (first rate increase decided by the Federal Reserve in December 2015), as well as heightened financial volatility linked to the concerns regarding growth in emerging countries, have contributed to the stiffening of external financial conditions, capital outflows, further currency depreciations in numerous emerging countries and an increase in risks for banks. This could lead to the downgrading of sovereign ratings.
		Given the possible standardisation of risk premiums, there is a risk of global market disruptions (rise in risk premiums, erosion of confidence, decline in growth, postponement or slowdown in the harmonisation of monetary policies, drop in market liquidity, problem with the valuation of assets, shrinking of the credit offering, and chaotic de-leveraging) that would affect all banking institutions.

See: IMF - October 2015 Financial Stability Report, Advanced Countries and January 2016 update

Systemic risks related to economic conditions and market liquidity
The continuation of a situation with exceptionally low interest rates could promote excessive risk-taking by certain financial players: increase in the maturity of loans and assets held, less stringent loan granting policies, increase in leverage financing.
Some players (insurance companies, pension funds, asset managers, etc.) entail an increasingly systemic dimension and in the event of market turbulence (linked for instance to a sudden rise in interest rates and/or a sharp price correction) they may decide to unwind large positions in an environment of relatively weak market liquidity.
Such liquidity pressure could be exacerbated by the recent increase in the volume of assets under management placed with structures investing in illiquid assets.
Laws and regulations applicable to financial institutions.
Recent and future changes in the laws and regulations applicable to financial institutions may have a significant impact on the Bank. Measures that were recently adopted or which are (or whose application measures are) still in draft format, that have or are likely to have an impact on the Bank notably include:
the structural reforms comprising the French banking law of 26 July 2013 requiring that banks create subsidiaries for or segregate "speculative" proprietary operations from their traditional retail banking activities, the "Volcker rule" in the US which restricts proprietary transactions, sponsorship and investment in private equity funds and hedge funds by US and foreign banks, and expected potential changes in Europe;
regulations governing capital: CRD IV/CRR the international standard for total loss-absorbing capacity ("TLAC") and the Bank's designation as a financial institution that is of systemic importance by the Financial Stability Board;
the European Single Supervisory Mechanism and the ordinance of 6 November 2014;
the Directive of 16 April 2014 related to deposit guarantee schemes and its delegation and implementing decrees, the Directive of 15 May 2014 establishing a Bank Recovery and Resolution framework, the Single Resolution Mechanism establishing the Single Resolution Council and the Single Resolution Fund;
the U Final Rule by the US Federal Reserve imposing tighter prudential rules on the US transactions of large foreign banks, notably the obligation to create a separate intermediary holding company in the US (capitalised and subject to regulation) to house their US subsidiaries;
the new rules for the regulation of over-the-counter derivative activities pursuant to Title VII of the Dodd-Frank Wall Street Reform and Consumer Protection Act, notably margin requirements for uncleared derivative products and the derivatives of securities traded by swap dealers, major swap participants, security-based swap dealers and major security- based swap participants, and the rules of the US Securities and Exchange Commission which require the registration of banks and major swap participants active on derivatives

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		transactions;	markets and transparency and reporting on derivative
		. Geografi	the new MiFID and MiFIR, and European regulations governing the clearing of certain over-the-counter derivative products by centralised counterparties and the disclosure of securities financing transactions to centralised bodies.
		Cyber risk
		after a cyber incident.	In recent years, financial institutions have been impacted by a number of cyber incidents, notably involving large-scale alterations of data which compromise the quality of financial information. This risk remains today and the Bank, like other banks, has taken measures to implement systems to deal with cyber attacks that could destroy or damage data and critical systems and hamper the smooth running of its operations. Moreover, the regulatory and supervisory authorities are taking initiatives to promote the exchange of information on cyber security and cyber criminality in order to improve the security of technological infrastructures and establish effective recovery plans
B.5	Description of the Group	BNPP, Europe's leading provider of banking and financial services, has four domestic retail banking markets in Europe, namely in Belgium, France, Italy and Luxembourg. It is present in 74 countries and has more than 189,000 employees, including close to 147,000 in Europe. BNPP is the parent company of the BNP Paribas Group (together the "BNPP Group").
B.9	Profit forecast or estimate	Not applicable, as there are no profit forecasts or estimates made in respect of the Bank in the Base Prospectus to which this Summary relates.
B.10	Audit report qualifications		Not applicable, there are no qualifications in any audit report on the historical financial information included in the Base Prospectus.
B.12	Selected historical key financial information:
		Comparative Annual Financial Data - In millions of EUR
			31/12/2016	31/12/2015
			(audited)	(audited)
	Revenues		43,411	42,938
	Cost of risk		(3,262)	(3,797)
	Net income, Group share		7,702	6,694
			31/12/2016	31/12/2015
	Common equity Tier 1 Ratio (Basel 3 fully loaded, CRD 4)		11.5%	10.9%
			31/12/2016	31/12/2015
			(audited)	(audited)
	Total consolidated balance sheet		2,076,959	1,994,193
	Consolidated loans and receivables due from customers		712,233	682,497
	Consolidated items due to customers		765,953	700,309

