Obligation American Honda Finance 2% ( US02665WBZ32 ) en USD

American Honda Finance

100 % ▲

Etas-Unis

US02665WBZ32 ( en USD )

2% par an ( paiement semestriel )

13/11/2019 - Obligation échue

Prospectus brochure de l'obligation American Honda Finance US02665WBZ32 en USD 2%, échue

2 000 USD

600 000 000 USD

02665WBZ3

N/A

L'Obligation émise par American Honda Finance ( Etas-Unis ) , en USD, avec le code ISIN US02665WBZ32, paye un coupon de 2% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 13/11/2019

Pricing Supplement
424B2 1 d495770d424b2.htm PRICING SUPPLEMENT
Table of Contents
PRICING SUPPLEMENT
This filing is made pursuant to Rule 424(b)(2) under the
(To Prospectus dated August 10, 2016 and Prospectus Supplement
Securities Act of 1933 in connection with Registration No. 333-
dated August 10, 2016)
213047.
$1,750,000,000

$600,000,000 2.000% Medium-Term Notes, Series A, due November 13, 2019
$350,000,000 Floating Rate Medium-Term Notes, Series A, due November 13, 2019
$500,000,000 2.600% Medium-Term Notes, Series A, due November 16, 2022
$300,000,000 Floating Rate Medium-Term Notes, Series A, due November 16, 2022

We are offering $600,000,000 aggregate principal amount of 2.000% Medium-Term Notes, Series A, due November 13, 2019 (the "2019
Fixed Rate Notes"), $350,000,000 aggregate principal amount of Floating Rate Medium-Term Notes, Series A, due November 13, 2019 (the "2019
Floating Rate Notes" and, together with the 2019 Fixed Rate Notes, the "2019 Notes"), $500,000,000 aggregate principal amount of 2.600%
Medium-Term Notes, Series A, due November 16, 2022 (the "2022 Fixed Rate Notes" and, together with the 2019 Fixed Rate Notes, the "Fixed
Rate Notes") and $300,000,000 aggregate principal amount of Floating Rate Medium-Term Notes, Series A, due November 16, 2022 (the "2022
Floating Rate Notes" and, together with the 2019 Floating Rate Notes, the "Floating Rate Notes" and the 2022 Floating Rate Notes together with
the 2022 Fixed Rate Notes, the "2022 Notes"). The Floating Rate Notes and the Fixed Rate Notes are collectively referred to herein as the "Notes."
The Notes will be our general unsecured and unsubordinated obligations and will rank equally with all of our existing and future unsecured and
unsubordinated indebtedness. We will pay interest on the 2019 Fixed Rate Notes on May 13 and November 13 of each year and at maturity. We
will pay interest on the 2019 Floating Rate Notes on February 13, May 13, August 13 and November 13 of each year and at maturity. We will pay
interest on the 2022 Fixed Rate Notes on May 16 and November 16 of each year and at maturity. We will pay interest on the 2022 Floating Rate
Notes on February 16, May 16, August 16 and November 16 of each year and at maturity. The first interest payment on the 2019 Fixed Rate Notes
will be on May 13, 2018, the first interest payment on the 2019 Floating Rate Notes will be on February 13, 2018, the first interest payment on the
2022 Fixed Rate Notes will be on May 16, 2018 and the first interest payment on the 2022 Floating Rate Notes will be on February 16, 2018. We
may redeem some or all of the Fixed Rate Notes at any time at our option at the applicable redemption prices set forth in this pricing supplement
under "Description of the Notes--Optional Redemption. " The Floating Rate Notes will not be redeemable before their maturity.

Investing in the Notes involves a number of risks. See the risks described in "Risk Factors" on page PS-1 of
this pricing supplement, on page S-1 of the prospectus supplement and in our Annual Report on Form 10-K for
the year ended March 31, 2017 filed with the Securities and Exchange Commission.

