Obligation Crédit Agricole SA 5% ( FR0000475790 ) en GBP

Crédit Agricole SA

100 % ⇌

France

FR0000475790 ( en GBP )

5% par an ( paiement annuel )

Perpétuelle - Obligation échue

Prospectus brochure de l'obligation Crédit Agricole FR0000475790 en GBP 5%, échue

1 000 GBP

1 050 000 000 GBP

Crédit Agricole est un groupe bancaire coopératif français, présent à l'international, structuré autour de caisses régionales et proposant une large gamme de services financiers.

L'Obligation émise par Crédit Agricole SA ( France ) , en GBP, avec le code ISIN FR0000475790, paye un coupon de 5% par an.
Le paiement des coupons est annuel et la maturité de l'Obligation est le Perpétuelle

3 September 2003
Pricing Supplement

CREDIT AGRICOLE S.A.
SERIES NO.: 25
TRANCHE NO.: 2
Issue of £300,000,000 Step-Up
Callable Perpetual Subordinated Notes (the "Notes ")
to be consolidated and form a single series with the existing
£750,000,000 Step-Up Callable Perpetual Subordinated Notes (the "Original Notes")
issued as Tranche 1 of Series 25
under the USD15,000,000,000
Euro Medium Term Note Programme

This document constitutes the Pricing Supplement relating to the issue of Notes described herein.
Terms used herein shall be deemed to be defined as such for the purposes of the Conditions set
forth in the Offering Circular dated 6 June 2003. This Pricing Supplement is supplemental to and
must be read in conjunction with such Offering Circular.
This issue of the Notes constitutes the first reopening of the £750,000,000 Step-Up Cal able
Perpetual Subordinated Notes issued on 20 June 2003, bringing the total principal amount to
£1,050,000,000.

1
Issuer:
Crédit Agricole S.A.
2
(i)
Series Number:
25

(i )
Tranche Number:
2
The Notes will be consolidated and
form a single series, and be
interchangeable for trading purposes,
with the Original Notes as from the date
of exchange of interests in the
temporary Global Note for interests in
the permanent Global Note, which is
expected to be on or around the date
which is 40 days after 5 September
2003 (the "Exchange Date")
3
Specified Currency or Currencies:
Sterling ("£")
4
Aggregate Nominal Amount:

(i)
Series:
£ 1,050,000,000

- 1 -

(i ) Tranche :
£ 300,000,000
5
(i)
Issue Price:
93.648 per cent. of the Aggregate
Nominal Amount of Tranche 2 plus an
amount corresponding to accrued
interest at a rate of 1.051913 per cent.
of such Aggregate Nominal Amount for
the period from, and including, 20 June
2003 to, but excluding, 5 September
2003.

(i )
Net proceeds:
£ 282,224,730. The net proceeds of the
Notes are intended to count as Upper
Tier 2 Capital (as defined in paragraph
13 below).
6
Specified Denomination(s):
£1,000, £10,000 and £100,000
7
Issue Date:
5 September 2003 (Issue Date of
Tranche no. 2)
8
Maturity Date:
None. The Notes are undated perpetual
obligations in respect of which there is
no fixed redemption date. The Issuer
will only have the right (subject to the
Conditions including the prior approval
of the Secrétariat Général de la
Commission Bancaire) to redeem the
Notes in accordance with the provisions
of paragraph 12 below and Condition
6(c) or be required to redeem the Notes
in accordance with Condition 10(b).
9
Interest Basis:
Fixed Rate, as further provided in
paragraph 16 below. Payment of
interest on the Notes may be
postponed by a decision of the Conseil
d'Administration of the Issuer in
accordance with applicable French
banking laws and regulations and in
particular, Article 4(c) of Regulation
no. 90-02 dated 23 February 1990 of
the Comité de la Réglementation
Bancaire et Financière ("CRBF"), as
amended from time to time. See further
paragraph 32 below.
10
Redemption/Payment Basis:
Where applicable, at par
11
Change of Interest or Redemption/
See provisions of paragraph 16(i)
Payment Basis:
below.
12
Put/Call Options:
Call, subject to the prior approval of the
Secrétariat Général de la Commission
Bancaire, all as more fully described

