Bond Société Foncière de Financement 4.5% ( FR0000474652 ) in EUR

Société Foncière de Financement

100 % ⇌

France

FR0000474652 ( in EUR )

4.5% per year ( payment 1 time a year)

16/05/2018 - Bond has expired

Prospectus brochure of the bond COMPAGNIE DE FINANCEMENT FONCIER FR0000474652 in EUR 4.5%, expired

1 000 EUR

3 210 000 000 EUR

Compagnie de Financement Foncier (CFF) is a French mortgage lender specializing in real estate financing for both individuals and professionals.

The Bond issued by Société Foncière de Financement ( France ) , in EUR, with the ISIN code FR0000474652, pays a coupon of 4.5% per year.
The coupons are paid 1 time per year and the Bond maturity is 16/05/2018

Final Terms dated 6 August 2009

COMPAGNIE DE FINANCEMENT FONCIER
Euro 125,000,000,000
Euro Medium Term Note Programme
for the issue of Obligations Foncières
due from one month from the date of original issue

SERIES NO: 110
TRANCHE NO: 12
COMPAGNIE DE FINANCEMENT FONCIER (the "Issuer")
EUR 450,000,000 4.50 per cent. Obligations Foncières due May 2018 (the "Notes")
to be assimilated (assimilées) upon listing and form a single series with
the existing EUR 2,725,000,000 4.50 per cent. Obligations Foncières due May 2018
(the "Existing Notes")

Issue Price: 101.876 per cent. of the Aggregate Nominal Amount of the Tranche plus accrued interest at a rate of
1.060274 per cent. of such Aggregate Nominal Amount for the period from, and including, 16 May 2009 to, but
excluding, 10 August 2009

Joint Lead Managers
NATIXIS
SOCIETE GENERALE CORPORATE & INVESTMENT BANKING
Co-Lead Manager
UBS INVESTMENT BANK

The Base Prospectus referred to below (as completed by these Final Terms) has been prepared on the basis that
any offer of Notes in any Member State of the European Economic Area which has implemented the Prospectus
Directive (2003/71/EC) (each, a "Relevant Member State") will be made pursuant to an exemption under the
Prospectus Directive, as implemented in that Relevant Member State, from the requirement to publish a
prospectus for offers of the Notes. Accordingly any person making or intending to make an offer in that Relevant
Member State of the Notes may only do so in circumstances in which no obligation arises for the Issuer or any
Dealer to publish a prospectus pursuant to Article 3 of the Prospectus Directive or supplement a prospectus
pursuant to Article 16 of the Prospectus Directive, in each case, in relation to such offer. Neither the Issuer nor
any Dealer has authorised, nor do they authorise, the making of any offer of Notes in any other circumstances.

PART A CONTRACTUAL TERMS
Terms used herein shall be deemed to be defined as such for the purposes of the Conditions (the "Conditions")
set forth in the Offering Circular dated 14 June 2002 which received visa n°P.02-153 from the Commission des
Opérations de Bourse (the "COB") (now the Autorité des marchés financiers ("AMF")) on 13 June 2002. This
document constitutes the Final Terms of the Notes described herein for the purposes of Article 5.4 of the
Prospectus Directive (Directive 2003/71/EC) (the "Prospectus Directive") and must be read in conjunction with
the Base Prospectus dated 3 July 2009 which received visa n°09-214 from the AMF on 3 July 2009 which
constitutes a base prospectus for the purposes of the Prospectus Directive, save in respect of the Conditions
which are extracted from the Offering Circular dated 14 June 2002 and are attached hereto. 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
Offering Circular dated 14 June 2002 and the Base Prospectus dated 3 July 2009. The Base Prospectus dated
3 July 2009 is available for viewing at the office of the Fiscal Agent or each of the Paying Agents and on the
website of the AMF, and copies may be obtained from Compagnie de Financement Foncier, 4, Quai de Bercy,
94224 Charenton Cedex, France.
The Notes newly issued will be assimilated (assimilées) and form a single series with the Existing Notes upon
listing of the Notes, bringing the total principal amount of the Notes of Series 110 to EUR 3,175,000,000.
1

