Crédit Agricole S.A. — Capital/Financing Update 2017

Jan 13, 2017

Final Terms dated 13 January 2017

Crédit Agricole S.A., acting through its London branch

Euro 75,000,000,000 Euro Medium Term Note Programme

Series No: 506 Tranche No: 1 Issue of Euro 40,000,000 Fixed Rate Notes due January 2033 (the "Notes") Issued by: Crédit Agricole S.A., acting through its London branch (the "Issuer")

Dealer

Crédit Agricole CIB

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 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.

The expression "Prospectus Directive" means Directive 2003/71/EC (and amendments thereto, including the Directive 2010/73/EU, to the extent implemented in the Relevant Member State), and includes any relevant implementing measure in the Relevant Member State.

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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 set forth in "Terms and Conditions of the French Law Notes" in the base prospectus dated 23 March 2016 which has received visa no. 16-094 from the Autorité des marchés financiers (the "AMF") on 23 March 2016 and the supplements to it dated 6 April 2016, 20 May 2016, 19 August 2016 and 16 November 2016 which have respectively received from the AMF visa no. 16-121 on 6 April 2016, visa no. 16-190 on 20 May 2016, visa no. 16-398 on 19 August 2016 and visa no. 16-533 on 16 November 2016, and which together constitute a base prospectus for the purposes of 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 is available for viewing on the website of the Issuer (http://www.credit-agricole.com/en/Investor-and-shareholder) and on the website of the AMF (www.amf-france.org) and copies may be obtained from Crédit Agricole S.A., 12, place des Etats-Unis, 92127 Montrouge Cedex, France.

1.	Issuer:		Crédit Agricole S.A., acting through its London branch
2.	(i)	Series Number:	506
	(ii)	Tranche Number:	1
	(iii)	Date on which the Notes become fungible:	Not Applicable
3.		Specified Currency or Currencies:	Euro
4.	Aggregate Nominal Amount:
	(1)	Series:	Euro 40,000,000
	(ii)	Tranche:	Euro 40,000,000
5.	Issue Price:		100.00 per cent. of the Aggregate Nominal Amount
6.		Specified Denomination:	Euro 100,000
7.	(i)	Issue Date:	17 January 2017
	(ii)	Interest Commencement Date:	Issue Date
8.	Maturity Date:		17 January 2033
9.	Interest Basis:		1.66 per cent. Fixed Rate (further particulars specified in paragraph 15 below)
10.	Redemption Basis:		Subject to any purchase and cancellation or early redemption, the Notes will be redeemed on the Maturity Date at 100.00 per cent. of their nominal amount
11.		Change of Interest Basis:	Not Applicable

12.	Put/Call Options:		Not Applicable
13.	Status:		Senior Notes
14.	Dates of the corporate authorisations for issuance of the Notes:		Resolution of the Board of Directors of the Issuer dated 8 March 2016
		Provisions Relating to Interest (if any) Payable
15.		Fixed Rate Note:	Applicable
	(i)	Rate of Interest:	1.66 per cent. per annum payable in arrear on each Interest Payment Date
	(ii)	Interest Payment Date(s):	January in each year from and 17 17 including 17 January 2018 to and including the Maturity Date
	(iii)	Fixed Coupon Amount:	Euro 1,660 per Note of Euro 100,000 in nominal amount, payable on each Interest Payment Date
	(iv)	Broken Amount(s):	Not Applicable
	(v)	Day Count Fraction:	ACT/ACT (ICMA), unadjusted
	(v i )	Determination Dates:	17 January in each year
	(vii)	Resettable:	Not Applicable
16.		Floating Rate Note:	Not Applicable
17.		Zero Coupon Note:	Not Applicable
18.		CMS Linked Note:	Not Applicable
19.		Inflation Linked Notes:	Not Applicable
		Provisions Relating to Redemption
20.	Redemption at the Option of the Issuer

(Call Option): Not Applicable $21.$ Redemption at the Option of Noteholders (Put Option):

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$22.$ Final Redemption Amount of each Note:

Not Applicable

Subject to any purchase and cancellation or early redemption, the Notes will be redeemed on the Maturity Date at 100.00 per cent. of their nominal amount

23. Early Redemption Amount:

Early Redemption Amount(s) of each Note payable on redemption for taxation reasons (Condition 6(c)) or on event of default 100.00 per cent of the nominal amount of (Condition 10):

the Notes

General Provisions Applicable to the Notes

24.	(i)	Form of Notes (Bearer Notes):	Dematerialised Notes
	(ii)	Form of Dematerialised Notes:	Bearer dematerialised form (au porteur)
	(iii)	Registration Agent:	Not Applicable
	(iv)	Temporary Global Certificate:	Not Applicable
25.	Exclusion of the possibility to request identification of a Noteholder as provided by Condition 1(a):		Not Applicable
26.	Financial Centre:		TARGET
27.	Talons for future Coupons or Receipts to be attached to Definitive Materialised Bearer Notes (and dates on which such Talons mature):		Not Applicable
28.	Details relating to Instalment Notes: amount of each Instalment, date on which each payment is to be made:		Not Applicable
29.		Applicable tax regime:	Condition 8(a) and Condition 8(b) apply
30.		Representation of holders of French Law Notes $-Masse$ :	Full Masse shall apply

Responsibility

I hereby accept responsibility for the information contained in these Final Terms.

Signed on behalf of the Issuer on 13 January 2017

Duly represented by: Aurélien Harff.

Part B - Other Information

$\mathbf 1$ LISTING AND ADMISSION TO TRADING

(i)	Listing:	Application has been made for the Notes to be admitted to trading on Euronext Paris with effect from 17 January 2017
(ii)	Estimate of total expenses related to admission to trading:	Euro 15,600 (including the Autorité des Marchés Financiers' fees)

$\overline{2}$ RATINGS

The Notes to be issued are expected to be rated:

Standard & Poor's: A Moody's: A1 Fitch: A

Standard & Poor's, Moody's and Fitch are established in the European Union and are registered under Regulation (EC) No 1060/2009 (the "CRA Regulation"). As such, Standard & Poor's, Moody's and Fitch are included in the list of credit rating agencies published by the European Securities and Market Authority on its website in accordance with the CRA Regulation.

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

Save as discussed in "Subscription and Sale" in the Base Prospectus, so far as the Issuer is aware, no person involved in the issue of the Notes has an interest material to the issue.

$\overline{\mathbf{4}}$ 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:	Euro 39,936,000
(iii)	Estimated total expenses:	As set out in paragraph 1 (ii) of Part B
YIELD

5

Indication of yield.	1.66 per cent. per annum
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OPERATIONAL INFORMATION

	ISIN:			FR0013231263
			Common Code:	154898913
Any clearing system(s) other than Euroclear Bank SA/NV and Clearstream Bankino relevant Société the Anonyme and identification number(s):				Euroclear France
Delivery:				Delivery against payment
Names and addresses of additional Paying Agent(s) (if any): DISTRIBUTION				Not Applicable
	1.	Method of distribution: If syndicated,		Non-syndicated
	2.
		(i)	Names of Managers (specifying Lead Manager):	Not Applicable
		(ii)	Date of Subscription Agreement (if any):	Not Applicable
			(iii) Stabilising Manager(s) (if any):	Not Applicable
3. If non-syndicated, name and address of Dealer:				Crédit Agricole Corporate and Investment Bank
			12, Place des Etats-Unis
			CS 70052
				92547 Montrouge Cedex France
4. U.S. Selling Restrictions			Reg. S Compliance Category 2; TEFRA not applicable