2019 Fixed Rate Notes
2019 Floating Rate Notes
2022 Fixed Rate Notes
2022 Floating Rate Notes

Per Note

Total
Per Note

Total
Per Note

Total
Per Note

Total

Public offering price(1)
99.944% $599,664,000 100.000% $350,000,000 100.000% $500,000,000 100.000% $300,000,000
Underwriting discount
0.100% $
600,000
0.100% $
350,000
0.350% $
1,750,000
0.350% $
1,050,000
Proceeds, before expenses,
to AHFC
99.844% $599,064,000 99.900% $349,650,000 99.650% $498,250,000 99.650% $298,950,000
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Pricing Supplement

(1)
Plus accrued interest, if any, from November 16, 2017, if settlement occurs after that date.
Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved these securities,
or determined if this pricing supplement or the accompanying prospectus supplement and prospectus is truthful or complete. Any
representation to the contrary is a criminal offense.
The Notes will be ready for delivery in book-entry only form through The Depository Trust Company, and its direct and indirect participants,
including Euroclear Bank S.A./N.V. and Clearstream Banking, S.A., on or about November 16, 2017.
Table of Contents

Joint Book-Running Managers

Barclays
BofA Merrill Lynch
Citigroup

J.P. Morgan
Joint Lead Managers

BNP PARIBAS

Morgan Stanley
Co-Managers

Deutsche Bank
HSBC
Lloyds
RBC Capital
TD Securities
US Bancorp
Securities

Securities

Markets

Loop Capital Markets

The Williams Capital Group, L.P.

The date of this pricing supplement is November 13, 2017.
Table of Contents
TABLE OF CONTENTS

Pricing Supplement

Page
Risk Factors
PS-1
Description of the Notes
PS-2
Underwriting
PS-7
Legal Matters
PS-9
Prospectus Supplement

About this Prospectus Supplement and Pricing Supplements
S-ii
Risk Factors
S-1
Description of the Notes
S-6
Special Provisions Relating to Foreign Currency Notes
S-31
Material United States Federal Income Taxation
S-35
Plan of Distribution
S-48
Validity of the Notes
S-54
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Pricing Supplement
Prospectus

About this Prospectus

1
Risk Factors

1
Where You Can Find More Information

1
Incorporation of Information Filed with the SEC

2
Forward-Looking Statements

2
American Honda Finance Corporation

4
Ratio of Earnings to Fixed Charges

4
Use of Proceeds

4
Description of Debt Securities

5
Plan of Distribution

21
Legal Matters

22
Experts

22

In this pricing supplement, unless otherwise indicated by the context, "AHFC," "we," "us" and "our" refer solely to American
Honda Finance Corporation (excluding its subsidiaries). AHFC is the issuer of all of the Notes offered under this pricing supplement.
Capitalized terms used in this pricing supplement which are not defined in this pricing supplement and are defined in the accompanying
prospectus supplement or prospectus shall have the meanings assigned to them in the prospectus supplement or prospectus, as applicable.
This pricing supplement does not contain complete information about the offering or terms of the Notes. No one may use this pricing
supplement to offer and sell the Notes unless it is accompanied or preceded by the prospectus supplement and the prospectus. We are
responsible only for the information contained in this pricing supplement and the accompanying prospectus supplement and prospectus,
the documents incorporated by reference herein and therein, and any related free writing prospectus issued or authorized by us. Neither
we nor the underwriters have authorized anyone to provide you with any other information, and neither we nor the underwriters take
responsibility for any other information that others may give you. You should assume that the information included in this pricing
supplement, the accompanying prospectus supplement and prospectus, or incorporated by reference herein or therein, is accurate as of the
date on the front cover of this pricing supplement, the accompanying prospectus supplement or prospectus, or the document incorporated
by reference, as applicable. Our business, financial condition, results of operations, liquidity, cash flows and prospects may have changed
since then. Neither we nor the underwriters are making an offer to sell the Notes offered by this pricing supplement in any jurisdiction
where the offer or sale is not permitted.
It is important for you to read and consider all information contained in this pricing supplement and the accompanying prospectus
supplement and prospectus in making your investment decision. You should also read and consider the information contained in the
documents identified in "Where You Can Find More Information" and "Incorporation of Information Filed with the SEC" in the
accompanying prospectus.