	Shareholders' equity (Group share)		100,665	96,269
	Statements of no significant or material adverse change
	There has been no significant change in the financial or trading position of the BNPP Group since 31 December 2016 (being the end of the last financial period for which audited financial statements have been published). There has been no material adverse change in the prospects of BNPP or the BNPP Group since 31 December 2016 (being the end of the last financial period for which audited financial statements have been published).
B.13	Events impacting the Issuer's solvency	31 December 2016.	Not applicable, as at 27 March 2017 and to the best of the Issuer's knowledge, there have not been any recent events which are to a material extent relevant to the evaluation of the Issuer's solvency since
B.14	Dependence upon other	members of the BNPP Group.	Subject to the following paragraph, BNPP is not dependent upon other
	group entities	In April 2004, BNP Paribas SA began outsourcing IT Infrastructure Management Services to the BNP Paribas Partners for Innovation (BP 2 I) joint venture set up with IBM France at the end of 2003. BP 2 I provides IT Infrastructure Management Services for BNP Paribas SA and several BNP Paribas subsidiaries in France (including BNP Paribas Personal Finance, BP2S, and BNP Paribas Cardif), Switzerland, and Italy. In mid-December 2011 BNP Paribas renewed its agreement with IBM France for a period lasting until end-2017. At the end of 2012, the parties entered into an agreement to gradually extend this arrangement to BNP Paribas Fortis as from 2013.
		into the Group if necessary.	BP 2 I is under the operational control of IBM France. BNP Paribas has a strong influence over this entity, which is 50/50 owned with IBM France. The BNP Paribas staff made available to BP 2 l make up half of that entity's permanent staff, its buildings and processing centres are the property of the Group, and the governance in place provides BNP Paribas with the contractual right to monitor the entity and bring it back
			ISFS, a fully-owned IBM subsidiary, handles IT Infrastructure Management for BNP Paribas Luxembourg.
		BancWest's data processing operations are outsourced to Fidelity Information Services. Cofinoga France's data processing is outsourced to SDDC, a fully-owned IBM subsidiary.
		See also Element B.5 above.
B.15	Principal activities		BNP Paribas holds key positions in its two main businesses:
		Retail Banking and Services, which includes:
			Domestic Markets, comprising:
			French Retail Banking (FRB),
			retail banking,	BNL banca commerciale (BNL bc), Italian
			Belgian Retail Banking (BRB),
			Luxembourg Retail Banking (LRB);	Other Domestic Markets activities, including

			International Financial Services, comprising:
			Europe-Mediterranean,
		$\omega \rightarrow$	BancWest;
			Personal Finance;
			Insurance
			Wealth and Asset Management
			Corporate and Institutional Banking (CIB), which includes:
			Corporate Banking,
			Global Markets,
			Securities Services.
B.16	Controlling Shareholders		None of the existing shareholders controls, either directly or indirectly, BNPP. As at 30 June 2016, the main shareholders are Société Fédérale de Participations et d'Investissement ("SFPI") a public- interest société anonyme (public limited company) acting on behalf of the Belgian government holding 10.2% of the share capital, BlackRock Inc. holding 5.0% of the share capital and Grand Duchy of Luxembourg holding 1.0% of the share capital. To BNPP's knowledge, no shareholder other than SFPI and BlackRock Inc. owns
B.17	Solicited credit ratings	more than 5% of its capital or voting rights. BNPP's long-term credit ratings are A with a stable outlook (Standard & Poor's Credit Market Services France SAS), A1 with a stable outlook (Moody's Investors Service Ltd.), A+ with a stable outlook (Fitch France S.A.S.) and AA (low) with a stable outlook (DBRS Limited) and BNPP's short-term credit ratings are A-1 (Standard & Poor's Credit Market Services France SAS), P-1 (Moody's Investors Service Ltd.), F1 (Fitch France S.A.S.) and R-1 (middle) (DBRS Limited). The Notes have not been rated. A security rating is not a recommendation to buy, sell or hold securities and may be subject to suspension, reduction or withdrawal at any time.

