Obligation AXIA 3.5% ( FR0010957670 ) en EUR

AXIA

100 % ⇌

France

FR0010957670 ( en EUR )

3.5% par an ( paiement annuel )

04/11/2020 - Obligation échue

Prospectus brochure de l'obligation AXA FR0010957670 en EUR 3.5%, échue

50 000 EUR

750 000 000 EUR

AXA est un groupe d'assurance et de gestion d'actifs français, présent dans le monde entier, offrant une large gamme de produits et services d'assurance, de gestion de patrimoine et d'investissement.

L'Obligation émise par AXIA ( France ) , en EUR, avec le code ISIN FR0010957670, paye un coupon de 3.5% par an.
Le paiement des coupons est annuel et la maturité de l'Obligation est le 04/11/2020

AXA Bank Europe SCF
5,000,000,000
Euro Medium Term Note Programme
for the issue of obligations foncières due from one month from the date of original issue
Under the Euro Medium Term Note Programme described in this Base Prospectus (the "Programme"), AXA Bank Europe SCF (the
"Issuer"), subject to compliance with all relevant laws, regulations and directives, may from time to time issue obligations foncières (the
"Notes"), benefiting from the statutory privilège created by Article L.515-19 of the French Monetary and Financial Code (Code monétaire et
financier), as more fully described herein (the "Privilège").
The aggregate nominal amount of Notes outstanding will not at any time exceed 5,000,000,000 (or its equivalent in other currencies) at the
date of issue.
Application has been made to the Commission de surveillance du secteur financier for approval of this Base Prospectus in its capacity as
competent authority in Luxembourg under the loi relative aux prospectus pour valeurs mobilières dated 10 July 2005 which implements the
Directive 2003/71/EC of 4 November 2003 in Luxembourg.
Application may be made to the Luxembourg Stock Exchange during a period of twelve (12) months after the date of this Base Prospectus
for Notes issued under the Programme to be listed on the Official List of the Luxembourg Stock Exchange and admitted to trading on the
regulated market of the Luxembourg Stock Exchange. The regulated market of the Luxembourg Stock Exchange is a regulated market for the
purposes of the Markets in Financial Instrument Directive 2004/39/EC of 21 April 2004 (a "Regulated Market"). Notes issued under the
Programme may also be unlisted or listed and admitted to trading on any other market, including any other Regulated Market in any Member
State of the European Economic Area ("EEA"). The relevant final terms (a form of which is contained herein) in respect of the issue of any
Notes (the "Final Terms") will specify whether or not such Notes will be listed and admitted to trading on any market and, if so, the
relevant market.
Notes may be issued either in dematerialised form ("Dematerialised Notes") or in materialised form ("Materialised Notes") as more fully
described herein.
Dematerialised Notes will at all times be in book-entry form in compliance with Articles L.211-3 et seq. of the French Monetary and
Financial Code (Code monétaire et financier). No physical documents of title will be issued in respect of the Dematerialised Notes.
Dematerialised Notes may, at the option of the Issuer, be (i) in bearer form (au porteur) inscribed as from the issue date in the books of
Euroclear France (acting as central depositary) which shall credit the accounts of the Account Holders (as defined in "Terms and Conditions
of the Notes - Form, Denomination, Title and Redenomination") including Euroclear Bank S.A./N.V. ("Euroclear") and the depositary bank
for Clearstream Banking, société anonyme ("Clearstream, Luxembourg"), or (ii) in registered form (au nominatif) and, in such latter case,
at the option of the relevant Noteholder (as defined in "Terms and Conditions of the Notes - Form, Denomination, Title and
Redenomination"), in either fully registered form (au nominatif pur), in which case they will be inscribed in an account maintained by the
Issuer or by a registration agent (appointed in the relevant Final Terms) for the Issuer, or in administered registered form (au nominatif
administré) in which case they will be inscribed in the accounts of the Account Holders designated by the relevant Noteholder.
Materialised Notes will be in bearer materialised form only and may only be issued outside France. A temporary global certificate in bearer
form without interest coupons attached (a "Temporary Global Certificate") will initially be issued in relation to Materialised Notes. Such
Temporary Global Certificate will subsequently be exchanged for definitive Materialised Notes with, where applicable, coupons for interest
or talons attached (the "Definitive Materialised Notes"), on or after a date expected to be on or about the fortieth (40th) day after the issue
date of the Notes (subject to postponement as described in "Temporary Global Certificate in respect of Materialised Notes") upon
certification as to non-US beneficial ownership as more fully described herein. Temporary Global Certificates will (a) in the case of a
Tranche (as defined in "Terms and Conditions of the Notes") intended to be cleared through Euroclear and/or Clearstream, Luxembourg, be
deposited on the issue date with a common depositary for Euroclear and Clearstream, Luxembourg, and (b) in the case of a Tranche intended
to be cleared through a clearing system other than or in addition to Euroclear and/or Clearstream, Luxembourg or delivered outside a clearing
system, be deposited as agreed between the Issuer and the relevant Dealer(s) (as defined below). In the case of a Tranche which is not
intended to be cleared through a clearing system, the Notes of such Tranche cannot be listed on the Official List of the Luxembourg Stock
Exchange and admitted to trading on the Regulated Market of the Luxembourg Stock Exchange.
Notes issued under the Programme are expected to be rated AAA by Standard & Poor's Rating Services and Fitch Ratings. The rating of
Notes will be specified in the relevant Final Terms. A security rating is not a recommendation to buy, sell or hold securities and may be
subject to suspension, change or withdrawal at any time by the assigning rating agency without notice. The ratings address the likelihood of
full and timely receipt by any of the relevant Noteholders of interest on the Notes and the likelihood of receipt by any relevant Noteholder of
principal of the Notes by the relevant Maturity Date specified in the relevant Final Terms.
See "Risk Factors" below for certain information relevant to an investment in the Notes to be issued under the Programme.
ARRANGER
BNP PARIBAS
PERMANENT DEALERS
BNP PARIBAS
BofA MERRILL LYNCH
CREDIT AGRICOLE CIB
HSBC
NATIXIS
SOCIETE GENERALE
CORPORATE & INVESTMENT BANKING
The date of this Base Prospectus is 13 October 2010