PS-i
Table of Contents
RISK FACTORS
Your investment in the Notes involves risks. You should consult with your own financial and legal advisers as to the risks involved in an investment
in the Notes and to determine whether the Notes are a suitable investment for you. The Notes may not be a suitable investment for you if you are
unsophisticated with respect to the significant elements of the Notes or financial matters. You should carefully consider the risk factor discussed
below. In addition, certain factors that may adversely affect the business of AHFC are discussed in AHFC's most recent Annual Report on Form
10-K, and such risk factors may be amended, supplemented or superseded from time to time by other reports we file with the Securities and
Exchange Commission, including subsequent Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K.
You should also consider any risk factors described in the accompanying prospectus and prospectus supplement and herein and any other
documents incorporated by reference into the accompanying prospectus and prospectus supplement and herein as set forth in "Incorporation of
Information Filed with the SEC" in the accompanying prospectus.
Increased regulatory oversight, uncertainty relating to the LIBOR calculation process and potential phasing out of LIBOR after 2021 may
adversely affect the value of the Floating Rate Notes.
LIBOR is the subject of recent national and international regulatory guidance and proposals for reform. These reforms or actions by the British
Bankers' Association (the "BBA") in connection with the investigations into whether banks have been manipulating or attempting to manipulate
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LIBOR, may cause LIBOR to perform differently than in the past, or have other consequences which cannot be predicted. For example, on July 27,
2017, the U.K. Financial Conduct Authority announced that it intends to stop persuading or compelling banks to submit LIBOR rates after 2021.
Furthermore, in the United States, efforts to identify a set of alternative U.S. dollar reference interest rates include proposals by the Alternative
Reference Rates Committee sponsored by the Federal Reserve Board and the Federal Reserve Bank of New York. At this time, it is not possible to
predict the effect of any such changes, any establishment of alternative reference rates or any other reforms to LIBOR that may be enacted in the
United Kingdom, in the United States or elsewhere. Uncertainty as to the nature of such potential changes, alternative reference rates, the
replacement or disappearance of LIBOR or other reforms may adversely affect the value of and the return on LIBOR-based securities, including the
Floating Rate Notes.

PS-1
Table of Contents
DESCRIPTION OF THE NOTES
General
We provide information to you about the Notes in three separate documents:

· this pricing supplement which specifically describes each tranche of Notes being offered;

· the accompanying prospectus supplement which describes AHFC's Medium-Term Notes, Series A; and

· the accompanying prospectus which describes generally certain debt securities of AHFC.
This description supplements, and to the extent inconsistent supersedes, the description of the general terms and provisions of the debt
securities found in the accompanying prospectus and AHFC's Medium-Term Notes, Series A described in the accompanying prospectus
supplement.
Terms of the Notes
The Notes:

· will be our unsecured, unsubordinated obligations;

· will rank equally with all our other unsecured and unsubordinated indebtedness from time to time outstanding;

· will be considered part of the same series of notes as any of our other Medium-Term Notes, Series A previously issued or issued in the

future;

· will be denominated and payable in U.S. dollars; and

· will be issued in minimum denominations of $2,000 and increased in multiples of $1,000.
The 2019 Fixed Rate Notes:
The following terms apply to the 2019 Fixed Rate Notes:
Principal Amount: $600,000,000
Trade Date: November 13, 2017
Original Issue Date: November 16, 2017
Stated Maturity Date: November 13, 2019
Interest Rate: 2.000% per annum, plus accrued interest, if any, from November 16, 2017
Interest Payment Dates: Each May 13 and November 13, beginning on May 13, 2018 (short first coupon), and at Maturity
Day Count Convention: 30/360
Business Day Convention: Following (unadjusted); If any Interest Payment Date or Maturity falls on a day that is not a Business Day, the
related payment of principal, premium, if any, or interest will be made on the next succeeding Business Day as if made on the date the
applicable payment was due, and no interest will accrue on the amount payable for the period from and after the Interest Payment Date or
Maturity, as the case may be, to the date of such payment on the next succeeding Business Day.
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Business Day: Any day, other than a Saturday or Sunday, that is neither a legal holiday nor a day on which commercial banks are authorized
or required by law, regulation or executive order to close in The City of New York and is also a day on which commercial banks are open for
business in London.
Record Dates: 15th calendar day, whether or not a Business Day, preceding the related Interest Payment Date

