Obligation Australia National Bank Ltd 5% ( XS0721652252 ) en NOK

Australia National Bank Ltd

100 % ⇌

Australie

XS0721652252 ( en NOK )

5% par an ( paiement annuel )

19/12/2021 - Obligation échue

Prospectus brochure de l'obligation National Australia Bank Ltd XS0721652252 en NOK 5%, échue

1 000 000 NOK

3 125 000 000 NOK

National Australia Bank Ltd (NAB) est une grande institution financière australienne offrant des services bancaires aux particuliers, aux entreprises et aux institutions, incluant des services de gestion de patrimoine, de financement et de marchés financiers.

L'Obligation émise par Australia National Bank Ltd ( Australie ) , en NOK, avec le code ISIN XS0721652252, paye un coupon de 5% par an.
Le paiement des coupons est annuel et la maturité de l'Obligation est le 19/12/2021

National Australia Bank Limited (ABN 12 004 044 937)
(incorporated with limited liability in the Commonwealth of Australia)
US$20 billion nab Covered Bond Programme
unconditionally and irrevocably guaranteed as to payments of interest and principal by
Perpetual Corporate Trust Limited (ABN 99 000 341 533)
(incorporated with limited liability in the Commonwealth of Australia)
as trustee of the nab Covered Bond Trust and Covered Bond Guarantor

Under the US$20 billion nab Covered Bond Programme (the Programme) established by National Australia Bank Limited (nab and
the Issuer) on the Programme Date, the Issuer may from time to time issue bonds (the Covered Bonds) denominated in any currency
agreed between the Issuer and the relevant Dealer(s) (as defined below). The price and amount of the Covered Bonds to be issued
under the Programme will be determined by the Issuer and the relevant Dealer at the time of issue in accordance with prevailing
market conditions. Any Covered Bonds issued under the Programme on or after the date of this Prospectus are issued subject to the
provisions described herein.

Perpetual Corporate Trust Limited in its capacity as trustee of the nab Covered Bond Trust (the Covered Bond Guarantor) has
guaranteed payments of interest and principal under the Covered Bonds pursuant to a guarantee which is secured over the Mortgage
Loans and the Related Security (as defined below) and its other assets. Recourse against the Covered Bond Guarantor under its
guarantee, except in limited circumstances, is limited to the extent of the Covered Bond Guarantor's right of indemnity from the
assets of the nab Covered Bond Trust (the Trust).

Covered Bonds may be issued in bearer or registered form. The maximum aggregate nominal amount of all Covered Bonds from
time to time outstanding under the Programme will not exceed US$20 billion (or its equivalent in other currencies calculated by
reference to the spot rate for the sale of U.S. dollars against the purchase of such currency in the London foreign exchange market
quoted by any leading bank selected by the Issuer on the relevant date of the agreement (or the preceding day on which commercial
banks and foreign exchange markets are open for business in London) to issue between the Issuer and the relevant Dealer(s) (as
defined below)), subject to increase as described in the Programme Agreement.

The Covered Bonds may be issued on a continuing basis to nab and any additional Dealer appointed under the Programme from time
to time by the Issuer (each, a Dealer and together, the Dealers), which appointment may be to a specific issue or on an ongoing
basis. References in this Prospectus to the relevant Dealers will, in the case of an issue of Covered Bonds being (or intended to be)
subscribed for by more than one Dealer, be to all Dealers agreeing to subscribe for such Covered Bonds.

See the section entitled "Risk Factors" in this Prospectus for a discussion of certain factors to be considered in connection
with an investment in the Covered Bonds.

This Prospectus constitutes a base prospectus for the purposes of the Prospectus Directive Directive 2003/71/EC (the Prospectus
Directive) as amended (which includes the amendments made by Directive 2010/73/EU (the 2010 PD Amending Directive) to the
extent that such amendments have been implemented in the relevant Member State of the European Economic Area). Application
has been made by the Issuer to the Commission de surveillance du secteur financier (the CSSF) in its capacity as competent
authority under the Luxembourg act relating to prospectuses for securities (loi relative aus prospectus pour valeurs mobilières) (the
Competent Authority) to approve this Prospectus. The CSSF assumes no responsibility as to the economic and financial soundness
of the transactions contemplated by this Prospectus or the quality or solvency of the Issuer in accordance with Article 7(7) of the
Luxembourg Law dated 10th July 2005 on prospectuses for securities. Application has also been made to the Luxembourg Stock
Exchange for the Covered Bonds issued under the Programme to be admitted to the official list (the Official List) and traded on the
Regulated Market of the Luxembourg Stock Exchange in accordance with the Prospectus Directive. Admission to the Official List
together with admission to the Regulated Market of the Luxembourg Stock Exchange constitutes official listing on the Luxembourg
Stock Exchange. References in this Prospectus to Covered Bonds being "listed" (and all related references) will mean that such
Covered Bonds have been admitted to trading on the regulated market of the Luxembourg Stock Exchange and have been admitted to
the Official List. Notice of the aggregate nominal amount of Covered Bonds, interest (if any) payable in respect of Covered Bonds,
the issue price of Covered Bonds and any other terms and conditions not contained herein which are applicable to each Series (as
defined under "Conditions of the Covered Bonds") of Covered Bonds will be set out in a separate document containing the final
terms for that Series (Final Terms) which, with respect to Covered Bonds to be admitted to the Official List and admitted to trading
by the Luxembourg Stock Exchange, will be delivered to the Competent Authority and the Luxembourg Stock Exchange on or
before the date of issue of such Series of Covered Bonds.
The Programme provides that Covered Bonds may be listed or admitted to trading, as the case may be, on such other or further stock
exchange(s) or regulated or unregulated markets as may be agreed between the Issuer, the Covered Bond Guarantor, the Bond
Trustee (as defined below) and the relevant Dealer(s). The Issuer may also issue unlisted Covered Bonds and/or Covered Bonds not
admitted to trading on any regulated or unregulated market. Perpetual Corporate Trust Limited and P.T. Limited (in its capacity as

