Obligation Deutsch Bank London 0% ( US25152RWZ27 ) en USD

Deutsch Bank London

100 % ⇌

Allemagne

US25152RWZ27 ( en USD )

0%

30/05/2017 - Obligation échue

Prospectus brochure de l'obligation Deutsche Bank (London Branch) US25152RWZ27 en USD 0%, échue

1 000 USD

500 000 000 USD

25152RWZ2

BBB- ( Qualité moyenne inférieure )

Baa2 ( Qualité moyenne inférieure )

Deutsche Bank (London Branch) est une succursale de la Deutsche Bank AG, opérant à Londres et fournissant une gamme complète de services bancaires d'investissement et de gestion de fortune à une clientèle internationale.

L'Obligation émise par Deutsch Bank London ( Allemagne ) , en USD, avec le code ISIN US25152RWZ27, paye un coupon de 0% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 30/05/2017

L'Obligation émise par Deutsch Bank London ( Allemagne ) , en USD, avec le code ISIN US25152RWZ27, a été notée Baa2 ( Qualité moyenne inférieure ) par l'agence de notation Moody's.

L'Obligation émise par Deutsch Bank London ( Allemagne ) , en USD, avec le code ISIN US25152RWZ27, a été notée BBB- ( Qualité moyenne inférieure ) par l'agence de notation Standard & Poor's ( S&P ).

http://www.sec.gov/Archives/edgar/data/1159508/000095010314003640...
424B2 1 dp46605_424b2-2028.htm FORM 424B2

Pricing supplement No. 2028
Registration Statement No. 333-184193
To prospectus supplement dated September 28, 2012
Dated May 22, 2014; Rule 424(b)(2)
and prospectus dated September 28, 2012

Deutsche Bank AG
$500,000,000 3 Year Floating Rate Notes due May 30, 2017

General

·
The 3 Year Floating Rate Notes due May 30, 2017 (the "notes") pay interest quarterly in arrears at a variable rate equal to
3-month USD LIBOR plus 0.47%. The notes are designed for investors who seek quarterly interest payments with the return of
principal at maturity. All payments on the notes, including interest payments and the repayment of principal at maturity, are
subject to the credit of the Issuer.

·
Senior unsecured obligations of Deutsche Bank AG due May 30, 2017.

·
Minimum denominations of $1,000 (the "Principal Amount") and integral multiples thereof.

·
The notes priced on May 22, 2014 (the "Trade Date") and are expected to settle on May 30, 2014 (the "Settlement Date").
Delivery of the notes in book-entry form only will be made through The Depository Trust Company ("DTC").
Key Terms
Issuer:
Deutsche Bank AG, London Branch
Issue Price:
100.00%
Interest Rate:
Interest will be paid on a quarterly basis in arrears at the Interest Rate set forth below on each Interest
Payment Date based on an actual/360 day count convention. The Interest Rate for each Reset Period
commencing on an Interest Reset Date will be equal to the Base Rate (to be determined by the calculation
agent on the relevant Interest Determination Date) plus the Spread. The Initial Interest Rate will be equal
to the Base Rate (to be determined by the calculation agent on the second London Banking Day prior to
the Settlement Date) plus the Spread.
Base Rate:
3-month USD LIBOR
Spread:
Plus 0.47%
Reset Period:
Each period from (and including) an Interest Reset Date to (but excluding) the following Interest Reset
Date, with the final Reset Period ending on (but excluding) the Maturity Date.
Interest Reset Date:
Each Interest Payment Date
Interest Determination Date:
The second London Banking Day preceding an Interest Reset Date. A "London Banking Day" is any day
on which dealings in deposits in U.S. dollars are transacted in the London interbank market.
Interest Payment Dates:
February 28, May 30, August 30 and November 30 of each year, commencing on August 30, 2014 and
ending on the Maturity Date. If any scheduled Interest Payment Date (other than the Maturity Date) is not
a Business Day (as defined below), the Interest Payment Date will be postponed to the following Business
Day, except that, if that Business Day would fall in the next calendar month, the Interest Payment Date will
be the immediately preceding Business Day.
Trade Date:
May 22, 2014
Settlement Date:
May 30, 2014
Maturity Date:
May 30, 2017
Listing:
The notes will not be listed on any securities exchange.
CUSIP / ISIN:
25152RWZ2 / US25152RWZ27
Investing in the notes involves a number of risks. See "Selected Risk Considerations" beginning on page PS-2 in this pricing
supplement.
Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of the notes or passed
upon the accuracy or the adequacy of this pricing supplement or the accompanying prospectus supplement and prospectus. Any
representation to the contrary is a criminal offense.
Price to
Discounts and
Proceeds