PS-2
Table of Contents
Calculation Agent: Deutsche Bank Trust Company Americas
CUSIP / ISIN: 02665WBZ3 / US02665WBZ32
The 2019 Floating Rate Notes:
The following terms apply to the 2019 Floating Rate Notes:
Principal Amount: $350,000,000
Trade Date: November 13, 2017
Original Issue Date: November 16, 2017
Stated Maturity Date: November 13, 2019
Interest Category: Regular Floating Rate Note
Interest Rate Basis: LIBOR
Designated LIBOR Page: Reuters Page LIBOR01
Index Maturity: 3 Month
Initial Interest Rate: The initial interest rate will be based on 3 month LIBOR determined on November 14, 2017 plus the Spread, accruing
from November 16, 2017
Initial Interest Reset Date: February 13, 2018
Interest Reset Dates: Each Interest Payment Date
Interest Determination Date: The second London Banking Day preceding each Interest Reset Date
Interest Payment Dates: Each February 13, May 13, August 13 and November 13, beginning on February 13, 2018 (short first coupon), and on
the Stated Maturity Date
Spread: +15 bps
Designated LIBOR Currency: U.S. dollars
Day Count Convention: Actual/360
Business Day Convention: Modified Following (adjusted); provided, however, if the Stated Maturity Date falls on a day that is not a Business
Day, the payment of principal and interest that is due on the Stated Maturity Date will be made on the next succeeding Business Day, and no
interest on such payment will accrue for the period from and after the Stated Maturity Date to the date of that payment on the next succeeding
Business Day.
Business Day: New York and London
Record Dates: 15th calendar day, whether or not a Business Day, preceding the related Interest Payment Date
Calculation Agent: Deutsche Bank Trust Company Americas
CUSIP / ISIN: 02665WBY6 / US02665WBY66
The 2022 Fixed Rate Notes:
The following terms apply to the 2022 Fixed Rate Notes:
Principal Amount: $500,000,000

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PS-3
Table of Contents
Trade Date: November 13, 2017
Original Issue Date: November 16, 2017
Stated Maturity Date: November 16, 2022
Interest Rate: 2.600% per annum, plus accrued interest, if any, from November 16, 2017
Interest Payment Dates: Each May 16 and November 16, beginning on May 16, 2018, and at Maturity
Day Count Convention: 30/360
Business Day Convention: Following (unadjusted); If any Interest Payment Date or Maturity falls on a day that is not a Business Day, the
related payment of principal, premium, if any, or interest will be made on the next succeeding Business Day as if made on the date the
applicable payment was due, and no interest will accrue on the amount payable for the period from and after the Interest Payment Date or
Maturity, as the case may be, to the date of such payment on the next succeeding Business Day.
Business Day: Any day, other than a Saturday or Sunday, that is neither a legal holiday nor a day on which commercial banks are authorized
or required by law, regulation or executive order to close in The City of New York and is also a day on which commercial banks are open for
business in London.
Record Dates: 15th calendar day, whether or not a Business Day, preceding the related Interest Payment Date
Calculation Agent: Deutsche Bank Trust Company Americas
CUSIP / ISIN: 02665WCA7 / US02665WCA71
The 2022 Floating Rate Notes:
The following terms apply to the 2022 Floating Rate Notes:
Principal Amount: $300,000,000
Trade Date: November 13, 2017
Original Issue Date: November 16, 2017
Stated Maturity Date: November 16, 2022
Interest Category: Regular Floating Rate Note
Interest Rate Basis: LIBOR
Designated LIBOR Page: Reuters Page LIBOR01
Index Maturity: 3 Month
Initial Interest Rate: The initial interest rate will be based on 3 month LIBOR determined on November 14, 2017 plus the Spread, accruing
from November 16, 2017
Initial Interest Reset Date: February 16, 2018
Interest Reset Dates: Each Interest Payment Date
Interest Determination Date: The second London Banking Day preceding each Interest Reset Date
Interest Payment Dates: Each February 16, May 16, August 16 and November 16, beginning on February 16, 2018, and on the Stated
Maturity Date
Spread: +47 bps