Section C - Notes

Element	Title
C.1	Type and class of Notes/ISIN	The Notes are issued in Series. The Series Number of the Notes is 18143. The Tranche number is 1.
		The ISIN is: XS1591422305.
		The Common Code is: 159142230.
		The Notes are cash settled Notes.
C.2	Currency	The currency of this Series of Notes is United States Dollar (USD).
C.5	Restrictions on free transferability	The Notes will be freely transferable, subject to the offering and selling restrictions in Subscription and Sale and under the Prospectus Directive and the laws of any jurisdiction in which the relevant Notes are offered or sold.

C.8	Rights attaching to the Notes	Notes issued under the Programme will have terms and conditions relating to, among other matters:
		Status and Subordination (Ranking)
		The Notes are Senior Preferred Notes
		Senior Preferred Notes are Senior Preferred Obligations and constitute direct, unconditional, unsecured and senior obligations of the Issuer and rank and will at all times rank:
		(a) pari passu among themselves and with other Senior Preferred Obligations;
		(b) senior to Senior Non Preferred Obligations; and
		(c) junior to present and future claims benefiting from other preferred exceptions.
		Subject to applicable law, in the event of the voluntary or judicial liquidation (liquidation amiable ou liquidation judiciaire) of the Issuer, bankruptcy proceedings or any other similar proceedings affecting the Issuer, the rights of Noteholders to payment under the Senior Preferred Notes rank:
		Α. junior to present and future claims benefiting from other preferred exceptions; and
		В. senior to Senior Non Preferred Obligations.
		Negative pledge
		The terms of the Notes will not contain a negative pledge provision.
		Events of Default
		The terms of the Senior Preferred Notes will contain events of default including non-payment, non-performance or non-observance of the Issuer's obligations in respect of the Notes and the insolvency or winding up of the Issuer.
		Meetings
		The terms of the Notes will contain provisions for calling meetings of holders of such Notes to consider matters affecting their interests generally. These provisions permit defined majorities to bind all holders, including holders who did not attend and vote at the relevant meeting and holders who voted in a manner contrary to the majority.
		Taxation
		All payments in respect of Notes will be made without deduction for or on account of withholding taxes imposed by France or any political subdivision or any authority thereof or therein having power to tax unless such deduction or withholding is required by law. In the event that any such deduction is made, the Issuer will, save in certain limited circumstances, be required to pay additional amounts to cover the amounts so deducted.
		Payments will be subject in all cases to (i) any fiscal or other laws and

		regulations applicable thereto in the place of payment, but without prejudice to the provisions of Condition 6 of the Terms and Conditions of the English Law Notes and Condition 6 of the Terms and Conditions of the French Law Notes, as the case may be, (ii) any withholding or pursuant to an agreement described in deduction required Section 1471(b) of the U.S. Internal Revenue Code of 1986 (the "Code") or otherwise imposed pursuant to Sections 1471 through 1474 of the Code, any regulations or agreements thereunder, any official interpretations thereof, or (without prejudice to the provisions of Condition 6 of the Terms and Conditions of the English Law Notes and Condition 6 of the Terms and Conditions of the French Law Notes, as the case may be) any law implementing an intergovernmental approach thereto, and (iii) any withholding or deduction required pursuant to Section 871(m) of the Code.
		Governing law
C.9	Interest/Redemp	This Series of Notes is governed by English law. Interest
	tion
		The Notes bear interest from their date of issue at floating rates calculated by reference to 3 month USD LIBOR. Interest will be paid quarterly in arrear on 28 January, 28 April, 28 July and 28 October in each year, subject to adjustment for non-business days.
		The first interest payment will be made on 28 July 2017.
		Redemption
		Unless previously redeemed, each Note will be redeemed on the Maturity Date at par.
		The Notes may be redeemed early for tax reasons at the Early Redemption Amount calculated in accordance with the Conditions. Representative of Noteholders No representative of the Noteholders has been appointed by the Issuer.
		Please also refer to item C.8 above for rights attaching to the Notes.
C.10	Derivative component in the interest payment	Not Applicable
C.11	Admission to Trading
		The Notes are not intended to be admitted to trading on any market.