2
This Base Prospectus (together with all supplements thereto from time to time), constitutes a base
prospectus for the purposes of article 5.4 of the Directive 2003/71/EC of 4 November 2003 (the
"Prospectus Directive") and contains all relevant information concerning the Issuer which is necessary to
enable investors to make an informed assessment of the assets and liabilities, financial position, profit and
losses and prospects of the Issuer, as well as the base terms and conditions of the Notes to be issued under
the Programme. The terms and conditions applicable to each Tranche (as defined in "General Description
of the Programme") not contained herein (including, without limitation, the aggregate nominal amount,
issue price, redemption price thereof, and interest, if any, payable thereunder) will be determined by the
Issuer and the relevant Dealer(s) at the time of the issue on the basis of the then prevailing market
conditions and will be set out in the relevant Final Terms.
This Base Prospectus should be read and construed in conjunction with any supplement that may be
published from time to time and, in relation to any Tranche of Notes, should be read and construed with
the relevant Final Terms.
This Base Prospectus (together with all supplements thereto from time to time) may only be used for the
purposes for which it has been published.
No person is or has been authorised to give any information or to make any representation other than
those contained or incorporated by reference in this Base Prospectus in connection with the issue or sale of
the Notes and, if given or made, such information or representation must not be relied upon as having
been authorised by the Issuer, the Arranger or any of the Dealer(s). Neither the delivery of this Base
Prospectus nor any sale made in connection herewith shall, under any circumstances, create any
implication that there has been no change in the affairs of the Issuer since the date hereof or the date upon
which this Base Prospectus has been most recently supplemented or that there has been no adverse change
in the financial position of the Issuer since the date hereof or the date upon which this Base Prospectus has
been most recently supplemented or that any other information supplied in connection with the
Programme is correct as of any time subsequent to the date on which it is supplied or, if different, the date
indicated in the document containing the same.
The distribution of this Base Prospectus and the offering or sale of Notes in certain jurisdictions may be
restricted by law. The Issuer, the Arranger and the Dealer(s) do not represent that this Base Prospectus
may be lawfully distributed, or that any Notes may be lawfully offered, in compliance with any applicable
registration or other requirements in any such jurisdiction, or pursuant to an exemption available
thereunder, or assume any responsibility for facilitating any such distribution or offering. In particular, no
action bas been taken by the Issuer, the Arranger or the Dealer(s) which is intended to permit a public
offering of any Notes or distribution of this Base Prospectus in any jurisdiction where action for that
purpose is required. Accordingly, no Notes may be offered or sold, directly or indirectly, and neither this
Base Prospectus nor any offering material may be distributed or published in any jurisdiction, except
under circumstances that will result in compliance with any applicable laws and regulations. Persons into
whose possession this Base Prospectus or any Notes may come must inform themselves about, and
observe, any such restrictions on the distribution of this Base Prospectus and the offering and sale of
Notes. In particular, there are restrictions on the distribution of this Base Prospectus and the offer or sale
of Notes in the United States of America, the European Economic Area (including Belgium, France and
the United Kingdom), Switzerland and Japan.
The Notes have not been and will not be registered under the United States 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 are being offered and sold outside the United States of America to
non-U.S. persons in reliance on Regulation S. under the Securities Act ("Regulation S"). The Notes may
include Materialised Notes in bearer form that are subject to U.S. tax law requirements. Subject to certain
exceptions, the Notes may not be offered or sold or, in the case of Materialised Notes in bearer form,
delivered within the United States or, in the case of certain Materialised Notes in bearer form, to, or for
the account or benefit of, United States persons as defined in the U.S. Internal Revenue Code of 1986, as
amended.
For a description of these and certain other restrictions on offers, sales and transfers of Notes and on
distribution of this Base Prospectus, see "Subscription and Sale".