PS-4
Table of Contents
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Designated LIBOR Currency: U.S. dollars
Day Count Convention: Actual/360
Business Day Convention: Modified Following (adjusted); provided, however, if the Stated Maturity Date falls on a day that is not a Business
Day, the payment of principal and interest that is due on the Stated Maturity Date will be made on the next succeeding Business Day, and no
interest on such payment will accrue for the period from and after the Stated Maturity Date to the date of that payment on the next succeeding
Business Day.
Business Day: New York and London
Record Dates: 15th calendar day, whether or not a Business Day, preceding the related Interest Payment Date
Calculation Agent: Deutsche Bank Trust Company Americas
CUSIP / ISIN: 02665WCB5 / US02665WCB54
Optional Redemption
The Floating Rate Notes are not subject to optional redemption.
The Fixed Rate Notes will be redeemable before their maturity, in whole or in part, at our option at any time, at a "make-whole" redemption
price equal to the greater of (i) 100% of the principal amount of the Fixed Rate Notes to be redeemed and (ii) the sum of the present values of the
remaining scheduled payments of principal of and interest on such Fixed Rate Notes to be redeemed (exclusive of interest accrued to the date of
redemption) discounted to the redemption date on a semiannual basis (assuming a 360-day year consisting of twelve 30-day months) at the
Treasury Rate plus 7.5 basis points in the case of the 2019 Fixed Rate Notes and 10 basis points in the case of the 2022 Fixed Rate Notes, plus in
each case accrued and unpaid interest thereon to the date of redemption.
"Comparable Treasury Issue" means, with respect to the Fixed Rate Notes to be redeemed, the United States Treasury security selected by an
Independent Investment Banker as having a maturity comparable to the remaining term of such Fixed Rate Notes that would be utilized, at the time
of selection and in accordance with customary financial practice, in pricing new issues of corporate debt securities of a comparable maturity to the
remaining term of such Fixed Rate Notes.
"Comparable Treasury Price" means, with respect to any redemption date, (A) the average of the Reference Treasury Dealer Quotations for
such redemption date, after excluding the highest and lowest such Reference Treasury Dealer Quotations, or (B) if the Calculation Agent obtains
fewer than five Reference Treasury Dealer Quotations, the average of all such quotations.
"Independent Investment Banker" means one of the Reference Treasury Dealers appointed by the Calculation Agent after consultation with
us.
"Reference Treasury Dealer" means each of Barclays Capital Inc., Citigroup Global Markets Inc., J.P. Morgan Securities LLC and Merrill
Lynch, Pierce, Fenner & Smith Incorporated, or their respective affiliates, and one other primary U.S. Government securities dealer selected by us;
provided, however, that if any of the foregoing or their affiliates ceases to be a primary U.S. Government securities dealer in the United States, we
will substitute another nationally recognized investment banking firm that is a primary U.S. Government securities dealer.
"Reference Treasury Dealer Quotations" means, with respect to each Reference Treasury Dealer and any redemption date, the average, as
determined by the Calculation Agent, of the bid and asked prices for the Comparable Treasury Issue (expressed in each case as a percentage of its
principal amount) quoted in writing to the Calculation Agent by such Reference Treasury Dealer at 3:30 p.m., New York City time, on the third
Business Day preceding such redemption date.
"Treasury Rate" means, with respect to any redemption date, the rate per annum equal to the semiannual equivalent yield to maturity of the
Comparable Treasury Issue, assuming a price for the Comparable Treasury Issue (expressed as a percentage of its principal amount) equal to the
Comparable Treasury Price for such redemption date.
Notice of any redemption will be mailed not more than 60 nor less than 30 days before the redemption date to each holder of Fixed Rate
Notes to be redeemed. Unless we default in payment of the redemption price, on and after the redemption date interest will cease to accrue on the
Fixed Rate Notes or portions thereof called for redemption.