Issuer:
Compagnie de Financement Foncier
2

(i) Series
Number:
110
(ii)
Tranche
Number:
12
The Notes will be assimilated (assimilées)
upon listing and form a single series with the
existing :
- EUR
1,000,000,000 4.50 per cent.
Obligations Foncières due May 2018 issued
on 16 May 2003 as Tranche 1 of Series 110;
- EUR 200,000,000 4.50 per cent. Obligations
Foncières due May 2018 issued on 28 July
2003 as Tranche 2 of Series 110;
- EUR 300,000,000 4.50 per cent. Obligations
Foncières due May 2018 issued on 10 May
2004 as Tranche 3 of Series 110;
- EUR 200,000,000 4.50 per cent. Obligations
Foncières due May 2018 issued on 18 January
2006 as Tranche 4 of Series 110;
A11036269 2

- EUR 250,000,000 4.50 per cent. Obligations
Foncières due May 2018 issued on 5 February
2007 as Tranche 5 of Series 110;
- EUR 150,000,000 4.50 per cent. Obligations
Foncières
due May 2018 issued on
17 August 2007 as Tranche 6 of Series 110;
- EUR 150,000,000 4.50 per cent. Obligations
Foncières
due May 2018 issued on
12 September 2007 as Tranche 7 of Series
110;
- EUR 150,000,000 4.50 per cent. Obligations
Foncières
due May 2018 issued on
27 February 2008 as Tranche 8 of Series 110;
- EUR 100,000,000 4.50 per cent. Obligations
Foncières due May 2018 issued on 15 July
2008 as Tranche 9 of Series 110;
- EUR 150,000,000 4.50 per cent. Obligations
Foncières due May 2018 issued on 25 July
2008 as Tranche 10 of Series 110 ; and
- EUR
75,000,000 per cent. Obligations
Foncières due May 2018 issued on 6 May
2009 as Tranche 11 of Series 110;
(together, the "Existing Notes")
3

Specified Currency or Currencies:
Euro ("EUR")
4
Aggregate
Nominal
Amount:

(i)
Series:
EUR 3,175,000,000
(ii)
Tranche:
EUR 450,000,000
5
Issue Price:
101.876 per cent. of the Aggregate Nominal
Amount of the Tranche plus accrued interest
at a rate of 1.060274 per cent. of such
Aggregate Nominal Amount for the period
from, and including, 16 May 2009 to, but
excluding, 10 August 2009.
6

Specified Denominations:
EUR 1,000

(i) Issue
Date:
10 August 2009

(ii)
Interest Commencement Date:
16 May 2009
7

Maturity Date:
16 May 2018
8

Interest Basis:
4.50 per cent. per annum Fixed Rate
9

Redemption/Payment Basis:
Redemption at par
10

Change of Interest or Redemption/Payment Basis:
Not Applicable
A11036269 3

11
Put/Call
Options:
Not
Applicable
12

(i)
Status of the Notes:
Obligations Foncières

(ii)
Dates of the corporate authorisations for issuance
of the Notes obtained:
Decisions of the Conseil d'administration of
Compagnie de Financement Foncier dated
17
December 2008 and 30
June 2009
authorising (i) the issue of the Notes, (ii) inter
alios, the Président Directeur général of
Compagnie de Financement Foncier and its
Directeur Général Délégué the power to sign
and execute all documents in relation to the
issue of Notes, and (iii) the quarterly
programme of borrowings which benefit from
the privilège referred to in Article L.515-19 of
the French Code monétaire et financier of up
to and including EUR 8 billion for the third
quarter of 2009.
13

Method of distribution:
Syndicated
PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE
14

Fixed Rate Note Provisions
Applicable

(i)
Rate of Interest:
4.50 per cent. per annum payable annually in
arrear on each Interest Payment Date

(ii)
Interest Payment Date(s):
16 May in each year commencing on 16 May
2010

(iii)
Fixed Coupon Amount(s):
EUR 45 per EUR 1,000 in nominal amount
(iv)
Broken
Amount(s):
Not
Applicable

(v)
Day Count Fraction (Condition 5(a)):
Actual/Actual ICMA (formerly known as
ISMA)
(vi)
Determination
Date(s) (Condition 5(a)):
16 May in each year commencing on
16 May 2010

(vii) Other terms relating to the method of calculating
interest for Fixed Rate Notes:
Not Applicable
15

Floating Rate Provisions
Not Applicable
16

Zero Coupon Note Provisions
Not Applicable
17

Index Linked Interest Note/other variable-linked
interest Note Provisions
Not Applicable
18