- 2 -

under paragraph 21 below.
13
Status of the Notes:
Perpetual Subordinated. Subordinated
as to both principal and interest to the
payment in full of all unsubordinated
obligations of the Issuer.
(i) The Notes and Coupons relating to
them
constitute
unsecured
subordinated obligations of the Issuer
and rank pari passu and without any
preference among themselves rateably
with al other subordinated obligations
of the Issuer with the exception of the
prêts participatifs granted to, and titres
participatifs issued by, the Issuer. If any
judgment is rendered by any competent
court declaring the judicial liquidation
(liquidation judiciaire) of the Issuer or
the Issuer is liquidated for any other
reason, the payment obligation of the
Issuer under the Notes and Coupons
relating to them shal be subordinated
to the payment in full of the
unsubordinated creditors (including
depositors) of the Issuer and, subject to
such payment in full, the holders of the
Notes and holders of the Coupons
relating to them wil be paid in priority to
any prêts participatifs granted to, and
any titres participatifs issued by, the
Issuer.
(i ) This does not in any way affect any
French law applicable to accounting
principles relating to the allocation of
losses or the duties of shareholders
and does not in any way affect the
rights of holders of the Notes and
Coupons relating to them to receive
payment of principal and interest under
the Notes or Coupons, as the case may
be, in accordance with the Conditions.
In the event of the Issuer incurring
losses, such losses wil be charged first
against accumulated profits ("report à
nouveau"), then against reserves, and
capital, and finally, to the extent
necessary, against subordinated loans
and interest thereon (including the
Notes and the Coupons) of the Issuer,
in order to allow the Issuer to comply

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with
the
regulatory
requirements
applicable to banks in France,
especial y those relating to solvency
ratios, and in order to allow the Issuer
to continue its activities.
(i i) In the event of incomplete payment
of unsubordinated creditors on the
liquidation judiciaire of the Issuer, the
obligations of the Issuer in connection
with the Notes and the Coupons
relating to them wil be terminated by
operation of law. It is the intention of the
Issuer that the Notes shall, for
supervisory purposes, be treated as
supplementary capital (fonds propres
complémentaires) within the meaning of
Article 4 (c) of the CRBF Regulation
no.90-02 of 23 February 1990 as
amended ("Upper Tier 2 Capital") but
that the obligations of the Issuer and
the rights of the Noteholders under the
Notes shal not be affected if the Notes
no longer qualify as Upper Tier 2 or any
other
category
of
supplementary
capital.
(iv) The provisions of this paragraph 13
are governed by, and shall be
construed in accordance with, French
law.
14
Listing:
Luxembourg
15
Method of distribution:
Syndicated
PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE
16
Fixed Rate Note Provisions
Applicable

(i)
Rates of Interest:
(i) Rate of Interest
(i ) The Rate of Interest on the Notes
shal be (x) 5 per cent. per annum
payable annual y in arrear for each
Interest Period during the period
beginning on (and including) the Interest
Commencement Date to (but excluding)
the Interest Payment Date falling on 20
June 2018 and (y) the relevant Reset
Rate payable annual y in arrear for each
Interest Period thereafter as provided
below.
The Rate of Interest applicable to the