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trustee of the Security Trust, the Security Trustee) have not made or authorised the application to admit Covered Bonds issued
under the Programme to the official list of the Luxembourg Stock Exchange or to admit the Covered Bonds to trading on the
Regulated Market of the Luxembourg Stock Exchange.

The Covered Bonds and the Covered Bond Guarantee (as defined below) have not been and will not be registered under the U.S.
Securities Act of 1933, as amended (the Securities Act), or under any securities laws of any state or other jurisdiction of the United
States and may not be offered or sold, pledged or otherwise transferred except (1) in accordance with Rule 144A under the Securities
Act (Rule 144A) to a person that the holder and any person acting on its behalf reasonably believes is a "qualified institutional
buyer" (as defined in Rule 144A) (each a QIB) that is acquiring the Covered Bonds for its own account or for the account of one or
more QIBs, (2) in an offshore transaction to non-U.S. persons in accordance with Rule 903 or Rule 904 of Regulation S under the
Securities Act (Regulation S) or (3) pursuant to an exemption from registration under the Securities Act provided by Rule 144
thereunder, if available, in each case in accordance with any applicable securities laws of any state of the United States. No
representation can be made as to the availability of the exemption provided by Rule 144 under the Securities Act for resales of the
Covered Bonds. See "Form of the Covered Bonds" for a description of the manner in which Covered Bonds will be issued. Covered
Bonds are subject to certain restrictions on transfer, see "Subscription and Sale and Transfer and Selling Restrictions". Prospective
purchasers are hereby notified that the sellers of the Covered Bonds may be relying on the exemption from the provisions of Section
5 of the Securities Act provided by Rule 144A.

The Issuer and the Covered Bond Guarantor may agree with any Dealer and the Bond Trustee that Covered Bonds may be issued in a
form not contemplated by the Conditions of the Covered Bonds herein, in which event (in the case of Covered Bonds admitted to the
Official List only) a supplement to the Prospectus, if appropriate, will be made available which will describe the effect of the
agreement reached in relation to such Covered Bonds.

The Covered Bonds issued under the Programme are expected on issue to be assigned an "Aaa" rating by Moody's Investor Services
Pty Ltd (Moody's) and an "AAA" rating by Fitch Australia Pty Ltd (Fitch and, together with Moody's, the Rating Agencies). The
rating of certain Series or Tranches of Covered Bonds to be issued under the Programme may be specified in the Applicable Final
Terms. Neither of the Rating Agencies is established in the European Union and neither of the Rating Agencies has applied for
registration under Regulation (EC) No. 1060/2009 (as amended) (the CRA Regulation). However, the applications for registration
under the CRA Regulation of Fitch Ratings Limited and Moody's Investors Service Ltd, which are established in the European Union
and are registered under the CRA Regulation (and, as such are included in the list of credit rating agencies published by the European
Securities and Markets Authority (ESMA) on its website in accordance with such Regulation), disclosed the intention to endorse
credit ratings of Fitch and Moody's, respectively. While notification of the corresponding final endorsement decision has not yet
been provided by the relevant competent authority, ESMA has indicated that ratings issued in third countries may continue to be used
in the EU by relevant market participants for a transitional period ending on 31 January 2012 (which may be extended to 30 April
2012). A credit rating is not a recommendation to buy, sell or hold securities and may be subject to revision, suspension or
withdrawal at any time by the assigning rating organisation.

