Standard Chartered PLC — Capital/Financing Update 2011

Oct 18, 2011

Final Terms

STANDARD CHARTERED PLC

and

STANDARD CHARTERED BANK

and

STANDARD CHARTERED BANK (HONG KONG) LIMITED

and

STANDARD CHARTERED FIRST BANK KOREA LIMITED

U.S.\$35,000,000,000 Debt Issuance Programme

€1,250,000,000 3.875 per cent. Notes due 2016

Issued by Standard Chartered PLC

Deutsche Bank Goldman Sachs International J.P. Morgan Standard Chartered Bank

The date of the Final Terms is 18 October 2011

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 Prospectus dated 10 November 2010 and the Supplementary Prospectuses dated 15 March 2011, 8 April 2011 and 9 August 2011 which together constitute (with the exception of certain sections) 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 such Prospectus as so supplemented. 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 Prospectus as so supplemented. The Prospectus and the Supplementary Prospectuses are available for viewing at the registered office of the Issuer at 1 Aldermanbury Square, London EC2V 7SB.

1	Issuer:		Standard Chartered PLC
$\boldsymbol{2}$	(i)	Series Number:	69
	(ii)	Tranche Number:	1
3	Currency or Currencies:		Euro (" $\varepsilon$ ")
4		Aggregate Nominal Amount:
	(i)	Series:	€1,250,000,000
	(ii)	Tranche:	€1,250,000,000
5	Issue Price:		99.621 per cent. of the Aggregate Nominal Amount
6	Denominations:		€100,000 and integral multiples of €1,000 in excess thereof up to and including €199,000
7	Calculation Amount:		€1,000
	(i)	Issue Date:	20 October 2011
	(ii)	Interest Commencement Date:	Issue Date
8	Maturity Date:		20 October 2016
9	Interest Basis:		3.875 per cent. per annum Fixed Rate (further particulars specified below)
10	Redemption/Payment Basis:		Redemption at par
11	Change of Interest or Redemption/Payment Basis:		Not Applicable
12	Put/Call Options:		Not Applicable
13	(i)	Status of the Notes:	Senior Notes
	(ii)	Date of Board approval for Issuance of Notes obtained:	Not Applicable
14		Method of distribution:	Syndicated

PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE

15	Fixed Rate Note Provisions	Applicable
----	-----------------------------------	------------

	(i)	Rate of Interest:	3.875 per cent. per annum payable annually in arrear
	(ii)	Interest Payment Date(s):	20 October in each year, commencing on 20 October 2012, up to and including 20 October 2016
	(iii)	Fixed Coupon Amount:	€38.75 per Calculation Amount
	(iv)	Broken Amount(s):	Not Applicable
	(v)	Day Count Fraction (Condition $4(j)$ :	Actual/Actual - ICMA
	(v i )	Determination Dates:	Not Applicable
	(vii)	relating Other terms to the. method of calculating interest for Fixed Rate Notes:	Not Applicable
16	Floating Rate Note Provisions		Not Applicable
17	Zero Coupon Note Provisions		Not Applicable
18	Index-Linked Interest Note Provisions		Not Applicable
19	Dual Currency Note Provisions		Not Applicable

PROVISIONS RELATING TO REDEMPTION

20	Call Option	Not Applicable
21	Regulatory Capital Call:	Not Applicable
22	Put Option	Not Applicable
23	Redemption Amount of each Final Note	€1,000 per Calculation Amount
24	Early Redemption Amount
	(i) Early Redemption Amount(s) per Calculation Amount payable on redemption for taxation reasons or on event of default or other early redemption and/or the method of calculating the same (if required or if different from that set out in the Conditions):	As per Conditions
	(ii) Redemption for taxation reasons permitted on days other than Interest Payment Dates (Condition 5(c)):	Yes
	(iii) Unmatured Coupons to become void upon early redemption (Bearer Notes only) (Condition $6(f)$ :	No