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Notes
for
each
Interest
Period
comprised in each Reset Rate Period
(the "Reset Rate") shall be a rate per
annum calculated by the Calculation
Agent
on
each
Reset
Rate
Determination Date which is the
aggregate of (1) a spread of 0.97 per
cent., (2) the Gross Redemption Yield of
the relevant Benchmark Gilt and (3) a
margin of 1.00 per cent., converted into
an annualised payment and expressed
as a percentage rounded to the fourth
decimal place (0.00005 being rounded
upwards where:
"Benchmark Gilt" means, in respect of
each Reset Rate Period, such United
Kingdom government gilt with a maturity
date falling on or about the next
following Reset Rate Determination
Date as determined by the Calculation
Agent in consultation with the Reference
Market Makers.
"Gross Redemption Yield" means, in
respect of each Reset Rate, a yield
calculated by the Calculation Agent on
the bases indicated in the United
Kingdom Debt Management Office
notice entitled "Formulae for Calculating
Gilt Prices from Yields", page 3/4,
Section One: Price/Yield Formulae
"Conventional Gilts"; "Double-dated and
Undated Gilts with Assumed (or Actual)
Redemption on a Quasi-Coupon Date"
(published on 8 June 1998, as
supplemented, amended or replaced
from time to time) (the "DMO Notice")
on a semi-annual compounding basis of
the relevant Benchmark Gilt, with the
price of the relevant Benchmark Gilt for
this purpose being the arithmetic mean
(rounded, if necessary to the fourth
decimal place, with 0.00005 being
rounded upwards) of the bid and offered
prices of the relevant Benchmark Gilt
quoted to the Calculation Agent by three
brokers of gilts and/or gilt-edged market
makers selected by the Calculation
Agent (such brokers or market makers
not being members of the Issuer's
group), after consultation (if practicable)

- 5 -

with the Issuer (each a "Reference
Market Maker") at or about 3.00 p.m.
(London time) on the relevant Reset
Rate Determination Date.
"Reset Rate Determination Date"
means, in respect of each Reset Rate
Period, the first London business day
(being a day on which banks are open
for business in London and on which
dealings in sterling may be carried on in
London) on or prior to the first day of
such Reset Rate Period.
"Reset Rate Period" means the period
comprising
five
Interest
Periods
commencing on, and including, the
Interest Payment Date falling on 20
June 2018 to, but excluding, the Interest
Payment Date falling on the date which
is the fifth anniversary thereafter and
each successive period comprising five
Interest Periods commencing on, and
including, the first day of such first
Interest Period to, but excluding, the last
day of such fifth Interest Period.
(i i) Notification of Reset Rate
The Calculation Agent shall notify the
Issuer of each Reset Rate as soon as
reasonably practicable after the relevant
Reset Rate Determination Date and the
Issuer shall cause notice of such Reset
Rate to be given to the Noteholders as
soon
as
practicable
after
its
determination and in any event, not later
than the start of each such Reset Rate
Period, in accordance with Condition 14
and any stock exchange on which the
Notes are then listed.
(iv) Notifications to be Final
All
notifications,
opinions,
determinations,
certificates,
calculations, quotations and decisions
given, expressed or made or obtained
for the purposes of this paragraph 16,
whether by the Calculation Agent or any
Reference Market Maker shal (in the
absence of wilful default, bad faith or
manifest error) be binding on the Issuer,
the
Calculation
Agent
and
al

- 6 -

Noteholders and Couponholders and (in
the absence as aforesaid) no liability to
the Noteholders or Couponholders shal
attach to the Calculation Agent or any
Reference Market Maker in connection
with the exercise or non-exercise by
them of their powers, duties and
discretions.

(i )
Interest Payment Date(s):
20 June in each year, commencing on
20 June 2004

(i i)
Fixed Coupon Amount(s):
While the applicable Rate of Interest is 5
per cent.:
£50 per £1,000 in nominal amount
£500 per £10,000 in nominal amount
£5,000 per £100,000 in nominal amount

(iv)
Broken Amount(s):
Not Applicable

(v)
Day Count Fraction (Condition 5(j)): Actual/Actual-ISMA

(vi)
Determination Date
20 June in each year

(vi ) Other terms relating to the method

of calculating interest for Fixed Rate
Notes:
Not Applicable
17
Floating Rate Provisions
Not Applicable
18
Zero Coupon Note Provisions
Not Applicable
19
Index Linked Interest Note Provisions
Not Applicable
20
Dual Currency Note Provisions
Not Applicable
PROVISIONS RELATING TO REDEMPTION
21
Call Option
Applicable, but subject always to the
prior approval of the Secrétariat
Général de la Commission Bancaire.

(i)
Optional Redemption Date(s):
The Interest Payment Date falling on 20
June 2018 and each Interest Payment
Date falling every five years thereafter.