Public
Commissions(1)
to Us
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Per Note
100.00%
0.15%
99.85%
Total
$500,000,000
$750,000
$499,250,000
(1)
For more detailed information about discounts and commissions, please see "Supplemental Underwriting Information (Conflicts of
Interest)" in this pricing supplement.
Deutsche Bank Securities Inc., an agent for this offering, is our affiliate. For more information, see "Supplemental Underwriting Information
(Conflicts of Interest)" in this pricing supplement.
The notes are not bank deposits and are not insured or guaranteed by the Federal Deposit Insurance Corporation or any other
governmental agency.
CALCULATION OF REGISTRATION FEE
Maximum Aggregate
Amount of
Title of Each Class of Securities Offered
Offering Price
Registration Fee
Notes
$500,000,000.00
$64,400.00

Deutsche Bank Securities

May 22, 2014

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SUMMARY

You should read this pricing supplement together with the prospectus supplement dated September 28, 2012 relating to our
Series A global notes of which these notes are a part and the prospectus dated September 28, 2012. You may access these
documents on the website of the Securities and Exchange Commission (the "SEC") at.www.sec.gov as fol ows (or if such
address has changed, by reviewing our filings for the relevant date on the SEC website):

·
Prospectus supplement dated September 28, 2012:
http://www.sec.gov/Archives/edgar/data/1159508/000119312512409437/d414995d424b21.pdf

·
Prospectus dated September 28, 2012:
http://www.sec.gov/Archives/edgar/data/1159508/000119312512409372/d413728d424b21.pdf

Our Central Index Key, or CIK, on the SEC website is 0001159508. As used in this pricing supplement, "we," "us" or "our"
refers to Deutsche Bank AG, including, as the context requires, acting through one of its branches.

This pricing supplement, together with the documents listed above, contains the terms of the notes and supersedes all other
prior or contemporaneous oral statements as wel as any other written materials including preliminary or indicative pricing
terms, correspondence, trade ideas, structures for implementation, sample structures, brochures or other educational
materials of ours. You should careful y consider, among other things, the matters set forth in "Risk Factors" in the
accompanying prospectus supplement and prospectus. We urge you to consult your investment, legal, tax, accounting and
other advisers before deciding to invest in the notes.

In making your investment decision, you should rely only on the information contained or incorporated by reference in this
pricing supplement relevant to your investment and the accompanying prospectus supplement and prospectus with respect to
the notes offered by this pricing supplement and with respect to Deutsche Bank AG. We have not authorized anyone to give
you any additional or different information. The information in this pricing supplement and the accompanying prospectus
supplement and prospectus may only be accurate as of the dates of each of these documents, respectively.

You should be aware that the regulations of the Financial Industry Regulatory Authority, Inc. ("FINRA") and the laws of certain
jurisdictions (including regulations and laws that require brokers to ensure that investments are suitable for their customers)
may limit the availability of the notes. This pricing supplement and the accompanying prospectus supplement and prospectus
do not constitute an offer to sel or a solicitation of an offer to buy the notes under any circumstances in which such offer or
solicitation is unlawful.

We are offering to sell, and are seeking offers to buy, the notes only in jurisdictions where such offers and sales are
permitted. Neither the delivery of this pricing supplement nor the accompanying prospectus supplement or
prospectus nor any sale made hereunder implies that there has been no change in our affairs or that the information
in this pricing supplement and accompanying prospectus supplement and prospectus is correct as of any date after
the date hereof.

You must (i) comply with all applicable laws and regulations in force in any jurisdiction in connection with the
possession or distribution of this pricing supplement and the accompanying prospectus supplement and
prospectus and the purchase, offer or sale of the notes and (ii) obtain any consent, approval or permission required
to be obtained by you for the purchase, offer or sale by you of the notes under the laws and regulations applicable
to you in force in any jurisdiction to which you are subject or in which you make such purchases, offers or sales;
neither we nor the agents shall have any responsibility therefor.

PS-1
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SELECTED RISK CONSIDERATIONS

An investment in the notes involves risks. This section describes the most significant risks relating to the notes. For a
complete list of risk factors, please see the accompanying prospectus supplement and prospectus.