3
This Base Prospectus does not constitute an offer of, or an invitation by or on behalf of the Issuer, the
Arranger or the Dealer(s) to subscribe for, or purchase, any Notes below.
The Arranger and the Dealer(s) have not separately verified the information contained or incorporated by
reference in this Base Prospectus. Neither the Arranger nor any of the Dealers makes any representation,
express or implied, or accepts any responsibility, with respect to the accuracy or completeness of any of
the information or incorporated by reference in this Base Prospectus. Neither this Base Prospectus nor
any other information supplied in connection with the Programme (including any information
incorporated by reference) is intended to provide the basis of any credit or other evaluation and should
not be considered as a recommendation by any of the Issuer, the Arranger or the Dealer(s) that any
recipient of this Base Prospectus or other information supplied in connection with the Programme
(including any information incorporated by reference) should purchase the Notes. Each prospective
investor in the Notes should determine for itself the relevance of the information contained in this Base
Prospectus and its purchase of Notes should be based upon such investigation as it deems necessary.
Neither the Arranger nor any of the Dealers undertake to review the financial condition or affairs of the
Issuer during the life of the arrangements contemplated by this Base Prospectus nor to advise any investor
or potential investor in the Notes of any information that may come to the attention of any of the Dealers
or the Arranger.
In connection with the issue of any Tranche, the Dealer(s) (if any) named as the stabilising manager(s) (the
"Stabilising Manager(s)") (or persons acting on behalf of any Stabilising Manager(s)) in the applicable
Final Terms may over-allot Notes or effect transactions with a view to supporting the market price of the
Notes at a level higher than that which might otherwise prevail. However, there is no assurance that the
Stabilising Manager(s) (or persons acting on behalf of a Stabilising Manager(s)) will undertake
stabilisation action. Any stabilisation action may begin on or after the date on which adequate public
disclosure of the final terms of the offer of the relevant Tranche is made and, if begun, may be ended at
any time, but it must end no later than the earlier of thirty (30) days after the issue date of the relevant
Tranche and sixty (60) days after the date of the allotment of the relevant Tranche. Any stabilisation action
or over-allotment shall be conducted in accordance with all applicable laws and rules.
None of the Issuer, the Arranger or the Dealers makes any representation to any prospective investor in
the Notes regarding the legality of its investment under any applicable laws. If you are in any doubt about
the contents of this Base Prospectus you should contact your advisers. An investment in the Notes is only
suitable for financially sophisticated investors who are capable of evaluating the merits and risks of such
investment and who have sufficient resources to be able to bear any losses that may result from such
investment. It should be remembered that the price of the Notes and the income from them may decrease.
In this Base Prospectus, unless otherwise specified or the context otherwise requires, references to "",
"Euro", "euro" or "EUR" are to the lawful currency of the member states of the European Union that
have adopted the single currency in accordance with the Treaty establishing the European Community, as
amended by the Treaty on European Union and as amended by the Treaty of Amsterdam, references to
"£", "pounds sterling" and "Sterling" are to the lawful currency of the United Kingdom, references to
"$", "USD" and "US Dollar" are to the lawful currency of the United States of America, references to
"¥", "JPY" and "Yen" are to the lawful currency of Japan and references to "CHF" and "Swiss Francs"
are to the lawful currency of Switzerland.

