Société Générale — Capital/Financing Update 2015

Jan 16, 2015

FINAL TERMS DATED 14 January 2015

SOCIÉTÉ GÉNÉRALE

Issue of Euro 2,000,000,000 Floating Rate Notes due 2017

(the Notes)

under the €50,000,000,000 Euro Medium Term Note - Paris Registered Programme

(the Programme)

Series no.: PA034/15-1

Tranche no.: 1

Issue Price: 100.00 per cent.

PART A – CONTRACTUAL TERMS

The Notes have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended (the Securities Act), or with any securities regulatory authority of any state or other jurisdiction of the United States and may not be offered or sold within the United States or for the account or benefit of U.S. Persons (as defined in Regulation S under the Securities Act), except in certain transactions exempt from the registration requirements of the Securities Act. For a description of certain restrictions on offers and sales of Notes, see section headed "Subscription and Sale" in the Base Prospectus.

Terms used herein shall be deemed to be defined as such for the purposes of the conditions (the Conditions) set forth under the heading "Terms and Conditions of the English Law Notes" in the base prospectus dated 27 March 2014 which received visa no.14-108 on 27 March 2014 from the Autorité des marchés financiers (the AMF), as supplemented by the first supplement dated 16 May 2014 which received visa no. 14-213 from the AMF on 16 May 2014, by the second supplement dated 25 August 2014 which received visa no. 14-467 from the AMF on 25 August 2014 and by the third supplement dated 8 January 2015 which received visa no. 15-013 from the AMF on 8 January 2015 (together, the Base Prospectus), which together constitute a base prospectus for the purposes of Directive 2003/71/EC of the European Parliament and of the Council dated 4 November 2003 on the prospectus to be published when securities are offered to the public or admitted to trading, as amended (the Prospectus Directive).

This document constitutes the final terms of the Notes (the Final Terms) 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. Copies of the Base Prospectus and these Final Terms are available for inspection and obtainable, upon request and free of charge, during usual business hours on any weekday from the head office of the Issuer and the specified offices of the Paying Agents. So long as Notes are outstanding, those documents will also be available on the websites of the AMF (www.amf-france.org) and of the Issuer (http://prospectus.socgen.com).

1.	Issuer:		Société Générale
2.	(i)	Series Number:	PA034/15-1
	(ii)	Tranche Number:	1
3.		Specified Currency:	Euro (€)
4.	Aggregate Nominal Amount:
	(i)	Series:	€2,000,000,000
	(ii)	Tranche:	€2,000,000,000
5.	Issue Price:		100.00% per cent. of the Aggregate Nominal Amount of the Tranche
6.	(i)	Specified Denomination:	€100,000
	(ii)	Calculation Amount:	€100,000
7.	Date:	Issue Date and Interest Commencement	16 January 2015
8.	Maturity Date:		The Interest Payment Date scheduled to fall on or

		nearest to 16 January 2017
9.	Interest Basis:	EURIBOR 3 months + 0.27 per cent. Floating Rate (further particulars specified below)
10.	Redemption/Payment Basis:	Subject to any purchase and cancellation or early redemption, the Notes will be redeemed on the Maturity Date at 100 per cent. of their nominal amount (further particulars specified below)
11.	Change of Interest Basis:	Not Applicable
12.	Put/Call Options:	Not Applicable
13.	(i) Status:	Unsubordinated Notes
	(ii) Date of corporate authorisations for issue of the Notes:	(i) Decision of the Board of Directors (Conseil d'administration) of the Issuer dated 11 February 2014 authorising the issue of notes up to €30,000,000,000 and (ii) Decision of Séverin Cabannes, Deputy Chief Executive Officer (Directeur Général Délégué) of the Issuer, dated 12 January 2015 deciding the issue of the Notes.

PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE

Interest Amount (if not the

Calculation Agent):

14.	Fixed Rate Note Provisions		Not Applicable
15.	Floating Rate Note Provisions (i) Specified Period(s) (see Condition 4(b)(i)(B) of the Terms and Conditions of the English Law Notes /Interest Payment Date(s):		Applicable
			The Interest Payment Dates shall be every 16 January, 16 April, 16 July and 16 October of each year from and including 16 April 2015 up to and including the Maturity Date; all such dates being subject to adjustment in accordance with the Business Day Convention specified below.
			For the avoidance of doubt, "Interest Period" shall have the meaning specified in Condition 4(e).
	(ii)	Business Day Convention:	Modified Following Business Day Convention
	(iii)	Additional Business Centre(s):	Not Applicable
	(iv)	Manner in which the Rate of Interest and Interest Amount is to be determined:	Screen Rate Determination
	(v)	Party responsible for calculating the Rate of Interest and/or	Not Applicable

(vi) Screen Rate Determination:

		– Reference Rate:	EURIBOR 3 months
		– Interest Determination Dates:	The second day on which the TARGET2 System is open prior to the start of each Interest Period
		– Specified Time:	11.00 a.m. Brussels time
		– Relevant Screen Page:	Reuters EURIBOR01
		– Reference Banks:	As selected by the Fiscal Agent
	(vii)	ISDA Determination:	Not Applicable
	(viii)	Margin(s):	+ 0.27 per cent. per annum
	(ix)	Minimum Rate of Interest:	0.00 per cent. per annum
	(x)	Maximum Rate of Interest:	Not Applicable
	(xi)	Day Count Fraction:	Actual/360
	(xii)	Rate Multiplier:	Not Applicable
16.		Zero Coupon Note Provisions	Not Applicable