·
THE NOTES ARE SUBJECT TO OUR CREDITWORTHINESS -- The notes are senior unsecured obligations of
Deutsche Bank AG, and are not, either directly or indirectly, an obligation of any third party. Any interest payments
to be made on the notes and the repayment of principal at maturity depend on the ability of Deutsche Bank AG to
satisfy its obligations as they come due. An actual or anticipated downgrade in Deutsche Bank AG's credit rating or
increase in the credit spreads charged by the market for taking our credit risk wil likely have an adverse effect on
the value of the notes. As a result, the actual and perceived creditworthiness of Deutsche Bank AG wil affect the
value of the notes. On May 6, 2014, Moody's Investor Services, Inc. placed Deutsche Bank AG's current long-term
debt rating under review for downgrade. In the event Deutsche Bank AG were to default on its payment obligations,
you might not receive interest and principal payments owed to you under the terms of the notes and you could lose
your entire initial investment.

·
THE NOTES ARE NOT DESIGNED TO BE SHORT-TERM TRADING INSTRUMENTS -- The price at which you
wil be able to sel your notes to us or our affiliates prior to maturity, if at all, may be at a substantial discount from
the Principal Amount of the notes.

·
THE NOTES WILL NOT BE LISTED AND THERE WILL LIKELY BE LIMITED LIQUIDITY -- The notes wil not be
listed on any securities exchange. There may be little or no secondary market for the notes. Even if there is a
secondary market, it may not provide enough liquidity to allow you to trade or sell the notes when you wish to do so
or at a price advantageous to you. We and our affiliates intend to act as market makers for the notes but are not
required to do so. Because we do not expect that other market makers wil participate significantly in the secondary
market for the notes, the price at which you may be able to trade your notes is likely to depend on the price, if any,
at which we or our affiliates are wil ing to buy the notes. If, at any time, we or our affiliates do not act as market
makers, it is likely that there would be little or no secondary market for the notes.

·
MANY ECONOMIC AND MARKET FACTORS WILL IMPACT THE VALUE OF THE NOTES -- The value of the
notes wil be affected by a number of factors that may either offset or magnify each other, including:

·
the time remaining to maturity of the notes;

·
trends relating to inflation;

·
interest rates and yields in the market general y;

·
the actual or anticipated rate of LIBOR;

·
the volatility of LIBOR;

·
geopolitical conditions and economic, financial, political, regulatory or judicial events that affect markets
generally;

·
supply and demand for the notes; and

·
our creditworthiness, including actual or anticipated downgrades in our credit ratings.

·
HOLDINGS OF THE NOTES BY OUR AFFILIATES AND FUTURE SALES MAY AFFECT THE PRICE OF THE
NOTES -- Certain of our affiliates may purchase some of the notes for investment. As a result, upon completion of
an offering, our affiliates may own up to approximately 10.00% of the notes offered in that offering. Circumstances
may occur in which our interests or those of our affiliates may be in conflict with your interests. In addition, if a
substantial portion of the notes held by our affiliates were to be offered for sale in the secondary market, if any,
fol owing such an offering, the market price of the notes may fal . The negative effect of such sales on the prices of
the notes could be more pronounced if secondary trading in the notes is limited or il iquid.
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PS-2
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DESCRIPTION OF THE NOTES

The following description of the terms of the notes supplements the description of the general terms of the debt securities
set forth under the headings "Description of Notes" in the accompanying prospectus supplement and "Description of Debt
Securities" in the accompanying prospectus. Capitalized terms used but not defined in this pricing supplement have the
meanings assigned to them in the accompanying prospectus supplement and prospectus. The term "note" refers to each
$1,000 Principal Amount of our 3 Year Floating Rate Notes due May 30, 2017.

General

The notes are senior unsecured obligations of Deutsche Bank AG that pay interest at a variable rate equal to 3-month
USD LIBOR plus 0.47%. The interest wil be paid on a quarterly basis in arrears on each Interest Payment Date, including the
Maturity Date, based on an actual/360 day count convention. The notes are our Series A global notes referred to in the
accompanying prospectus supplement and prospectus. The notes wil be issued by Deutsche Bank AG, London Branch under
an indenture among us, Law Debenture Trust Company of New York, as trustee, and Deutsche Bank Trust Company
Americas, as issuing agent, paying agent and registrar. In addition, the trustee has appointed Deutsche Bank Trust Company
Americas as its authenticating agent with respect to our Series A global notes. From time to time, we may create and issue
additional notes with the same terms, so that the additional notes wil be considered as part of the same issuance as the
earlier notes.