4
TABLE OF CONTENTS
Page
Person responsible for the information given in the Base Prospectus ............................................................
5
General Description of the Programme ..........................................................................................................
6
Risk factors.....................................................................................................................................................
12
Supplement to the Base Prospectus ................................................................................................................
23
Documents incorporated by reference ............................................................................................................
24
Terms and Conditions of the Notes ................................................................................................................
25
Temporary Global Certificates in respect of Materialised Notes....................................................................
48
Use of proceeds ..............................................................................................................................................
49
Summary of the legislation and regulations relating to sociétés de crédit foncier .........................................
50
Description of the Issuer................................................................................................................................
54
Relationship between AXA Bank Europe SCF and AXA Group Entities ......................................................
58
Form of Final Terms .......................................................................................................................................
59
Taxation..........................................................................................................................................................
79
Subscription and Sale .....................................................................................................................................
82
General Information .......................................................................................................................................
85

5
PERSON RESPONSIBLE FOR THE INFORMATION GIVEN IN THE BASE PROSPECTUS
AXA Bank Europe SCF (the "Responsible Person") accepts responsibility for the information contained in this
base prospectus. To the best of its knowledge (having taken all reasonable care to ensure that such is the case),
the information contained in this Base Prospectus is in accordance with the facts and contains no omission likely
to affect its import.
AXA Bank Europe SCF
203/205, rue Carnot
94138 Fontenay-sous-Bois
France
Duly represented by François Robinet
in its capacity as Chairman and Chief Executive Officer (Président Directeur Général) of the Issuer

6
GENERAL DESCRIPTION OF THE PROGRAMME
Words and expressions defined in "Terms and Conditions of the Notes" below shall have the same meanings in
this general description.
KEY INFORMATION ABOUT THE NOTES AND THE PROGRAMME
Issuer:
AXA Bank Europe SCF.
Arranger:
BNP Paribas.
Permanent Dealers:
BNP Paribas
Crédit Agricole Corporate & Investment Bank
HSBC France
Merrill Lynch International
Natixis
Société Générale
The Issuer may from time to time terminate the appointment of any Dealer
under the Programme or appoint additional dealers either in respect of one (1)
or more Tranches or in respect of the whole Programme. References in this
Base Prospectus to "Permanent Dealers" are to the person referred to above as
Dealer and to such additional persons that may be appointed as dealers in
respect of the whole Programme (and whose appointment has not been
terminated) and references to "Dealers" are to all Permanent Dealers and all
persons appointed as a dealer in respect of one or more Tranches.
Description:
Euro Medium Term Note Programme for the continuous offer of obligations
foncières (the "Notes") (as described herein).
Programme Limit:
Up to 5,000,000,000 (or the equivalent in other currencies at the date of issue)
aggregate nominal amount of Notes outstanding at any one (1) time.
Fiscal Agent and
Principal Paying Agent:
BNP Paribas Securities Services.
Paying Agent:
BNP Paribas Securities Services
Luxembourg Listing
Agent:
BNP Paribas Securities Services, Luxembourg Branch.
Calculation Agent:
BNP Paribas Securities Services, unless the Final Terms provide otherwise.
Method of Issue:
The Notes may be issued on a syndicated or non-syndicated basis.
The specific terms of each Tranche (including, without limitation, the aggregate
nominal amount, issue price, redemption price thereof, and interest, if any,
payable thereunder) will be determined by the Issuer and the relevant Dealer(s)
at the time of the issue and will be set out in the relevant Final Terms.
Maturities:
Subject to compliance with all relevant laws, regulations and directives, the
Notes may have any maturity from one month from the date of original issue as
specified in the relevant Final Terms, subject to such minimum maturity as may
be required by the applicable legal and/or regulatory requirements.
An extended final maturity date (the "Extended Maturity Date") may be
specified in the Final Terms of a Tranche of Notes (the "Extendible Notes").