PS-5
Table of Contents
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Pricing Supplement
Further Issues
We may from time to time, without notice to or the consent of the holders of the Notes create and issue additional notes having the same
ranking, interest rate, interest rate basis, number of basis points to be added to or subtracted from the related interest rate basis, maturity and other
terms as a particular tranche of Notes, as applicable, except for (1) the original issue date, (2) the issue price and (3) in some cases, the first interest
payment date. Additional notes will be considered part of the same series of notes as such Notes and any of our other Medium-Term Notes, Series
A previously issued or issued in the future. We also may from time to time, without notice to or the consent of the registered holders of the Notes,
create and issue additional debt securities, under the indenture or otherwise, ranking equally with the Notes and our other Medium-Term Notes,
Series A.
Book-Entry Notes and Form
Each tranche of Notes will be issued in the form of one or more fully registered global notes (the "Global Notes") which will be deposited
with, or on behalf of, The Depository Trust Company, New York, New York (the "Depositary") and registered in the name of Cede & Co., the
Depositary's nominee. Beneficial interests in the Global Notes will be represented through book-entry accounts of financial institutions acting on
behalf of beneficial owners as direct or indirect participants in the Depositary, including Euroclear Bank S.A./N.V. and Clearstream Banking, S.A.

PS-6
Table of Contents
UNDERWRITING
Under the terms and subject to the conditions set forth in a terms agreement dated November 13, 2017, between us and the underwriters
named below (the "Underwriters"), incorporating the terms of a distribution agreement, dated August 10, 2016, between us and the agents named
in the prospectus supplement, we have agreed to sell to the Underwriters, and the Underwriters have severally and not jointly agreed to purchase,
as principal, the respective principal amounts of each tranche of Notes set forth below opposite their names.

Aggregate
Aggregate
Aggregate
Aggregate
Principal
Principal
Principal
Principal
Amount of
Amount of
Amount of
Amount of
2019
2019
2022
2022
Fixed Rate
Floating Rate
Fixed Rate
Floating Rate
Underwriter

Notes

Notes

Notes

Notes

Barclays Capital Inc.
$ 90,000,000 $ 52,500,000 $ 75,000,000 $ 45,000,000
Citigroup Global Markets Inc.
90,000,000 52,500,000 75,000,000 45,000,000
J.P. Morgan Securities LLC
90,000,000 52,500,000 75,000,000 45,000,000
Merrill Lynch, Pierce, Fenner & Smith
Incorporated
90,000,000 52,500,000 75,000,000 45,000,000
BNP Paribas Securities Corp.
42,000,000 24,500,000 35,000,000 21,000,000
Morgan Stanley & Co. LLC
42,000,000 24,500,000 35,000,000 21,000,000
Deutsche Bank Securities Inc.
24,000,000 14,000,000 20,000,000 12,000,000
HSBC Securities (USA) Inc.
24,000,000 14,000,000 20,000,000 12,000,000
Lloyds Securities Inc.
24,000,000 14,000,000 20,000,000 12,000,000
RBC Capital Markets, LLC
24,000,000 14,000,000 20,000,000 12,000,000
TD Securities (USA) LLC
24,000,000 14,000,000 20,000,000 12,000,000
U.S. Bancorp Investments, Inc.
24,000,000 14,000,000 20,000,000 12,000,000
Loop Capital Markets LLC

6,000,000
3,500,000
5,000,000
3,000,000
The Williams Capital Group, L.P.

