BNP Paribas — Capital/Financing Update 2017

Nov 21, 2017

EXECUTION VERSION

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Final Terms dated 21 November 2017

BNP PARIBAS

(incorporated in France)

(the Issuer)

Issue of EUR 1,000,000,000 1.50 per cent. Senior Non Preferred Notes due 23 May 2028

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.

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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 2 August 2017 which received visa n° 17-415 from the Autorité des marchés financiers (the "AMF") on 2 August 2017 and the Supplement to the Base Prospectus dated 6 November 2017 which received visa n° 17-574 from the AMF on 6 November 2017 which together constitute a base prospectus (the "Base Prospectus"). This document constitutes the Final Terms of the Notes described herein and must be read in conjunction with the Base Prospectus. Full information on the Issuer and 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 Supplement 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 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 Supplement to the Base Prospectus are also available on the AMF website (www.amf-france.org). A copy of these Final Terms, the Base Prospectus and the Supplement to the Base Prospectus will be sent free of charge by the Issuer to any investor requesting such documents.

1.	Issuer:		BNP Paribas
2.	(i)	Series Number:	18480
	(ii)	Tranche Number:	1
3.	Specified Currency:		EUR as defined in the definition of "Relevant Currency" in Condition 4 (Payments, Physical Delivery and Exchange of Talons)
4.		Aggregate Nominal Amount:
	Series: (i)		EUR 1,000,000,000
	(ii)	Tranche:	EUR 1,000,000,000
5.	Issue Price of Tranche:		99.589 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 (Applicable to Notes in definitive form):	EUR 1,000
8.	(i)	Issue Date and Interest Commencement Date:	23 November 2017
	(ii)	Interest Commencement Date (if different from the Issue Date):	Not applicable
9.	(i)	Maturity Date:	23 May 2028
	(ii)	Business Day Convention for Maturity Date:	Not applicable
10.	Form of Notes:		Bearer

11.	Interest Basis:	1.50 per cent. per annum 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 Non Preferred Notes
		MREL/TLAC Criteria Event: Not applicable
18.	Knock-in Event:	Not applicable
19.	Knock-out Event:	Not applicable
20.	Method of distribution:	Syndicated
21.	Hybrid Securities:	Not applicable
22.	Tax Gross-Up:	Condition 6(d) (No Gross-Up) of the Terms and Conditions of the English Law Notes not applicable

PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE

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23.	Interest:		Applicable
	(i)	Interest Periods:	From and including the Interest Commencement Date to but excluding the Interest Payment Date falling on 23 May 2018 (being a short first Interest Period). Thereafter from and including each Interest Payment Date to but excluding the following Interest Payment Date, up to the Maturity Date.
	(ii)	Interest Period End Dates:	23 May in each year from and including 23 May 2018 to and including the Maturity Date
	(iii)	Business Day Convention for Interest Period End Dates:	Not applicable
	(iv)	Interest Payment Dates:	23 May in each year from and including 23 May 2018 to and including the Maturity Date
	(v)	Business Day Convention for Interest Payment Dates:	Following
(vi) Party responsible for calculating the Rate of Interest and Interest Amounts (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)
(x i )		Determination Dates:	23 May in each year

	(xii)	Accrual to Redemption:	Applicable
	(xiii)	Rate of Interest:	Fixed Rate
	(xiv)	Coupon Rate: (Include one or more of the following if applicable)	Not applicable
24.		Fixed Rate Provisions:	Applicable
	(i)	Fixed Rate of Interest:	1.50 per cent. per annum payable annually in arrear on each Interest Payment Date
	(ii)	Fixed Coupon Amount:	EUR 15.00 per Calculation Amount, except in respect of the first Interest Period
	(iii)	Broken Amount:	EUR 7.44 per Calculation Amount, payable on the Interest Payment Date falling on 23 May 2018 for the period from and including Interest the Commencement Date to but excluding 23 May 2018.
	(iv)	Resettable Notes:	Not applicable
25.		Floating Rate Provisions:	Not applicable
26.		Screen Rate Determination:	Not applicable
27.		ISDA Determination:	Not applicable
28.		FBF Determination:	Not applicable
29.	Zero Coupon Provisions:		Not applicable
30.	Index Linked Interest Provisions:		Not applicable
31.	Share Linked Interest Provisions:		Not applicable
32.	Inflation Linked Interest Provisions:		Not applicable
33.	Commodity Linked Interest Provisions:		Not applicable
34.		Fund Linked Interest Provisions:	Not applicable
35.	ETI Linked Interest Provisions:		Not applicable
36.		Foreign Exchange (FX) Rate Linked Interest Provisions:	Not applicable
37.		Underlying Interest Rate Linked Interest Provisions:	Not applicable
38.	Additional	Business Centre(s) (Condition 3(e) of the Terms and Conditions of the English Law Notes and Condition 3(e) of the Terms and Conditions of the French Law Notes):	Not applicable
PROVISIONS RELATING TO REDEMPTION
39.	Final Redemption Amount:		Calculation Amount x 100 per cent.
40.	Final Payout:		Not applicable
41.		Automatic Early Redemption:	Not applicable
42.		Issuer Call Option:	Not applicable
43.		Noteholder Put Option:	Not applicable