(i )
Optional Redemption Amount(s)
and method, if any, of calculation of
such amount(s):
Nominal Amount

(i i)
If redeemable in part:

(a)
Minimum nominal amount
to be redeemed:
Not Applicable
(a)
Maximum nominal amount
to be redeemed:
Not Applicable

- 7 -

(iv)
Option Exercise Date(s):
Not Applicable

(v)
Description of any other Issuer's Not Applicable
option:

(vi)
Notice period (if other than as set
out in the Conditions):
As provided in Condition 6(d)
22
Put Option
Not Applicable
23
Final Redemption Amount
Not Applicable. See paragraph 8
24
Early Redemption Amount

(i)
Early
Redemption
Amount(s)
payable on redemption for taxation
reasons (Condition 6(c)) or an
event of default (Condition 10)
and/or the method of calculating the
same (if required or if different from
that set out in the Conditions):
Nominal Amount

(i )
Redemption for taxation reasons
permitted on days other than
Interest Payment Dates (Condition
6(c)):
Yes

(i i)
Unmatured Coupons to become
void
upon
early
redemption
(Condition 7(f)):
Yes
GENERAL PROVISIONS APPLICABLE TO THE NOTES
25
Form of Notes:
Bearer Notes

(i)
Temporary or permanent Global Temporary Global Note exchangeable
Note / Certificate / Definitive Bearer for a permanent Global Note which is
Notes:
exchangeable for Definitive Notes in the
limited circumstances specified in the
permanent Global Note

(i )
Applicable TEFRA exemption:
D Rules

Rule 144A Eligible:
No

Institutional Accredited Investor No
Eligible:
26
Additional Financial Centre(s) (Condition
7(h)) or other special provisions relating to
payment dates:
Not Applicable
27
Talons for future Coupons or Receipts to
be attached to Definitive Bearer Notes
(and dates on which such Talons mature): Yes
28
Details relating to Partly Paid Notes:
amount of each payment comprising the
Issue Price and date on which each

- 8 -

payment is to be made and 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
29
Details relating to Instalment Notes:
Not Applicable
30
Redenomination, renominalisation and
reconventioning provisions:
For the purposes of the Notes only:

(i) The Issuer may, on any Interest
Payment Date, without the consent of
the holders of any Note or Coupon, by
giving at least 30 days' notice in
accordance with Condition 14 and on
or after the date on which the United
Kingdom has become a participating
Member State in the single currency of
the European Economic and Monetary
Union (as provided in the Treaty
establishing the European Community
(the "EC"), as amended from time to
time (the "Treaty")), or events have
occurred which have substantial y the
same effects (in either case, "EMU"),
redenominate al , but not some only, of
the Notes into Euro and adjust the
aggregate principal amount and the
Specified Denominations accordingly,
as described below. The date on which
such
redenomination
becomes
effective shall be referred to as the
"Redenomination Date".

(i ) The redenomination of the Notes
pursuant to sub-paragraph (i) above
shal be made by converting the
principal amount of each Specified
Denomination of Note from Sterling into
Euro using the fixed Sterling/Euro
conversion rate established by the
Council of the European Union
pursuant to applicable regulations and
rounding the resultant figure to the
nearest Euro 0.01 (with Euro 0.005
being rounded upwards). If the Issuer
so elects, the figure resulting from
conversion of the principal amount of
each specified Denomination of Note
using
the
fixed
Sterling/
Euro
conversion rate shall be rounded down
to the nearest Euro. The Euro
denominations of the Notes so

- 9 -

determined shall be notified to
Noteholders
in
accordance
with
Condition 14. Any balance remaining
from the redenomination with a
denomination higher than Euro 0.01
shal , subject to the approval of the
Secrétariat Général de la Commission
Bancaire, be paid by way of cash
adjustment rounded to the nearest
Euro 0.01 (with Euro 0.005 being
rounded
upwards).
Such
cash
adjustment will be payable in Euro on
the Redenomination Date in the
manner notified to Noteholders by the
Issuer.

(i i) Upon such redenomination of the
Notes, any reference relating to the
Notes in this Pricing Supplement and
the Conditions of the Notes to the
Sterling shal be construed as a
reference to Euro.

- 10 -