The notes are not bank deposits and are not insured or guaranteed by the Federal Deposit Insurance Corporation or by
any other governmental agency.

The notes are our senior unsecured obligations and wil rank pari passu with all of our other senior unsecured
obligations, except for obligations required to be preferred by law.

The notes wil be issued in denominations of $1,000 and integral multiples of $1,000 in excess thereof. The principal
amount (the "Principal Amount") is $1,000 and the Issue Price of each note is $1,000. The notes wil be issued in registered
form and represented by one or more permanent global notes registered in the name of The Depository Trust Company
("DTC") or its nominee, as described under "Description of Notes -- Form, Legal Ownership and Denomination of Notes" in
the accompanying prospectus supplement and "Forms of Securities -- Legal Ownership -- Global Securities" in the
accompanying prospectus.

Payments on the Notes

The "Maturity Date" wil be May 30, 2017, unless that day is not a Business Day, in which case the Maturity Date wil
be the first fol owing Business Day. On the Maturity Date, you wil receive a cash payment, for each $1,000 Principal Amount
of notes, of $1,000 plus any accrued but unpaid interest. If the scheduled Maturity Date is not a Business Day, the principal
and any accrued but unpaid interest wil be paid on the first fol owing day that is a Business Day with the ful force and effect
as if made on the scheduled Maturity Date, and no interest on such postponed payment wil accrue during the period from and
after the scheduled Maturity Date.

The notes wil bear interest from the Settlement Date at a variable Interest Rate, payable on a quarterly basis in
arrears on February 28, May 30, August 30 and November 30 of each year (each, an "Interest Payment Date"),
commencing on August 30, 2014 and ending on the Maturity Date, based on an actual/360 day count convention. If any
scheduled Interest Payment Date (other than the Maturity Date) is not a Business Day, the Interest Payment Date wil be
postponed to the fol owing Business Day, except that, if that Business Day would fal in the next calendar month, the Interest
Payment Date wil be the immediately preceding Business Day.

The "Interest Rate" for each Reset Period commencing on an Interest Reset Date wil be equal to the Base Rate (to be
determined by the calculation agent on the relevant Interest Determination Date) plus the Spread. The Initial Interest Rate wil
be equal to the Base Rate (to be determined by the calculation agent on the second London Banking Day prior to the
Settlement Date) plus the Spread.

The "Base Rate" is 3-month USD LIBOR. The "Spread" is plus 0.47%.
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Each "Reset Period" wil be from (and including) an Interest Reset Date to (but excluding) the fol owing Interest Reset
Date, with the final Reset Period ending on (but excluding) the Maturity Date.

The "Interest Reset Dates" wil be the Interest Payment Dates.

PS-3
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Each "Interest Determination Date" wil be the second London Banking Day preceding the relevant Interest Reset
Date. A "London Banking Day" is any day on which dealings in deposits in U.S. dollars are transacted in the London
interbank market.

We will irrevocably deposit with DTC no later than the opening of business on the applicable Interest Payment Date and
the Maturity Date funds sufficient to make payments of the amount payable with respect to the notes on such date. We wil
give DTC irrevocable instructions and authority to pay such amount to the holders of the notes entitled thereto.

A "Business Day" is any day that is a London Banking Day other than a day that (i) is a Saturday or Sunday, (i ) is a
day on which banking institutions general y in the City of New York or London, England are authorized or obligated by law,
regulation or executive order to close or (i i) is a day on which transactions in U.S. dollars are not conducted in the City of New
York or London, England.

Subject to the foregoing and to applicable law (including, without limitation, United States federal laws), we or our
affiliates may, at any time and from time to time, purchase outstanding notes by tender, in open market transactions or by
private agreement.

Calculation Agent

Deutsche Bank AG, London Branch wil act as the calculation agent. As the calculation agent, Deutsche Bank AG,
London Branch wil determine, among other things, the amount of interest payable in respect of your notes on each Interest
Payment Date. Al determinations made by the calculation agent wil be at the sole discretion of the calculation agent and wil ,
in the absence of manifest error, be conclusive for all purposes and binding on you, the trustee and us. We may appoint a
different calculation agent from time to time after the date of this pricing supplement without your consent and without notifying
you.