7
Currencies:
Subject to compliance with all relevant laws, regulations and directives, Notes
may be issued in Euro, U.S. dollars, Japanese yen, Sterling, Swiss francs and in
any other currency specified in the relevant Final Terms.
Denomination(s):
Notes shall be issued in the Specified Denomination(s) set out in the relevant
Final Terms, save that the minimum denomination of each Note admitted to
trading on a Regulated Market in circumstances which require the publication
of a prospectus under the Prospectus Directive will be 50,000 (or its
equivalent in any other currency) or such higher amount as may be allowed or
required from time to time in relation to the relevant Specified Currency.
Notes having a maturity of less than one year in respect of which the issue
proceeds are to be accepted in the United Kingdom will constitute deposits for
the purposes of the prohibition on accepting deposits contained in section 19 of
the Financial Services and Markets Act 2000 unless they are issued to a limited
class of professional investors and they have a denomination of at least
£100,000 or its equivalent.
Dematerialised Notes shall be issued in one denomination only.
Status of Notes and
The principal and interest of the Notes (and where applicable any Receipts and
Privilège:
Coupons) will constitute direct, unconditional, unsubordinated and privileged
obligations of the Issuer, all as described in "Terms and Conditions of the Notes
- Status".
The Notes will be issued under Articles L. 515-13 to L. 515-33 of the French
Monetary and Financial Code (Code monétaire et financier). Noteholders
benefit from the Privilège (priority right of payment) over all the assets and
revenues of the Issuer. See "Terms and Conditions of the Notes - Privilège" and
"Summary of the legislation and regulations relating to sociétés de crédit
foncier".
Negative Pledge:
None.
Events of Default:
None.
Redemption Amount:
Subject to any laws and regulations applicable from time to time, the relevant
Final Terms will specify the basis for calculating the redemption amounts
payable.
Optional Redemption:
The Final Terms issued in respect of each issue of Notes will state whether such
Notes may be redeemed prior to their stated maturity at the option of the Issuer
(either in whole or in part) and if so the terms applicable to such redemption.
Redemption by
The Final Terms issued in respect of each issue of Notes that are redeemable in
Instalments:
two or more instalments will set out the dates on which, and the amounts in
which, such Notes may be redeemed.
Interest Periods and
The length of the interest periods for the Notes and the applicable interest rate
Interest Rates:
or its method of calculation may differ from time to time or be constant for any
Series. Notes may have a maximum interest rate, a minimum interest rate, or
both. The use of interest accrual periods permits the Notes to bear interest at
different rates in the same interest period. All such information will be set out in
the relevant Final Terms.
Taxation:
All payments of principal and interest by or on behalf of the Issuer in respect of
the Notes shall be made free and clear of, and without withholding or deduction
for, any taxes, duties, assessments or governmental charges of whatever nature
imposed, levied, collected, withheld or assessed by or within France or any