$\begin{array}{cc} 1 & 0 \ 0 & 1 \ 0 & 0 \end{array}$

C.15	How the value of the investment in derivative securities is affected by the value of the underlying assets	Not applicable
C.16	Maturity	The Maturity Date of the Notes is 28 April 2020.
C.17	Settlement Procedure	This Series of Notes is cash settled. The Issuer does not have the option to vary settlement.
C.18	Return on derivative securities	See Element C.8 above for the rights attaching to the Notes. See Element C.9 above for information on interest. Final Redemption Unless previously redeemed or purchased and cancelled, each Note will be redeemed by the Issuer on the Maturity Date at par.
C.19	Final reference price of the Underlying	Not applicable, there is no final reference price of the Underlying
C.20	Underlying	Not applicable, there is no underlying.

Section D- Risks

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Element	Title		1999년 - 1999년 대한민국의 대한민국의 대한민국의 대한민국의 대한민국의 대한민국의 대한민국의 대한민국의 대한민국의 대한민국의 대한민국의 대한민국의 대한민국의 대한민국의 대한민국의 대한민국의 대한민국의 대한민국의 대한
D.2	Key risks regarding the Issuer		Potential investors should have sufficient knowledge and experience in capital markets transactions and should be able to correctly assess the risks associated with Notes. Certain risk factors may affect the Issuer's ability to fulfil its obligations under the Notes, some of which are beyond its control. An investment in Notes presents certain risks that should be taken into account before any investment decision is made. In particular, the Issuer, together with the BNPP Group is exposed to the risks associated with its activities, as described below:
		activities:	As defined in the 2015 Registration Document and Annual Financial Report, eleven main categories of risk are inherent in BNPP's
		(1)	Credit Risk - Credit risk is the potential that a bank borrower or counterparty will fail to meet its obligations in accordance with agreed terms. The probability of default and the expected recovery on the loan or receivable in the event of default are key components of the credit quality assessment;
		(2)	Counterparty Credit Risk - Counterparty credit risk is the credit risk embedded in payment or transactions between counterparties. Those transactions include bilateral contracts such as over-the-counter (OTC) derivatives contracts which potentially expose the Bank to the risk of counterparty default, as well as contracts settled through clearing houses. The amount of this risk may vary over time in line with changing market parameters which then impacts the replacement value of the relevant transactions or portfolio;
		(3)	Securitisation - Securitisation means a transaction or scheme, whereby the credit risk associated with an exposure or pool of exposures is tranched, having the following characteristics:
			payments made in the transaction or scheme are dependent upon the performance of the exposure or pool of exposures;
			subordination of tranches determines the the distribution of losses during the life of the risk transfer.
			Any commitment (including derivatives and liquidity lines) granted to a securitisation operation must be treated as a securitisation exposure. Most of these commitments are held in the prudential banking book;
		(4)	Market Risk - Market risk is the risk of incurring a loss of value due to adverse trends in market prices or parameters, whether directly observable or not.
			Observable market parameters include, but are not limited to, exchange rates, prices of securities and commodities (whether listed or obtained by reference to a similar asset), prices of derivatives, and other parameters that can be directly inferred from them, such as interest rates, credit spreads, volatilities and implied correlations or other similar parameters.