The calculation agent wil provide written notice to the trustee at its New York office, on which notice the trustee may
conclusively rely, of the amount to be paid on each Interest Payment Date and at maturity on or prior to 11:00 a.m. on the
Business Day preceding each Interest Payment Date and the Maturity Date.

All calculations with respect to the amount of interest payable on the notes wil be rounded to the nearest one hundred-
thousandth, with five one-mil ionths rounded upward (e.g., 0.876545 would be rounded to 0.87655); al U.S. dollar amounts
related to determination of the payment per $1,000 Principal Amount of notes at maturity wil be rounded to the nearest
ten-thousandth, with five one hundred-thousandths rounded upward (e.g., 0.76545 would be rounded up to 0.7655); and all
U.S. dollar amounts paid on the aggregate Principal Amount of notes per holder wil be rounded to the nearest cent, with
one-half cent rounded upward.

Events of Default

Under the heading "Description of Debt Securities -- Events of Default" in the accompanying prospectus is a description
of events of default relating to debt securities including the notes.

Payment Upon an Event of Default

If an event of default occurs, and the maturity of your notes is accelerated, we wil pay a default amount for each
$1,000 Principal Amount of notes equal to $1,000 plus any accrued but unpaid interest to (but excluding) the date of
acceleration.

If the maturity of the notes is accelerated because of an event of default as described above, we wil , or wil cause the
calculation agent to, provide written notice to the trustee at its New York office, on which notice the trustee may conclusively
rely, and to DTC of the cash amount due with respect to the notes as promptly as possible and in no event later than two
Business Days after the date of acceleration.

Modification

Under the heading "Description of Debt Securities -- Modification of an Indenture" in the accompanying prospectus is a
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description of when the consent of each affected holder of debt securities is required to modify the indenture.

Defeasance

The provisions described in the accompanying prospectus under the heading "Description of Debt Securities --
Discharge and Defeasance" are not applicable to the notes.

PS-4
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Listing

The notes wil not be listed on any securities exchange.

Book-Entry Only Issuance -- The Depository Trust Company

DTC will act as securities depositary for the notes. The notes will be issued only as fully-registered securities registered
in the name of Cede & Co. (DTC's nominee). One or more ful y-registered global notes certificates, representing the total
aggregate Principal Amount of the notes, wil be issued and wil be deposited with DTC. See the descriptions contained in the
accompanying prospectus supplement under the headings "Description of Notes -- Form, Legal Ownership and Denomination
of Notes." The notes are offered on a global basis. Investors may elect to hold interests in the registered global notes held by
DTC through Clearstream, Luxembourg or the Euroclear operator if they are participants in those systems, or indirectly
through organizations that are participants in those systems. See "Series A Notes Offered on a Global Basis--Book Entry,
Delivery and Form" in the accompanying prospectus supplement.

Governing Law

The notes wil be governed by and interpreted in accordance with the laws of the State of New York.

Tax Considerations

You should review careful y the section of the accompanying prospectus supplement entitled "United States Federal
Income Taxation." The notes wil be treated for U.S. federal income tax purposes as "variable rate debt instruments" that
provide for a qualified floating rate and are issued without original issue discount.

If you purchase a note at a price that is greater or less than the issue price, you may be considered to have purchased
the note with "amortizable bond premium" or "market discount," respectively. See "United States Federal Income
Taxation--Tax Consequences to U.S. Holders--Market Discount" and "United States Federal Income Taxation--Tax
Consequences to U.S. Holders--Acquisition Premium and Amortizable Bond Premium," as applicable, on page PS-39 of the
accompanying prospectus supplement.

If you are a non-U.S. holder, you wil not be subject to U.S. federal income tax (including withholding tax), provided that
you fulfil certain certification requirements and certain other conditions are met. See "United States Federal Income
Taxation--Tax Consequences to Non-U.S. Holders" on page PS-42 of the accompanying prospectus supplement.

Under current law, the United Kingdom wil not impose withholding tax on payments made with respect to the notes.

For a discussion of certain German tax considerations relating to the notes, you should refer to the section in the
accompanying prospectus supplement entitled "Taxation by Germany of Non-Resident Holders."

You should consult your tax adviser regarding the U.S. federal tax consequences of an investment in the
notes, as well as tax consequences arising under the laws of any state, local or non-U.S. taxing jurisdiction.

PS-5
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