6,000,000
3,500,000
5,000,000
3,000,000

Total
$600,000,000 $350,000,000 $500,000,000 $300,000,000

The Notes will not have established trading markets when issued. The Underwriters may from time to time make a market in one or more
tranches of Notes but are not obligated to do so and may cease at any time. Neither we nor the Underwriters can assure you that any trading market
for any tranche of Notes will develop, continue or be liquid.
The Notes sold by the Underwriters to the public will initially be offered at the applicable public offering prices set forth on the cover page of
this pricing supplement. Any Notes sold by the Underwriters to dealers may be sold at the applicable public offering prices less a concession not to
exceed 0.060% of the principal amount of the 2019 Notes and 0.200% of the principal amount of the 2022 Notes, as applicable. The Underwriters
may allow, and dealers may reallow, a concession not to exceed 0.035% of the principal amount of the 2019 Notes and 0.125% of the principal
amount of the 2022 Notes, as applicable. After the initial offering of the Notes to the public, Merrill Lynch, Pierce, Fenner & Smith Incorporated,
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Pricing Supplement
with respect to the 2019 Notes, and Citigroup Global Markets Inc., with respect to the 2022 Notes, on behalf of the Underwriters, may change the
public offering prices, concessions and reallowances of the Notes. The offering of the Notes by the Underwriters is subject to receipt and
acceptance and subject to the Underwriters' right to reject any order in whole or in part.
In connection with the offering, Barclays Capital Inc., Citigroup Global Markets Inc., J.P. Morgan Securities LLC and Merrill Lynch, Pierce,
Fenner & Smith Incorporated, on behalf of the Underwriters are permitted to engage in certain transactions that stabilize the prices of the Notes.
These transactions may consist of bids or purchases for the purpose of pegging, fixing or maintaining the prices of the Notes. If the Underwriters
create a short position in a tranche of Notes in connection with this offering by selling more Notes of such tranche than they have purchased from
us, then the Underwriters may reduce that short position by purchasing Notes of such tranche in the open market. In general, purchases of Notes for
the purpose of stabilization or to reduce a short position could cause the prices of such Notes to be higher than in the absence of these purchases.
The Underwriters are not required to engage in these activities, and may end any of these activities at any time. Neither we nor any of the
Underwriters make any representation or prediction as to the direction or magnitude of any effect that the transactions described above may have
on the prices of the Notes.
Under Rule 15c6-1 of the U.S. Securities Exchange Act of 1934, as amended, trades in the secondary market generally are required to settle
in two business days, unless the parties to a trade expressly agree otherwise. Accordingly, purchasers who wish to trade Notes before
November 14, 2017 will be required to specify alternative settlement arrangements to prevent a failed settlement.

PS-7
Table of Contents
We may enter into hedging transactions in connection with the issuance of the Notes, including forwards, futures, options, interest rate or
exchange rate swaps and repurchase or reverse repurchase transactions with, or arranged by, any of the Underwriters or an affiliate of that
Underwriter. The applicable Underwriter and its affiliates may receive compensation, trading gain or other benefits in connection with these
hedging transactions and the hedging transactions described below.
The Underwriters and their respective affiliates are full service financial institutions engaged in various activities, which may include
securities trading, commercial and investment banking, financial advisory, investment management, investment research, principal investment,
hedging, financing and brokerage activities. Certain of the Underwriters and their respective affiliates have, from time to time, performed, and may
in the future perform, various financial advisory, investment banking, commercial banking and other services for AHFC and its subsidiaries, for
which they received or will receive customary fees and expenses. In addition, certain affiliates of the Underwriters are or have been lenders under
AHFC's and its subsidiaries' credit facilities and term loans, for which they have received or will receive fees under agreements they have entered
into with AHFC or its subsidiaries. Deutsche Bank Trust Company Americas, an affiliate of Deutsche Bank Securities Inc., is the trustee under the
indenture governing the Notes.
In the ordinary course of their various business activities, the Underwriters and their respective affiliates may make or hold a broad array of
investments and actively trade debt and equity securities (or related derivative securities) and financial instruments (including bank loans) for their
own account and for the accounts of their customers, and such investment and securities activities may involve securities and/or instruments of
AHFC or its subsidiaries. If any of the Underwriters or their affiliates have a lending relationship with AHFC or its subsidiaries, certain of those
Underwriters or their affiliates routinely hedge, and certain other of those Underwriters or their affiliates may hedge, their credit exposure to AHFC
or its subsidiaries consistent with their customary risk management policies. Typically, these Underwriters and their affiliates would hedge such
exposure by entering into transactions which consist of either the purchase of credit default swaps or the creation of short positions in AHFC's or
its subsidiaries' securities, including potentially the Notes offered hereby. Any such credit default swaps or short positions could adversely affect
future trading prices of the Notes offered hereby. The Underwriters and their respective affiliates may also make investment recommendations
and/or publish or express independent research views in respect of such securities or instruments and may at any time hold, or recommend to
clients that they acquire, long and/or short positions in such securities and instruments.
AHFC has agreed to indemnify the several Underwriters against certain liabilities, including liabilities under the Securities Act, or to
contribute to payments the Underwriters may be required to make in respect of these liabilities. AHFC has also agreed to reimburse the
Underwriters for certain expenses.