$-2-$

GENERAL PROVISIONS APPLICABLE TO THE NOTES

$\bar{\beta}$

25	Form of Notes:	Bearer Notes
		Temporary Global Note exchangeable for a Permanent Global Note which is exchangeable for Definitive Notes in the limited circumstances specified in the Permanent Global Note
26	New Global Note:	Yes
27	Business Day Jurisdiction(s) (Condition 6(h)) or other special provisions relating to Payment Dates:	London
28	Talons for future Coupons or Receipts to be attached to Definitive Notes (and dates on which such Talons mature):	No.
29	Details relating to Partly Paid Notes: amount of each payment comprising the Issue Price and date on which each be made is to and payment consequences (if any) of failure to pay, including any right of the Issuer to forfeit the Notes and interest due on late payment:	Not Applicable
30	Details relating to Instalment Notes: amount of each instalment, date on which each payment is to be made:	Not Applicable
31	Redenomination, renominalisation and reconventioning provisions:	Not Applicable
32	Consolidation provisions:	Not Applicable
33	Other final terms:	Not Applicable
DISTRIBUTION
34	(i) If syndicated, names and addresses of Managers:	Deutsche Bank AG, London Branch Winchester House 1 Great Winchester Street London EC2N 2DB United Kingdom Goldman Sachs International Peterborough Court 133 Fleet Street London EC4A 2BB

$\ddot{\phantom{a}}$

$\overline{a}$

United Kingdom

J.P. Morgan Securities Ltd. 125 London Wall London EC2Y 5AJ United Kingdom

Standard Chartered Bank 1 Basinghall Avenue London EC2V 5DD United Kingdom $(ii)$ Date of Subscription Agreement: 18 October 2011 $(iii)$ J.P. Morgan Securities Ltd. Stabilising Manager(s) (if any): If non-syndicated, name and address of Not Applicable 35 Dealer: U.S. Selling Restrictions: Reg. S Compliance Category: 2; TEFRA D 36 Additional selling restrictions: $37$ Not Applicable

PURPOSE OF FINAL TERMS

These Final Terms comprise the final terms required to list and have admitted to trading the issue of Notes described herein pursuant to the U.S.\$35,000,000,000 Debt Issuance Programme of Standard Chartered PLC, Standard Chartered Bank, Standard Chartered Bank (Hong Kong) Limited and Standard Chartered First Bank Korea Limited.

RESPONSIBILITY

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

Signed on behalf of the Issuer: Rupert & gray By: Duly authorised

PART B - OTHER INFORMATION

LISTING $\mathbf{1}$

• $(i)$ Listing:
• $(ii)$ Admission to trading:

$\overline{2}$ RATINGS

Ratings:

Official List of the UK Listing Authority and trading on the London Stock Exchange

Application has been made for the Notes to be admitted to trading on the London Stock Exchange's regulated market with effect from 20 October 2011

The Notes to be issued are expected to be rated:

Standard & Poor's Hong Kong Limited: A Moody's Investors Service Pty. Limited, Australia: A2

Fitch Ratings Ltd.: AA-

Standard & Poor's Hong Kong Limited is not established in the European Union and has not applied for registration under Regulation (EC) No. 1060/2009. Standard & Poor's Hong Kong Limited is affiliated to Standard & Poor's Credit Market Services Europe Limited which is established in the European Union and has applied for registration under Regulation (EC) No 1060/2009, although the result of such application has not yet been determined.

Moody's Investors Service Pty. Limited. Australia is not established in the European Union and has not applied for registration under Regulation (EC) No. 1060/2009. Moody's Investor Service Pty Limited, Australia is affiliated to Moody's Investors Service Limited which is established in the European Union and has applied for registration under Regulation (EC) No 1060/2009, although the result of such application has not yet been determined. In this application, Moody's Investors Service has sought authorisation to endorse the global scale credit ratings assigned by its non-EU entities through its office in the UK or its office in Germany.

Fitch Ratings Ltd. is established in the European Union and has applied for registration under Regulation (EC) No 1060/2009, although the result of such application has not yet been determined.

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

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

4 ESTIMATED TOTAL EXPENSES Estimated total expenses: £4,200 5 YIELD Indication of yield: 3.96 per cent. per annum As set out above, the yield is calculated at the Issue Date on the basis of the re-offer Price. It is not an indication of future yield. 6 OPERATIONAL INFORMATION $(i)$ Intended to be held in a manner Yes which would allow Eurosystem Note that the designation "yes" simply means eligibility: 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. ISIN Code: XS0693854605 $(ii)$ (iii) Common Code: 069385460 (iv) Any clearing system(s) other than Not Applicable Euroclear Bank S.A./N.V. and Clearstream Banking, société anonyme and the relevant identification number(s): (v) Delivery: Delivery against payment (vi) Names and addresses of initial The Bank of New York Mellon Paying Agent(s): One Canada Square London E14 5AL United Kingdom (vii) Names and addresses of additional Not Applicable

Paying Agent(s) (if any):