8
authority therein or thereof having power to tax, unless such withholding or
deduction is required by law.
A more detailed description of the tax regime applicable to the Notes is
contained in the section "Taxation".
Fixed Rate Notes:
Fixed interest will be payable in arrear on the date or dates in each year
specified in the relevant Final Terms.
Floating Rate Notes:
Floating Rate Notes will bear interest determined separately for each Series as
follows:
(i)
on the same basis as the floating rate under a notional interest rate swap
transaction in the relevant Specified Currency governed by the 2007 FBF
Master Agreement, as published by the Fédération Bancaire Française, or
(ii) on the same basis as the floating rate under a notional interest rate swap
transaction in the relevant Specified Currency governed by an agreement
incorporating the 2006 ISDA Definitions, as published by the International
Swaps and Derivatives Association, Inc., or
(iii) on the basis of a reference rate appearing on an agreed screen page of a
commercial quotation service (including, without limitation, EURIBOR,
EONIA, LIBOR, CMS or TEC), or
(iv) on such other basis or benchmark as may be specified in the applicable
Final Terms,
in each case plus or minus any applicable margin, if any, and calculated and
payable as indicated in the applicable Final Terms. Floating Rate Notes may
also have a maximum rate of interest, a minimum rate of interest or both.
Interest periods will be specified in the Final Terms.
Zero Coupon Notes:
Zero Coupon Notes may be issued at their nominal amount or at a discount to it
and will not bear interest.
Dual Currency Notes:
Payments (whether in respect of principal or interest and whether at maturity or
otherwise) in respect of Dual Currency Notes will be made in such currencies,
and based on such rates of exchange, as may be specified in the relevant Final
Terms.
Index Linked Notes:
Payments of principal in respect of Index Linked Redemption Notes or of
interest in respect of Index Linked Interest Notes will be calculated by reference
to such index and/or formula as may be specified in the relevant Final Terms.
Other Notes:
Terms applicable to high interest Notes, low interest Notes, step-up Notes, step-
down Notes, reverse dual currency Notes, optional dual currency Notes, partly-
paid Notes and any other type of Notes that the Issuer and any Dealer or
Dealers may agree to issue under the Programme will be set out in the relevant
Final Terms.
Redenomination:
Notes issued in the currency of any Member State of the EU which participates
in the third stage (or any further stage) of European Monetary Union may be
redenominated into Euro, all as more fully provided in Condition 1(d) - see
"Terms and Conditions of the Notes Redenomination".
Consolidation:
Notes of one Series may be consolidated with Notes of another Series as more
fully provided in Condition 13 - see "Terms and Conditions of the Notes
Further Issues and Consolidation".

9
Form of Notes:
Notes may be issued in either dematerialised form ("Dematerialised Notes") or
in materialised form ("Materialised Notes").
Dematerialised Notes may, at the option of the Issuer, be issued in bearer form
(au porteur) or in registered form (au nominatif) and, in such latter case, at the
option of the relevant holder, in either fully registered form (au nominatif pur)
or administered registered form (au nominatif administré). No physical
documents of title will be issued in respect of Dematerialised Notes. See
Condition 1 - see "Terms and Conditions of the Notes Form, Denomination,
Title and Redenomination".
Materialised Notes will be in bearer form only. A Temporary Global Certificate
will initially be issued in respect of each Tranche of Materialised Notes.
Materialised Notes may only be issued outside France.
Governing Law:
French law.
Clearing Systems:
Euroclear France as central depositary in relation to Dematerialised Notes and,
in relation to Materialised Notes, Clearstream, Luxembourg and Euroclear or, in
any case, any other clearing system that may be agreed between the Issuer, the
Fiscal Agent and the relevant Dealer.
Initial Delivery of
One (1) Paris business day before the issue date of each Tranche of
Dematerialised Notes:
Dematerialised Notes, the Lettre comptable relating to such Tranche shall be
deposited with Euroclear France as central depositary.
Initial Delivery of
On or before the issue date for each Tranche of Materialised Notes, the
Materialised Notes:
Temporary Global Certificate issued in respect of such Tranche shall be
deposited with a common depositary for Euroclear and Clearstream,
Luxembourg or with any other clearing system or may be delivered outside any
clearing system provided that the method of such delivery has been agreed in
advance by the Issuer, the Fiscal Agent and the relevant Dealer(s).
Issue Price:
Notes may be issued at their nominal amount or at a discount or premium to
their nominal amount. Partly Paid Notes may be issued, the issue price of which
will be payable in two or more instalments.
Listing and Admission
Application has been made for the Notes to be listed on the Official List of the
to Trading:
Luxembourg Stock Exchange and admitted to trading on the Regulated Market
of the Luxembourg Stock Exchange and/or any other Regulated Market in
accordance with the Prospectus Directive or on an alternative stock exchange or
market, as specified in the relevant Final Terms. As specified in the relevant
Final Terms, a Series of Notes may be unlisted.
Rating:
Notes issued under the Programme are expected to be rated AAA by Standard &
Poor's Rating Services and Fitch Ratings. The rating of Notes will be specified
in the relevant Final Terms.
A security rating is not a recommendation to buy, sell or hold securities and
may be subject to suspension, change or withdrawal at any time by the
assigning rating agency without notice. The ratings address the likelihood of
full and timely receipt by any of the relevant Noteholders of interest on the
Notes and the likelihood of receipt by any relevant Noteholder of principal of
the Notes by the relevant Maturity Date specified in the relevant Final Terms.
The ratings assigned by Fitch Ratings incorporate both an indication of the
probability of default and of recovery in the case of a default of the Notes.
Risk factors:
There are certain factors that may affect the Issuer's ability to fulfil its
obligations under Notes issued under the Programme. These are set out under

