NATIONWIDE BUILDING SOCIETY

Prospectus • Sep 22, 2010

Nationwide Building Society GBP 1,000,000 Floored Floating Rate Notes due 24 September 2015 issued pursuant to its U.S.\$25,000,000,000 Note Programme

PART A-CONTRACTUAL TERMS

Terms used herein shall be deemed to be defined as such for the purposes of the Conditions set forth in the Base Prospectus dated 30 November 2009 which constitutes a base prospectus for the purposes of the Prospectus Directive (Directive 2003/71/EC) (the Prospectus Directive). 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 during normal office hours at, and copies may be obtained from, the principal office of the Issuer at Nationwide House, Pipers Way, Swindon SN38 INW and the specified offices of each of the Paying Agents.

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1.	Deposit/Ordinary/Subordinated:	Ordinary
2.	Interest/Payment Basis:	Floating Rate
3.	Instalment If Note, insert Instalment Amount(s)/Instalment Date(s):	Not Applicable
4.	If Partly Paid Notes, insert amount of each instalment (expressed as a percentage of the nominal amount of each Note)/due dates for any subsequent instalment/consequences of failure to pay/rate of interest:	Not Applicable
5.	If Dual Currency Notes, insert the Rate(s) of Exchange/fallback provisions/person at whose option Specified Currency is to be payable/details of party (if any) responsible for calculating the principal and/or interest due (if not the Agent):	Not Applicable
	DESCRIPTION OF THE NOTES
6.	New Global Note:	No
7.	Form of Notes:	Temporary Global Note exchangeable for a Permanent Global Note which is exchangeable for Definitive Notes only upon an Exchange Event
8.	Talons for future Coupons to be (a) attached to Definitive Notes:	No.

9.	(a)	Series Number:	418
	(b)	Tranche Number:	1
	(c)	Details (including the date on which the Notes become fully fungible) if forming part of an existing Series:	Not Applicable
10.	(a)	Nominal Amount of Notes to be issued:	GBP 1,000,000
	(b)	Aggregate nominal amount of Series (if more than one issue for the Series):	GBP 1,000,000
	(c)	Specified Currency (or Currencies in the case of Dual Currency Notes):	British pound ("GBP")
	(d)	Specified Denomination(s):	GBP 50,000 and integral multiples of GBP 1,000 in excess thereof up to and including GBP99,000. No Notes in definitive form will be issued with a denomination above GBP99,000.
	(e)	Calculation Amount:	GBP 1,000
	(f)	Tradeable Amount:	Not Applicable
11.	Issue Price:		100.00%
12.	Issue Date:		24 September 2010
13.	Interest Commencement Date:		Issue Date

PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE GENERAL

14.	Automatic/optional conversion from Interest/Payment Basis to another:		one	Not Applicable
	FIXED RATE NOTES			Not Applicable
	ZERO COUPON NOTES			Not Applicable

	FLOATING RATE NOTES OR INDEXED INTEREST NOTES	Applicable
(a)	Party responsible for calculating the Interest Rate and Interest Amount (if not the Agent):	Not Applicable
(b)	Period $(s)$ Interest specified Interest or Payment Date(s):	The specified Interest Payment Dates shall be the 24 March, 24 June, 24 September and 24 December in each year from and including 24 December 2010 to and including the Maturity Date
(c)	Minimum Interest Rate(if any):	2.725%
(d)	Maximum Interest Rate (if any):	Not Applicable
(e)	Business Day Convention:	Modified following
(f)	Additional Business Centres:	London
(g)	Day Count Fraction:	Act/365 (Fixed), Adjusted
(h)	Other relating method terms the to interest (N.B. calculating rounding up provisions and if different from Condition 5.2(d) denominator for calculation of Interest):	Condition $5.2(d)$ applies
	FLOATING RATE NOTES	Applicable
(a)	$Margin(s)$ :	Not Applicable
(b)	First Interest Payment Date:	24 December 2010
(c)	Manner in which Rate of	Screen Rate Determination
	Interest is to be determined:	Max (3 month GBP LIBOR, 2.725%)
(d)	If Screen Rate Determination:	Applicable
	(i) Reference Rate:	3 month GBP LIBOR
	(ii) Interest Determination	The first day of each Interest Period
	Date:
	(iii) Relevant Screen Page:	Reuters Page LIBOR01
(e)	If ISDA Determination:	Not Applicable
(f)	If Rate of Interest to be $\lceil \ \ \rceil$	Not Applicable
	calculated otherwise than by

reference to (d) or (e) above

insert details, including Rate

of Interest and fallback

provisions:

INDEXED INTEREST NOTES

Not Applicable

PROVISIONS REGARDING PAYMENTS

1. Definition of Payment Day for the purpose of the Conditions if different to that set out in Condition 7.3: As per Condition 7.3

PROVISIONS REGARDING REDEMPTION/MATURITY

16.		Maturity Date:	24 September 2015
17.	(a)	Redemption at Issuer's option:	Not Applicable
	(b)	Redemption at Noteholder's option:	Not Applicable
18.	the same:	Final Redemption Amount for each Note, including the method, if any, of calculating	100% of the Calculation Amount
19.		Early Redemption Amount payable on redemption for taxation reasons or on an Event of Default and/or the method, if any, of calculating the same, if other than as set out in Condition $6.6(a)$ :	As per Condition $6.6(a)$

GENERAL PROVISIONS APPLICABLE TO THIS ISSUE OF NOTES

20.	Other final terms:	Not Applicable
21.	Additional selling restrictions:	Not Applicable
22.	Method of distribution:	Non syndicated
23.	Stabilising Manager:	Not Applicable
24.	Common Safekeeper:	Clearstream Banking, société anonyme
25.	U.S. Selling Restrictions:	Reg S Compliance Category 2: TEFRA D
26.	Redenomination and Exchange provisions:	Not Applicable

PURPOSE OF FINAL TERMS

These Final Terms comprise the final terms required for issue and admission to trading on the London Stock Exchange's Regulated Market and listing on the Official List of the UK Listing Authority of the Notes described herein pursuant to the U.S.\$25,000,000,000 Note Programme of Nationwide Building Society.

By:

RESPONSIBILITY

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

Signed on behalf of NATIONWIDE BUILDING SOCIETY

By: Duly Authorised

Duly Authorised

Aileen Gasson Assistant Treasury Settlements Manager Nationwide Building Society

PERSONAL For and on hehalf of

Nationwide Building Society

Daniel Hill Assistant Manager Treasury Administration

PART B-OTHER INFORMATION

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

(a)	Listing and Admission to trading:	Application has been made by the Issuer (or on its behalf) for the Notes to be admitted to trading on the London Stock Exchange's Regulated Market and for listing on the Official List of the UK Listing Authority with effect from 24 September 2010.
(b)	Estimated of total expenses related to admission to trading:
RATINGS

Ratings:

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The Notes will be rated:

Moody's:	Aa3
S&P.	$A+$
Fitch:	$AA-$

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

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

$\overline{4}$ . REASONS FOR THE OFFER, ESTIMATED NET PROCEEDS AND TOTAL EXPENSES

Not Applicable

1. YIELD (Fixed Rate Notes only)

Not Applicable

PERFORMANCE OF INDEX/FORMULA, EXPLANATION OF EFFECT ON VALUE OF 6. INVESTMENT AND ASSOCIATED RISKS AND OTHER INFORMATION CONCERNING THE UNDERLYING (Index-Linked Notes only)

Not Applicable

$7.$ PERFORMANCE OF RATE[S] OF EXCHANGE AND EXPLANATION OF EFFECT ON VALUE OF INVESTMENT (Dual Currency Notes only)

Not Applicable

OPERATIONAL INFORMATION 8.

• ISIN Code: XS0542598247 $(a)$
• 054259824 $(b)$ Common Code:
• Any clearing system(s) other than $(c)$ Euroclear Bank SA/NV Not Applicable and

	Banking, société Clearstream relevant and the anonyme $identification number(s)$ :
(d)	Delivery:	Delivery against payment
(e)	and addresses of initial Names Paying Agent(s) (if any):	Citibank, N.A., London Office 21st Floor Citigroup Centre Canada Square Canary Wharf London E14 5LB
(f)	Names and addresses of additional Paying Agent(s) (if any):	Not Applicable
(g)	Intended to be held in a manner which would allow Eurosystem eligibility:	No

For the purpose of calculating the U.S. Dollar equivalent of the nominal amount of Notes outstanding under the Programme from time to time, the U.S. Dollar equivalent of Notes denominated in another Specified Currency (as specified in the relevant Final Terms) shall be determined, at the discretion of the Issuer, either as of the date of agreement to issue such Notes (the Agreement Date) or on the preceding day on which commercial banks and foreign exchange markets are open for business in London, in each case on the basis of the spot rate for the sale of U.S. Dollars against the purchase of such Specified Currency in the London foreign exchange market quoted by any leading bank selected by the Issuer on the relevant date of calculation.