Dual Currency Note Provisions
Not Applicable
PROVISIONS RELATING TO REDEMPTION
19

Call Option
Not Applicable
20

Put Option
Not Applicable
21

Final Redemption Amount of each Note
Nominal amount
A11036269 4

22

Early Redemption Amount

Early Redemption Amount(s) of each Note payable on
redemption for taxation reasons or on any early
redemption and/or the method of calculating the same (if
required or if different from that set out in the
Conditions):
Not Applicable
GENERAL PROVISIONS APPLICABLE TO THE NOTES
23

Form of Notes:
Dematerialised Notes

(i)
Form of Dematerialised Notes:
Bearer dematerialised form (au porteur)
(ii)
Registration
Agent:
Not
Applicable

(iii)
Temporary Global Certificate:
Not Applicable
(iv)
Applicable
TEFRA
exemption:
Not
Applicable
24

Financial Centre(s) (Condition 7(h)) or other special

provisions relating to Payment Dates:
Not Applicable

Adjusted Payment Date (Condition 7(h)):
Not Applicable
25

Talons for future Coupons or Receipts to be attached to

Definitive Materialised Notes (and dates on which such

Talons mature):
Not Applicable
26
Details relating to Partly Paid Notes: amount of each
payment comprising the Issue Price and date on which
each payment is to be made [and consequences (if any) of
failure to pay]:
Not Applicable
27

Details relating to Instalment Notes: amount of each

instalment, date on which each payment is to be made:
Not Applicable
28

Redenomination, renominalisation and reconventioning

provisions:
Not Applicable
29

Consolidation provisions:
Not Applicable
30

Representation of holders of Notes Masse (Condition 10): Applicable
The holders of the Notes and the Existing
Notes will be grouped in a single Masse
having legal personality.
The initial Representative will be:
Mrs Brigitte Minard
72 bis, avenue de Buzenval
92500 Rueil-Malmaison
France
The alternate Representative will be:
Mrs Catherine Le Corre
59 bis, rue du Moulin Vert
75014 Paris
France
A11036269 5

The Representative will not receive any
remuneration
31

Other final terms:
Not Applicable
DISTRIBUTION
32

(i)
If syndicated, names and addresses of Managers
and underwriting commitments:
Joint Lead Managers:
Natixis
30 avenue Pierre Mendès France
75060 Paris
France
Underwriting commitment of
EUR 210,000,000
Société Générale
Tour Société Générale
17, Cours Valmy
92987 Paris La Défense Cedex
France
Underwriting commitment of
EUR 210,000,000
Co-Lead Manager:
UBS Limited
100 Liverpool Street
London EC2M 2RH
United Kingdom
Underwriting commitment of EUR 30,000,000

(ii) Date
of
Subscription
Agreement:
6 August 2009

(iii)
Stabilising Manager(s) (if any):
Natixis
33

If non-syndicated, name and address of Dealer:
Not Applicable
34

Total commision and concession:
0.325 per cent. of the Aggregate Nominal
Amount of the Tranche
35

Additional selling restrictions:
Not Applicable
36
Non-exempt
offer:
Not
Applicable
PURPOSE OF FINAL TERMS
These Final Terms comprise the final terms required for issue and admission to trading on the Bourse de Luxembourg
(regulated market of the Luxembourg Stock Exchange) and Euronext Paris (regulated market of the Paris Stock
Exchange) of the Notes described herein pursuant to the EUR 125,000,000,000 Euro Medium Term Note Programme
of Compagnie de Financement Foncier.
A11036269 6

RESPONSIBILITY

The Issuer accepts responsibility for the information contained in these Final Terms.
Signed on behalf of the Issuer:

Duly represented by: Thierry DUFOUR
Chairman of the Board of Directors and Chief Executive Officer