	Non-observable factors are those based on working assumptions such as parameters contained in models or based on statistical or economic analyses, non-ascertainable in the market.
	In fixed income trading books, credit instruments are valued on the basis of bond yields and credit spreads, which represent market parameters in the same way as interest rates or foreign exchange rates. The credit risk arising on the issuer of the debt instrument is therefore a component of market risk known as issuer risk.
	Liquidity is an important component of market risk. In times of limited or no liquidity, instruments or goods may not be tradable or may not be tradable at their estimated value. This may arise, for example, due to low transaction volumes, legal restrictions or a strong imbalance between demand and supply for certain assets.
	The market risk related to banking activities encompasses the risk of loss on equity holdings on the one hand, and the interest rate and foreign exchange risks stemming from banking intermediation activities on the other hand;
(5)	Operational Risk - Operational risk is the risk of incurring a loss due to inadequate or failed internal processes, or due to external events, whether deliberate, accidental or natural occurrences. Management of operational risk is based on an analysis of the "cause - event - effect" chain.
	Internal processes giving rise to operational risk may involve employees and/or IT systems. External events include, but are not limited to floods, fire, earthquakes and terrorist attacks. Credit or market events such as default or fluctuations in value do not fall within the scope of operational risk.
	Operational risk encompasses fraud, human resources risks, legal risks, non-compliance risks, tax risks, information system risks, conduct risks (risks related to the provision of inappropriate financial services), risk related to failures in operating processes, including loan procedures or model risks, as well as any potential financial implications resulting from the management of reputation risks;
(6)	Compliance and Reputation Risk - Compliance risk as defined in French regulations as the risk of legal, administrative or disciplinary sanctions, of significant financial loss or reputational damage that a bank may suffer as a result of failure to comply with national or European laws and regulations, codes of conduct and standards of good practice applicable to banking and financial activities, or instructions given by an executive body, particularly in application of guidelines issued by a supervisory body.
	By definition, this risk is a sub-category of operational risk. However, as certain implications of compliance risk involve more than a purely financial loss and may actually damage the institution's reputation, the Bank treats compliance risk separately.

$\mathcal{L}_{\mathcal{A}}$

الانتقلال الأرداف		Reputation risk is the risk of damaging the trust placed in a corporation by its customers, counterparties, suppliers, employees, shareholders, supervisors and any other stakeholder whose trust is an essential condition for the corporation to carry out its day-to-day operations.
		Reputation risk is primarily contingent on all the other risks borne by the Bank
	(7)	Concentration Risk - Concentration risk and its corollary, diversification effects, are embedded within each risk, especially for credit, market and operational risks using the correlation parameters taken into account by the corresponding risk models.
		It is assessed at consolidated Group level and at financial conglomerate level;
	(8)	Banking Book Interest Rate Risk - Banking book interest rate risk is the risk of incurring losses as a result of mismatches in interest rates, maturities and nature between assets and liabilities. For banking activities, this risk arises in non-trading portfolios and primarily relates to global interest rate risk;
	(9)	Strategic and Business Risks - Strategic risk is the risk that the Bank's share price may fall because of its strategic decisions.
		Business risk is the risk of incurring an operating loss due to a change in the economic environment leading to a decline in revenue coupled with insufficient cost-elasticity.
		These two types of risk are, monitored by the Board of directors;
	(10)	Liquidity Risk - In accordance with regulations, the liquidity risk is defined as the risk that a bank will be unable to honour its commitments or unwind or settle a position due to the situation on the market or idiosyncratic factors, within a given time frame and at a reasonable price or cost; and
	(11)	Insurance Subscription Risk - Insurance subscription risk corresponds to the risk of a financial loss caused by an adverse trend in insurance claims. Depending on the type of insurance business (life, personal risk or annuities), this risk may be statistical, macroeconomic or behavioural, or may be related to public health issues or natural disasters. It is not the main risk factor arising in the life insurance business, where financial risks are predominant.
	(a)	Difficult market and economic conditions have had and may continue to have a material adverse effect on the operating environment for financial institutions and hence on BNPP's financial condition, results of operations and cost of risk.
	(b)	The United Kingdom's referendum to leave the European Union may lead to significant uncertainty, volatility and disruption in European and broader financial and economic markets and hence may adversely affect BNPP's operating environment.

$\frac{1}{3}$

$\sim$

	(c)	Due to the geographic scope of its activities, BNPP may be vulnerable to country or regional-specific political, macroeconomic and financial environments or circumstances.
	(d)	BNPP's access to and cost of funding could be adversely affected by a resurgence of financial crises, worsening economic conditions, rating downgrades, increases in credit spreads or other factors.
	(e)	Significant interest rate changes could adversely affect BNPP's revenues or profitability.
	(f)	The prolonged low interest rate environment carries inherent systemic risks, and an exit from such environment also carries risks.
	(g)	The soundness and conduct of other financial institutions and market participants could adversely affect BNPP.
	(h)	BNPP may incur significant losses on its trading and investment activities due to market fluctuations and volatility.
	(i)	BNPP may generate lower revenues from brokerage and other commission and fee-based businesses during market downturns.
	(j)	Protracted market declines can reduce liquidity in the markets, making it harder to sell assets and possibly leading to material losses.
	(k)	Laws and regulations adopted in recent years, particularly in response to the global financial crisis may materially impact BNPP and the financial and economic environment in which it operates.
	(1)	BNPP is subject to extensive and evolving regulatory regimes in the jurisdictions in which it operates.
	(m)	BNPP may incur substantial fines and other administrative and criminal penalties for non-compliance with applicable laws and regulations, and may also incur losses in related (or unrelated) litigation with private parties.
	(n)	There are risks related to the implementation of BNPP's strategic plans.
	(0)	BNPP may experience difficulties integrating acquired companies and may be unable to realize the benefits expected from its acquisitions.
	(p)	Intense competition by banking and non-banking operators could adversely affect BNPP's revenues and profitability.
	(q)	A substantial increase in new provisions or a shortfall in the level of previously recorded provisions could adversely affect BNPP's results of operations and financial condition.
	(r)	BNPP's risk management policies, procedures and methods may leave it exposed to unidentified or unanticipated risks, which could lead to material losses.
	(s)	BNPP's hedging strategies may not prevent losses.