10
"Risk Factors" below and include: credit risk on assets held by the Issuer and on
bank counterparties of the Issuer, market risks on replacement assets, interest
and currency risks, liquidity risk and operating risks linked to information
systems.
In addition, there are certain factors which are material for the purpose of
assessing the markets risks associated with Notes issued under the Programme.
These are set out under "Risk Factors" and include the fact that the Notes may
not be a suitable investment for all investors, certain risks relating to the
structure of particular Series of Notes, risks relating to Notes generally, risks
related to market generally and legal investment consideration.
Selling Restrictions:
There are restrictions on the offer and sale of Notes and the distribution of
offering material in various jurisdictions (See "Subscription and Sale"). In
connection with the offering and sale of a particular Tranche, additional selling
restrictions may be imposed in the relevant Final Terms.
The Issuer is Category 1 for the purposes of Regulation S under the United
States Securities Act of 1933, as amended.
Materialised Notes will be issued in compliance with U.S. Treas. Reg. §1.163-
5(c)(2)(i)(D) (the "D Rules") unless (i) the relevant Final Terms states that such
Materialised Notes are issued in compliance with U.S. Treas. Reg. §1.163-
5(c)(2)(i)(C) (the "C Rules") or (ii) such Materialised Notes are issued other
than in compliance with the D Rules or the C Rules but in circumstances in
which the Notes will not constitute "registration required obligations" under the
United States Tax Equity and Fiscal Responsibility Act of 1982 ("TEFRA"),
which circumstances will be referred to in the relevant Final Terms as a
transaction to which TEFRA is not applicable.
Dematerialised Notes do not require compliance with the TEFRA Rules.
KEY INFORMATION ABOUT THE ISSUER
Description:
AXA Bank Europe SCF is a société anonyme à conseil d'administration
incorporated under French law and registered with the Trade and Companies
Register (Registre du Commercce et des Sociétés) of Paris under number
525 010 880, duly licensed as a credit institution (société financière - société de
crédit foncier) by the French Autorité de contrôle prudentiel on
24 September 2010.
The Issuer is governed, inter alia, by the French Commercial Code (Code de
Commerce) and by the French Monetary and Financial Code (Code monétaire
et financier). In relation to its capacity as a société de crédit foncier, the Issuer
is governed by the provisions of Livre V Title 1 Chapter V Section 4 of the
French Monetary and Financial Code (Code monétaire et financier).
Its registered office is located at 203/205, rue Carnot, 94138 Fontenay Sous
Bois, France (telephone number: +33 (0)1 55 12 75 15).
Business Overview:
The corporate purpose of the Issuer is to grant or acquire secured loans and
securities and instruments as defined in Articles L. 515-14 to L. 515-17 of the
French Monetary and Financial Code (Code monétaire et financier) and in order
to finance such categories of loans, securities and instruments, to issue
obligations foncières which benefit from the Privilège defined in Article L. 515-
19 of the French Monetary and Financial Code (Code monétaire et financier),
and to raise other resources, the issuance or subscription agreement of which
mentions this Privilège.
The Issuer is dedicated to the refinancing of residential mortgage loans (either