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44.	Aggregation:		Not applicable
45.	Index Linked Redemption Amount:		Not applicable
46.	Share Linked Redemption Amount:		Not applicable
47.	Inflation Linked Redemption Amount:		Not applicable
48.	Commodity Linked Redemption Amount:		Not applicable
49.		Fund Linked Redemption Amount:	Not applicable
50.		Credit Linked Notes:	Not applicable
51.		ETI Linked Redemption Amount:	Not applicable
52.	Foreign Exchange (FX) Rate Linked Redemption Amount:		Not applicable
53.		Underlying Interest Rate Linked Redemption Amount:	Not applicable
54.		Early Redemption Amount:	Calculation Amount Percentage: Calculation Amount x 100 per cent.
55.	Delivery:	Provisions applicable to Physical	Not applicable
56.		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
57.		CNY Payment Disruption Event:	Not applicable
		GENERAL PROVISIONS APPLICABLE TO THE NOTES
58.	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.
59.	Days Condition 4(a):	Financial Centre(s) or other special provisions relating to Payment for the purposes of	Not applicable
60.	Identification Holders:	information of	Not applicable
61.		Talons for future Coupons or attached Receipts to be to definitive Notes (and dates on which such Talons mature):	No
62.		Details relating to Partly Paid Notes: amount of each payment comprising the Issue Price and date on which each payment is to	Not applicable

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be made and, if different from those specified in the Temporary Bearer Global Note or Permanent Bearer Global Note, consequences of failure to pay, including any right of the Issuer to forfeit the Notes and interest due on late payment:

• 1. Details relating to Notes Not applicable redeemable in instalments: amount of each instalment, date on which each payment is to be made:
• 1. Redenomination, renominalisation Not applicable and reconventioning provisions:
• 1. Masse (Condition 12 of the Terms Not applicable and Conditions of the French Law Notes):

• Governing law:

English law. Condition 2(a) is governed by French law.

1. Calculation Agent:

DISTRIBUTION

1. $(i)$ If syndicated, names of Lead Manager: Managers (specifying Lead BNP Paribas Manager): (EUR 700,000,000) Joint Lead Managers: Banca IMI S.p.A KBC Bank NV Nordea Bank AB (publ) Raiffeisen Bank International AG Swedbank AB (publ) (EUR 50,000,000 each) Co-Managers: Banca Akros S.p.A - Gruppo Banco BPM Bankia SA Belfius Bank NV/SA OP Corporate Bank plc Svenska Handelsbanken AB (publ) (EUR 10,000,000 each) Stabilisation Manager (if BNP Paribas $(ii)$ $any)$ : $(iii)$ If non-syndicated, name of Not applicable relevant Dealer: 69. U.S. Selling Restrictions: Reg. S Compliance Category 2: TEFRA D 70. Non Exempt Offer: Not applicable

Not applicable

1. United States Tax Considerations The Notes are not Specified Securities for the purpose

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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.

Signed on behalf of the Issuer: By: $\qquad \qquad$ $\Delta$ Duly authorised

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PART B - OTHER INFORMATION

$1.$ Listing and Admission to trading

trading:

(i)	trading:		Listing and admission to Application has been made by the Issuer (or on its behalf) for the Notes to be listed on Euronext Paris with effect from 23 November 2017.
(ii)		related to admission to	Estimate of total expenses EUR 10,075 including AMF fees

$2.$ Ratings

Ratings:

The Notes to be issued are expected to be rated by Moody's Investors Service Baa1 $Ltd.$ ("Moody's"), A- by S&P Global Ratings, acting through Standard & Poor's Credit Market Services France SAS ("S&P"). A+ by Fitch France S.A.S. ("Fitch France") and A (high) by DBRS Ratings Limited ("DBRS Limited").

Obligations rated Baa by Moody's are judged to be medium-grade and subject to moderate credit risk and as such may possess certain speculative characteristics. The modifier 1 indicates that the obligation ranks in the higher end of its generic rating category.

As defined by S&P, an A- rating means that the Issuer's capacity to meet its financial commitment under the Notes is still strong. The minus (-) sign shows the relative standing within the 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.

As defined by DBRS Limited, an A rating means that the Issuer's capacity for the payment of financial obligations is considered substantial. Such capacity may be vulnerable to future events, but qualifying negative factors are considered manageable.

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

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

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.

$\overline{4}$ . Yield

Indication of vield:

1.543 per cent. per annum

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.

	Operational Information
(i)	ISIN:	XS1722801708
(ii)	Common Code:	172280170
(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):	Not applicable
(iv)	Delivery:	Delivery against payment
(v)	Additional Paying Agent(s) (if any):	Not applicable
(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 safe-keeper. 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.
(vii)	Name and address of Registration Agent:	Not applicable

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5.

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