PROVISIONS RELATING TO REDEMPTION

17.	Issuer's optional redemption (other than for taxation reasons):	Not Applicable
18.	Redemption at the option of the Noteholders:	Not Applicable
19.	Final Redemption Amount:	€100,000 per Note of €100,000 Specified Denomination
20.	Early Redemption Amount(s) payable on redemption for taxation reasons or on Event of Default:	€100,000 per Note of €100,000 Specified Denomination

GENERAL PROVISIONS APPLICABLE TO THE NOTES

21. Form of Notes:

(i)	Form:	Temporary	Global	Note	exchangeable	for	a
		Permanent Global Note which is exchangeable for
		Definitive Bearer Notes only upon an Exchange Event

(ii) New Global Note: Yes

22.	"Payment Business Day" election in accordance with Condition 5(h) of the Terms and Conditions of the English Law Notes or other special provisions relating to Payment Business Days:	Modified Following Payment Business Day
23.	Additional Financial Centre(s) for the purposes of Condition 5(h) of the Terms and Conditions of the English Law Notes:	Not Applicable
24.	Talons for future Coupons to be attached to Definitive Bearer Notes:	Not Applicable
25.	Redenomination applicable:	Not Applicable
26.	Consolidation applicable:	Not Applicable
27.	Clearing System Delivery Period (Condition 13 of the Terms and Conditions of the English Law Notes (Notices)):	Same Day Delivery
28.	Masse:	Not Applicable
29.	Governing law:	The Notes and any non-contractual obligations arising out of or in connection with the Notes will be governed by, and shall be construed in accordance with, English law

PURPOSE OF FINAL TERMS

These Final Terms comprise the final terms required for the issue of the Notes and admission to trading on Euronext Paris by Société Générale pursuant to its €50,000,000,000 Euro Medium Term Note - Paris Registered Programme for which purpose they are hereby submitted.

RESPONSIBILITY

The Issuer accepts responsibility for the information contained in these Final Terms prepared in relation to Series PA034/15-1, Tranche 1.

Signed on behalf of the Issuer:

By: Stéphane Landon, Head of Asset and Liability Management and Group Treasurer of Société Générale

Duly authorised

PART B – OTHER INFORMATION

1. LISTING AND ADMISSION TO TRADING

	(i)	Listing:	Application has been made for the Notes to be listed on Euronext Paris with effect from 16 January 2015.
	(ii)	Admission to trading:	Application has been made for the Notes to be admitted to trading on Euronext Paris with effect from 16 January 2015.
			There can be no assurance that the listing and trading of the Notes will be approved with effect on 16 January 2015 or at all.
2.	RATINGS
	Ratings:		The Notes have been rated A by Standard and Poor's Credit Market Services France S.A.S. (S&P) and AA (low) by DBRS Ratings Limited (DBRS) and are expected to be rated A2 by Moody's Investors Services Limited (Moody's) and A by Fitch Ratings

Ltd (Fitch).

The credit ratings referred to above are issued by rating agencies which are established in the European Union and are registered under Regulation (EC) No. 1060/2009 of the European Parliament and of the Council dated 16 September 2009 on credit rating agencies, as amended (the CRA Regulation) and, as of the date hereof, appear on the list of credit rating agencies published on the website of the European Securities and Markets Authority (www.esma.europa.eu) in accordance with the CRA Regulation.

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 issue of the Notes has an interest material to the offer.

4. ESTIMATED TOTAL EXPENSES

	Estimated total expenses:	€7,200
5.	YIELD (Fixed Rate Notes only)
	Indication of yield:	Not Applicable

6. HISTORIC INTEREST RATES (Floating Rate Notes only)

Details of historic EURIBOR rates can be obtained from Reuters.

7. OPERATIONAL INFORMATION

(i)	ISIN Code:	XS1166629490
(ii)	Common Code:	116662949
(iii)	Any clearing system(s) other than Euroclear Bank S.A./N.V., Clearstream Banking, société anonyme or Euroclear France and the relevant identification number(s):	Not Applicable

• (v) Names and addresses of Additional Paying Agent(s) (if any):
• (vi) Intended to be held in a manner which would allow Eurosystem eligibility:

(iv) Delivery: Delivery against payment

Not Applicable

Yes

Note that the designation "yes" simply means that the Notes are intended upon issue to be 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 satisfaction of the Eurosystem eligibility criteria.

8. DISTRIBUTION

• (i) Method of distribution: Syndicated
• (ii) If syndicated:
• (a) names of Managers: Lead Manager:

Société Générale Bank and Trust

Co-Lead Managers:

Banca Akros S.p.a – Grouppo Bipiemme

Bankia S.A.

DBS Bank Ltd.

DZ BANK AG Deutsche Zentral-

CONFORMED COPY

Genossenschaftsbank, Frankfurt am Main

Erste Group Bank AG

Landesbank Baden-Württemberg

Skandinaviska Enskilda Banken AB (publ)

Swedbank AB (publ)

• (b) Date of Subscription Agreement: 14 January 2015
• (c) Stabilising Manager (if any): Not Applicable
• (iii) If non-syndicated, name of relevant Dealer: Not Applicable
• (iv) U.S. selling restrictions: Regulation S compliance category 2 TEFRA D
• (v) Additional selling restrictions: Not Applicable