Société Générale — Capital/Financing Update 2016

Mar 21, 2016

FINAL TERMS DATED 18 MARCH 2016

SOCIÉTÉ GÉNÉRALE

Issue of EUR 1,000,000,000 Floating Rate Notes due February 2018 (the Notes) to be consolidated, form a single series and be interchangeable for trading purposes with the EUR 1,000,000,000 Floating Rate Notes due February 2018 issued as Tranche 1 of Series PA 52/16-02 on 19 February 2016 (the Existing Notes)

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

(the Programme)

Series no.: PA 52/16-02

Tranche no.: 2

Issue Price: 100.052 per cent.

plus an amount corresponding to accrued interest from, and including, the Interest Commencement Date to, but excluding the Issue Date, amounting to EUR 143,111.11

Sole Bookrunner

Société Générale Corporate & Investment Banking

Lead Manager Société Générale Bank & Trust

Co-Lead Managers

Banco de Sabadell S.A. Bankinter, S.A.

PART A – CONTRACTUAL TERMS

Terms used herein shall be deemed to be defined as such for the purposes of the conditions set forth under the heading "Terms and Conditions of the English Law Notes" of the base prospectus dated 17 March 2015 which received visa no. 15-096 from the Autorité des marchés financiers (the AMF) on 17 March 2015 (the 2015 Conditions), as supplemented by the 1 st supplement dated 26 March 2015 which received visa no. 15-112 from the AMF on 26 March 2015 and the 2nd supplement dated 19 May 2015 which received visa no. 15-207 from the AMF on 19 May 2015. The 2015 Conditions, as supplemented by the 1 st supplement dated 26 March 2015 which received visa no. 15-112 from the AMF on 26 March 2015 and the 2nd supplement dated 19 May 2015 which received visa no. 15-207 from the AMF on 19 May 2015 are incorporated by reference in the base prospectus dated 14 March 2016 which received visa no.16-076 on 14 March 2016 from the AMF (the Base Prospectus), which constitutes 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 (including the 2015 Conditions, as so supplemented, incorporated by reference therein). Full information on the Issuer and the offer of the Notes is only available on the basis of the combination of these Final Terms, the Base Prospectus, the 2015 Conditions, as so supplemented. 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.	(i)	Issuer:	Société Générale
2.	(i)	Series Number:	PA 52/16-02
	(ii)	Tranche Number:	2
	(iii)	Date on which the Notes become fungible:	The Notes shall be consolidated, form a single series and be interchangeable for trading purposes with the Existing Notes on or about the exchange date of the Temporary Global Note for interest in the Permanent Global Note, as referred to in paragraph 21(i) below, which is expected to occur on or about 1 May 2016 (the "Exchange Date").
3.		Specified Currency:	EUR
4.		Aggregate Nominal Amount:
	(i)	Series:	EUR 2,000,000,000
	(ii)	Tranche:	EUR 1,000,000,000
5.	Issue Price:		100.052 per cent. of the Aggregate Nominal Amount of the Tranche plus an amount of EUR 143,111.11 corresponding to accrued interest on the Aggregate Nominal Amount of this

Tranche for the period from, and including, the Interest Commencement Date to, but excluding, the Issue Date.

6.	(i)	Specified Denomination(s):	EUR 100,000
	(ii)	Calculation Amount:	EUR 100,000
7.	(i)	Issue Date:	22 March 2016
	(ii)	Interest Commencement Date:	19 February 2016
8.	Maturity Date:		The Interest Payment Date scheduled to fall on or nearest to 19 February 2018
9.	Interest Basis:		3-month EURIBOR +0.35 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:	Resolution of the Board of Directors dated 10 February 2016 and decision of the Issuer dated

PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE

14.		Fixed Rate Note Provisions	Not Applicable
15.		Floating Rate Note Provisions	Applicable
	(i)	Interest Payment Date(s):	19 May, 19 August, 19 November and 19 February in each year starting on 19 May 2016 up to and including the Maturity Date, in each case adjusted pursuant to the Business Day Convention specified below.
	(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

17 March 2016

	(v) (vi)	Party responsible for calculating the Rate of Interest and/or Interest Amount (if not the Calculation Agent): Screen Rate Determination:	Not Applicable
	-	Reference Rate:	3-month EURIBOR
	-	Interest Determination Date(s):	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):	+0.35 per cent. per annum
	(ix)	Minimum Rate of Interest:	Zero (0) 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.		Redemption at the option of the Issuer:	Not Applicable
18.	Redemption Noteholders:	at the option of the	Not Applicable
19.		Final Redemption Amount:	EUR 100,000 per Note of EUR 100,000 Specified Denomination
20.		Early Redemption Amount(s):	EUR 100,000 per Note of EUR 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:	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.	Governing law:	The Notes and the Coupons and any non contractual obligations arising out of or in connection with the Notes and the Coupons will be governed by, and shall be construed in

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.

accordance with, English law

RESPONSIBILITY

The Issuer accepts responsibility for the information contained in these Final Terms prepared in relation to Series PA-52/16-02, Tranche 2.

Signed on behalf of the Issuer:

By:

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 the Issue Date.
	(ii)	Admission to trading:	Application has been made for the Notes to be admitted to trading on Euronext Paris 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.
			The Existing Notes are already listed and admitted to trading on Euronext Paris.
2.	RATINGS
	Ratings:		The Notes to be issued have been rated:
			Standard and Poor's Ratings Services: Moody's Investors Service Ltd.: Fitch Ratings: DBRS Ratings Limited The Credit ratings referred to above have been issued by Standard and Poor's Ratings Services, Moody's Investors Service Ltd., Fitch Ratings and DBRS, each of which is established European Union and is registered 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, appears on the list of credit rating agencies published on the website of the Securities and Markets (www.esma.europa.eu) in accordance with the CRA Regulation.	A A2 A A (high) in the under European Authority

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

(i) Estimated total expenses: EUR 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:	XS1384269988 until the Exchange Date, XS1369605123 thereafter
	(ii)	Common Code:	138426998 until the Exchange Date, 136960512 thereafter
	(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 relevant identification number(s):	Not Applicable
	(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:	Sole Bookrunner: Société Générale Corporate & Investment Banking

Lead Manager

Société Générale Bank & Trust

Co-Lead Managers

Banco de Sabadell S.A. Bankinter, S.A.

	(b) Stabilising Manager (if any):	Société Générale as agent for and on behalf of Société Générale Bank and Trust
(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