PS-8
Table of Contents
LEGAL MATTERS
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Pricing Supplement
In the opinion of David Peim, as counsel to AHFC, when the Notes offered by this pricing supplement and accompanying prospectus supplement
and prospectus have been executed and issued by AHFC and authenticated by the trustee pursuant to the Indenture, dated as of September 5, 2013,
as supplemented, between AHFC and Deutsche Bank Trust Company Americas, as trustee (the "Indenture"), and delivered against payment as
contemplated herein, such Notes will be legally valid and binding obligations of AHFC, enforceable against AHFC in accordance with their terms,
except as may be limited by bankruptcy, insolvency, reorganization, moratorium or similar laws relating to or affecting creditors' rights generally
(including, without limitation, fraudulent conveyance laws), and by general principles of equity including, without limitation, concepts of
materiality, reasonableness, good faith and fair dealing and the possible unavailability of specific performance or injunctive relief, regardless of
whether considered in a proceeding at law or in equity. This opinion is given as of the date hereof and is limited to the present laws of the State of
California and the State of New York. In addition, this opinion is subject to customary assumptions about the trustee's authorization, execution and
delivery of the Indenture and its authentication of the Notes and the enforceability of the Indenture with respect to the trustee and other matters, all
as stated in the letter of such counsel dated August 10, 2016 and filed as Exhibit 5.1 to AHFC's Registration Statement on Form S-3 (File No. 333-
213047) filed with the Securities and Exchange Commission on August 10, 2016.

PS-9
Table of Contents
PROSPECTUS SUPPLEMENT
(To Prospectus dated August 10, 2016)
$30,000,000,000

Medium-Term Notes, Series A
Due Nine Months or More From Date of Issue
American Honda Finance Corporation plans to offer and sell using this prospectus supplement up to $30,000,000,000 aggregate principal amount of Medium-Term
Notes, Series A (the "notes"), from time to time with various terms, which may include the following:

·
The notes will mature nine months or more from the date of issue.
·
The notes will be unsecured unsubordinated obligations of American Honda

·
The notes may bear interest at fixed or floating rates or may not bear
Finance Corporation.

any interest. Floating rate interest may be based on one or more of the

·
The pricing supplement will specify the interest payment dates.
following rates plus or minus one or more fixed amounts or multiplied

·
Payments on notes issued as indexed notes will be determined by reference to
by one or more leverage factors:

the index specified in the pricing supplement.

·
CD Rate

·
The pricing supplement will specify if the notes can be redeemed before their

·
CMT Rate
maturity and if they are subject to mandatory redemption, redemption at our

·
Commercial Paper Rate
option or repayment at the option of the holder of the notes.

·
Eleventh District Cost of Funds Rate
·
The notes will be denominated in U.S. dollars or any other currency specified

·
Federal Funds Rate
in the applicable pricing supplement.

·
LIBOR
·
The notes will be in book-entry or certificated form.

·
EURIBOR
·
The notes will be in minimum denominations of $2,000, increased in multiples

of $1,000, unless specified otherwise in the applicable pricing supplement. We

·
Prime Rate

will specify the minimum denominations for notes denominated in a foreign

·
Treasury Rate
currency in the applicable pricing supplement.

·
Any other rate specified in the applicable pricing supplement

·
Any combination of rates specified in the applicable pricing

supplement

We will specify the final terms for each note in the applicable pricing supplement. If the terms of the notes described in this prospectus supplement or the
accompanying prospectus are different from those described in the applicable pricing supplement, you should rely on the information in the most recently dated document.
Investing in the notes involves risks. See "Risk Factors " on page S-1 of this prospectus supplement and page 1 of the accompanying prospectus and, if
applicable, any risk factors described in any documents incorporated by reference in this prospectus supplement before investing in the notes.
Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved these securities, or determined if this
prospectus supplement or the accompanying prospectus is truthful or complete. Any representation to the contrary is a criminal offense.
Price to
Agents' Discounts
Proceeds to American

Public

and Commissions
Honda Finance Corporation
Per note
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Document Outline

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