Société Générale — Capital/Financing Update 2016

Mar 24, 2016

Euroclear

Operations Department 1, boulevard du roi Albert II 1210-Brussels; Belgium

Attention: Corporate Actions

Fax: (322) 224 14 59

Clearstream Banking

Operations Department 67 boulevard Grand Duchesse Charlotte P.O. Box 1006; Luxembourg Attention: Corporate Actions

Fax: (352) 44 99 28 248

Société Générale Bank & Trust S.A. (the "Agent")

11 avenue Emile Reuter L-2420 Luxembourg Luxembourg Fax: (352) 24 15 75

NOTICE OF MANIFEST ERRORSociété Générale (the Issuer) €212,000,000 Floating Rate Notes due 2016 (the Notes) issued on 20 February 2015 under the €50,000,000,000 Euro Medium Term Note – Paris Registered Programme Series no.: PA035/15-2 Tranche no.: 1 ISIN: XS1191879664 / Common Code: 119187966

22 March 2016

Reference is made to the Final Terms relating to the Notes dated 18 February 2015 (the Final Terms) which have been replaced by the Amended and Restated Final Terms dated 22 March 2016 annexed hereto for the purpose of correcting a manifest error in the Final Terms as follows (in red):

15. Floating Rate Note Provisions Applicable

(i) Specified Period(s) (see Condition 4(b)(i)(B) of the Terms and Conditions of the English Law Notes and Condition 3(b)(i)(B) of the Terms and Conditions of the French Law Notes/Interest Payment Date(s):

The Interest Payment Dates shall be 27 February 2015, 29 May 2015, 31 August 2015, 30 November 2015, 29 February 2016, 31 March May 2016 and 31 August 2016, subject in each case 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).

This notice does not, and shall not be deemed to, constitute an offer to sell or a solicitation to purchase any Notes in any jurisdiction. Words and expressions defined in the Final Terms or the Base Prospectus shall have the same respective meanings where used herein. Notice is hereby given to the Noteholders in accordance with Condition 13 of the Base Prospectus. The effective date of this notice is 22 March 2016.

FINAL VERSION APPROVED BY THE ISSUER

Société Générale

AMENDED AND RESTATED FINAL TERMS DATED 22 MARCH 2016 TO THE FINAL TERMS DATED 18 FEBRUARY 2015

SOCIÉTÉ GÉNÉRALE

Issue of €212,000,000 Floating Rate Notes due 2016

(the Notes)

under the €50,000,000,000 Euro Medium Term Note – Paris Registered Programme (the Programme)

Series no.: PA035/15-2

Tranche no.: 1

Issue Price: 100.00 per cent.

Lead Manager Société Générale Bank and Trust

Co-Lead Managers DBS Bank ING

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, by the third supplement dated 8 January 2015 which received visa no. 15-013 from the AMF on 8 January 2015 and by the fourth supplement dated 17 February 2015 which received visa no. 15-052 from the AMF on 17 February 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). In addition, the Base Prospectus is available for viewing on the website of the Luxembourg Stock Exchange (www.bourse.lu).

Nominal
Aggregate

FINAL VERSION APPROVED BY THE ISSUER

AMENDED AND RESTATED FINAL TERMS DATED 22 MARCH 2016

	(ii)	Calculation Amount:	€100,000
7.	Date:	Issue Date and Interest Commencement	20 February 2015
8.		Maturity Date:	The Interest Payment Date scheduled to fall on or nearest to 31 August 2016
9.		Interest Basis:	1-week EURIBOR + 0.18 per cent. Floating Rate for the first Interest Period, 3-month EURIBOR + 0.18 per cent. Floating Rate thereafter (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 2015 authorising the issue of notes up to €30,000,000,000 and (ii) decision of Philippe Heim, Chief Financial Officer (Directeur Financier) of the Issuer, dated 18 February 2015 deciding the issue of the Notes.

PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE

14. Fixed Rate Note Provisions	Not Applicable
-----------------------------------	----------------

15. Floating Rate Note Provisions Applicable

• (i) Specified Period(s) (see Condition 4(b)(i)(B) of the Terms and Conditions of the English Law Notes and Condition 3(b)(i)(B) of the Terms and Conditions of the French Law Notes/Interest Payment Date(s): The Interest Payment Dates shall be 27 February 2015, 29 May 2015, 31 August 2015, 30 November 2015, 29 February 2016, 31 May 2016 and 31 August 2016, subject in each case 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

FINAL VERSION APPROVED BY THE ISSUER

AMENDED AND RESTATED FINAL TERMS DATED 22 MARCH 2016

(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 Interest Amount (if not the Calculation Agent):	Not Applicable
(vi)	Screen Rate Determination:
	– Reference Rate:	In respect of the first Interest Period, 1-week EURIBOR, and, in respect of the remaining Interest Periods, 3-month EURIBOR
	– Interest Determination Date(s):	The second day on which the TARGET2 System is open prior to (i) in respect of the first Interest Period, the first Interest Payment Date, and thereafter (ii) 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):	+ 0.18 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 further 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 (Condition 12 of the Terms and Conditions of the French Law Notes): 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 the regulated market of the Luxembourg Stock Exchange and 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 PA035/15-2, Tranche 1.

FINAL VERSION APPROVED BY THE ISSUER

PART B – OTHER INFORMATION

1. LISTING AND ADMISSION TO TRADING

(i)	Listing:	Application has been made for the Notes to be listed on the official list of the Luxembourg Stock Exchange with effect from the Issue Date.
(ii)	Admission to trading:	Application has been made for the Notes to be admitted to trading on the regulated market of the Luxembourg Stock Exchange with effect from the Issue Date.
		There can be no assurance that the listing and trading of the Notes will be approved with effect on the Issue Date or at all.

2. RATINGS

Ratings: The Notes to be issued will not be rated.

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: €1,390

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: XS1191879664
• (ii) Common Code: 119187966
• (iii) Any clearing system(s) other than Euroclear Bank S.A./N.V., Clearstream Banking, société anonyme or Euroclear France, SIX Swiss Exchange and the Not Applicable

FINAL VERSION APPROVED BY THE ISSUER

AMENDED AND RESTATED FINAL TERMS DATED 22 MARCH 2016

relevant identification number(s):

(iv)	Delivery:	Delivery against payment
(v)	Names and addresses of Additional Paying Agent(s) (if any):	Not Applicable
(vi)	Intended to be held in a manner which would allow Eurosystem eligibility:	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:
		DBS Bank Ltd.
		ING Bank N.V. Belgian Branch
(b)	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