A11036269 7

PART B OTHER INFORMATION
1. RISK
FACTORS
Not Applicable
2. LISTING

(i) Listing:
Euronext Paris (regulated market of the Paris Stock Exchange) and
Bourse de Luxembourg (regulated market of the Luxembourg Stock
Exchange).
(ii)
Admission to trading:
Application has been made by the Issuer (or on its behalf) for the
Notes to be listed and admitted to trading on the Bourse de
Luxembourg and on Euronext Paris with effect from 10 August 2009.
(iii) Additional publication of
Base Prospectus and Final Terms:
Yes.
The Base Prospectus dated 3 July 2009 and the Final Terms will be
published on the website of the Bourse de Luxembourg
(www.bourse.lu).
(iv) Regulated markets or
equivalent markets on which, to
the knowledge of the issuer,
securities of the same class of the
securities to be offered or admitted
to trading are already admitted to
trading:
The Existing Notes are already admitted to trading on the Bourse de
Luxembourg and on Euronext Paris.
3.
TERMS AND CONDITIONS OF THE OFFER
Not Applicable
4. RATINGS
Ratings:
The Programme has been rated Aaa by Moody's Investors Service
and AAA by Standard & Poors' Ratings Services.
For Moody's Investors Service, Notes issued under the Programme
are deemed to have the same rating as the Programme, investors are
invited to check on a regular basis the rating assigned to the
Programme which is publicly disclosed via Moody's rating desk or
moodys.com.
The Notes issued under the Programme will be rated AAA by
2
Standard & Poor's Ratings Services1 and by Fitch Ratings .

1 An obligation rated "AAA" has the highest rating assigned by Standard & Poor's. The obligor capacity to meet its financial commitment
on the obligation is extremely strong (source: Standard & Poor's Ratings Services).
2 A rating is not a recommendation to buy, sell or hold securities and may be subject to suspension, reduction or withdrawal at any time by
the assigning rating agency without notice.
A11036269 8

5. NOTIFICATION
The Autorité des marchés financiers in France has provided the Commission de Surveillance du Secteur
Financier in Luxembourg with a certificate of approval attesting that the Base Prospectus dated 3 July 2009
has been drawn up in accordance with the Prospectus Directive.
6.
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.
7.
REASONS FOR THE OFFER, ESTIMATED NET PROCEEDS AND TOTAL EXPENSES

(i) Reasons for the offer:
The net proceeds of the issue of the Notes will be used for the
Issuer's general corporate purposes.
(ii) Estimated
net
proceeds:
EUR 461,750,733
(iii) Estimated total expenses:
Estimated total listing fees (Paris and Luxembourg): EUR 10,525

8. YIELD
Indication of yield:
4.237 per cent. per annum
Calculated at the Issue Date in accordance with the ICMA method,
which determines the effective interest rate of the Notes taking into
account accrued interest on a daily basis on the Issue Date.
As set out above, the yield is calculated at the Issue Date on the basis
of the Issue Price. It is not an indication of future yield.
9. HISTORIC
INTEREST
RATES
Not Applicable
10.
PERFORMANCE OF INDEX/FORMULA/OTHER VARIABLE, EXPLANATION OF EFFECT
ON VALUE OF INVESTMENT AND ASSOCIATED RISKS AND OTHER INFORMATION
CONCERNING THE UNDERLYING
Not Applicable
11.
PERFORMANCE OF RATE[S] OF EXCHANGE AND EXPLANATION OF EFFECT ON VALUE
OF INVESTMENT
Not Applicable
12. EXPLANATION
OF
EFFECT
ON VALUE OF INVESTMENT, RETURN ON DERIVATIVES
SECURITIES AND INFORMATION CONCERNING THE UNDERLYING
Not Applicable
A11036269 9

13. OPERATIONAL
INFORMATION
ISIN Code:
FR0000474652
Common Code:
016849936
Depositaries:

(i)
Euroclear France to act as
Central Depositary:
Yes
(ii) Common
Depositary
for

Euroclear Bank S.A./N.V.
and Clearstream

Luxembourg:
No
Any clearing system(s) other than
Euroclear and Clearstream,

Luxembourg and the relevant
identification number(s):
Not Applicable
Delivery:
Delivery against payment
The Agents appointed in respect of
the Notes are:
Fiscal and Principal Paying Agent:
Deutsche Bank AG, London Branch
Winchester House
1 Great Winchester Street
EC2N 2DB London
United Kingdom
Paris Paying Agent:
Crédit Foncier de France
4 Quai de Bercy
94224 Charenton Cedex
France
Luxembourg Listing and Paying Agent:
Deutsche Bank Luxembourg S.A
2 Boulevard Konrad Adenauer
L-1115 Luxembourg
Grand Duchy of Luxembourg
Names and addresses of additional
Paying Agent(s) (if any):
Not Applicable
The aggregate principal amount of
Notes issued has been translated
into Euro at the rate of [currency]
[·] per Euro 1. 00, producing a sum
of:
Not Applicable

A11036269 10