$\sim$

$\sim 100$ km s $^{-1}$

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		(t) Adjustments to the carrying value of BNPP's securities and derivatives portfolios and BNPP's own debt could have an impact on its net income and shareholders' equity.
		(u) The expected changes in accounting principles relating to financial instruments may have an impact on BNPP's balance sheet and regulatory capital ratios and result in additional costs.
		BNPP's competitive position could be harmed if its reputation (v) is damaged.
		(w) An interruption in or a breach of BNPP's information systems may result in material losses of client or customer information, damage to BNPP's reputation and lead to financial losses.
		(x) Unforeseen external events may disrupt BNPP's operations and cause substantial losses and additional costs.
D.3	Key risks regarding the Notes	In addition to the risks relating to the Issuer (including the default risk) that may affect the Issuer's ability to fulfil its obligations under the Notes, there are certain factors which are material for the purposes of assessing the market risks associated with Notes issued under the Programme, including:
		Market Risks
		the Notes are unsecured obligations;
		the trading price of the Notes is affected by a number of factors including, but not limited to, (in respect of Notes linked to an Reference) the price of the Underlying relevant Underlying Reference(s) and volatility and such factors mean that the trading price of the Notes may be below the Final Redemption Amount or value of the Entitlement;
		Noteholder Risks
		the Notes may have a minimum trading amount and if, following the transfer of any Notes, a Noteholder holds fewer Notes than the specified minimum trading amount, such Noteholder will not be permitted to transfer their remaining Notes prior to redemption without first purchasing enough additional Notes in order to hold the minimum trading amount;
		the meetings of Noteholders provisions permit defined majorities to bind all Noteholders;
		in certain circumstances Noteholders may lose the entire value of their investment;
		Issuer Risk
		a reduction in the rating, if any, accorded to outstanding debt securities of the Issuer by a credit rating agency could result in a reduction in the trading value of the Notes;
		certain conflicts of interest may arise (see Element E.4 below);
		Legal Risks
		the Notes may be redeemed in the case of illegality or impracticability and such redemption may result in an investor not realising a return on an investment in the Notes;

		any judicial decision or change to an administrative practice or change to English law or French law, as applicable, after the date of the Base Prospectus could materially adversely impact the value of any Notes affected by it;
		Secondary Market Risks
		an active secondary market may never be established or may be illiquid and that this may adversely affect the value at which an investor may sell its Notes (investors may suffer a partial or total loss of the amount of their investment);
		the trading market for Notes may be volatile and may be adversely impacted by many events;
D.6	Risk warning	In the event of the insolvency of the Issuer or if it is otherwise unable or unwilling to repay the Notes when repayment falls due, an investor may lose all or part of his investment in the Notes.

l.

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Section E - Offer

Element	Title
E.2 b	Reasons for the offer and use of proceeds	The net proceeds from the issue of the Notes will become part of the general funds of the Issuer. Such proceeds may be used to maintain positions in options or futures contracts or other hedging instruments.
E.3	Terms and conditions of the offer	This issue of Notes is being offered in a Non-Exempt Offer in The Grand Duchy of Luxembourg. The issue price of the Notes is 100 per cent. of their nominal amount.
E.4	Interest of natural and legal persons involved in the issue/offer	Any Dealer and its affiliates may also 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. Other than as mentioned above, so far as the Issuer is aware, no person involved in the issue of the Notes has an interest material to the offer, including conflicting interests.
E.7	Expenses charged to the investor by the Issuer	No expenses are being charged to an investor by the Issuer.