National Australia Bank Limited
Deutsche Bank

Co-Arrangers for the Programme

National Australia Bank Limited nabSecurities,
LLC
Deutsche Bank

Dealers for the Programme

The date of this Prospectus is 15 November 2011

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This Prospectus has been approved by the Competent Authority as a base prospectus for the purposes
of Article 5.4 of Directive 2003/71/EC (the Prospectus Directive). This Prospectus is not a prospectus
for the purposes of Section 12(a)(2) or any other provision or order under the Securities Act.
The Issuer accepts responsibility for the information contained in this Prospectus (the Prospectus) and
any document incorporated by reference into this Prospectus in relation to nab. The Covered Bond
Guarantor only accepts responsibility for the information contained in the section entitled "The nab
Covered Bond Trust Perpetual Corporate Trust Limited" of this Prospectus. To the best of the
knowledge and belief of the Issuer and the Covered Bond Guarantor, only in relation to the
information for which it is responsible, (each having taken all reasonable care to ensure that such is
the case) the information contained in this Prospectus is in accordance with the facts and does not omit
anything likely to affect the import of such information. Any information sourced from third parties
contained in this Prospectus has been accurately reproduced (and is clearly sourced where it appears
in the document) and, as far as the Issuer is aware and is able to ascertain from information published
by that third party, no facts have been omitted which would render the reproduced information
inaccurate or misleading.
Copies of each set of Final Terms (in the case of Covered Bonds to be admitted to the Official List) will
be available from the registered office of the Issuer and (in the case of Covered Bonds to be admitted
to the Official List, to listing on any other regulated or unregulated market or stock exchange and also
all unlisted Covered Bonds) from the specified office set out below of each of the Paying Agents (as
defined below).
This Prospectus is to be read in conjunction with all documents which are deemed to be incorporated
herein by reference (see "Documents Incorporated by Reference" below). This Prospectus must, save
as specified herein, be read and construed on the basis that such documents are so incorporated and
form part of this Prospectus.
The information contained in this Prospectus was obtained from the Issuer and other sources
(identified in this Prospectus), but no assurance can be given by any other party to the Programme
Documents (in respect of information obtained from the Issuer) as to the accuracy or completeness of
this information. Accordingly, no representation, warranty or undertaking, express or implied, is
made and no responsibility or liability is accepted by any party to the Programme Documents (other
than in respect of the information for which it accepts responsibility as indicated above) as to the
accuracy or completeness of the information contained or incorporated in this Prospectus or any other
information provided by a party to the Programme Documents in connection with the Programme.
None of the parties to the Programme Documents (other than in respect of the information for which it
accepts responsibility as indicated above) accept any liability in relation to the information contained
or incorporated by reference in this Prospectus or any other information provided by the Issuer in
connection with the Programme.
No person is or has been authorised by any party to the Programme Documents to give any
information or to make any representation not contained in or not consistent with this Prospectus or
any other information supplied in connection with the Programme or the Covered Bonds and, if given
or made, such information or representation must not be relied upon as having been authorised by
such party.

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Neither this Prospectus nor any other information supplied in connection with the Programme or any
Covered Bonds (i) is intended to provide the basis of any credit or other evaluation or (ii) should be
considered as a recommendation by any party to the Programme Documents that any recipient of this
Prospectus or any other information supplied in connection with the Programme or any Covered
Bonds should purchase any Covered Bonds. Each investor contemplating purchasing any Covered
Bonds should make its own independent investigation of the financial condition and affairs, and its
own appraisal of the creditworthiness, of the Issuer and/or the Covered Bond Guarantor. Neither this
Prospectus nor any other information supplied in connection with the Programme or the issue of any
Covered Bonds constitutes an offer or invitation by or on behalf of any party to the Programme
Documents to any person to subscribe for or to purchase any Covered Bonds.
Neither the delivery of this Prospectus nor the offering, sale or delivery of any Covered Bonds will in
any circumstances imply that the information contained herein concerning the Issuer and/or the
Covered Bond Guarantor is correct at any time subsequent to the date hereof or that any other
information supplied in connection with the Programme is correct as of any time subsequent to the
date indicated in the document containing the same. All parties to the Programme Documents (other
than the Issuer and the Covered Bond Guarantor) expressly do not undertake to review the financial
condition or affairs of the Issuer or the Covered Bond Guarantor during the life of the Programme or
to advise any investor in the Covered Bonds of any information coming to their attention. Investors
should review, inter alia, the most recently published documents incorporated by reference into this
Prospectus when deciding whether or not to purchase any Covered Bonds.
TO ENSURE COMPLIANCE WITH U.S. TREASURY DEPARTMENT CIRCULAR 230
(CIRCULAR 230), COVERED BONDHOLDERS ARE HEREBY NOTIFIED THAT: (A) ANY
DISCUSSION OF U.S. FEDERAL TAX ISSUES IN THIS DOCUMENT IS NOT INTENDED OR
WRITTEN TO BE USED, AND CANNOT BE USED, BY COVERED BONDHOLDERS FOR THE
PURPOSE OF AVOIDING PENALTIES THAT MAY BE IMPOSED ON COVERED
BONDHOLDERS UNDER THE U.S. INTERNAL REVENUE CODE OF 1986, AS AMENDED; (B)
SUCH DISCUSSION IS INCLUDED HEREIN BY THE ISSUER AND THE DEALERS IN
CONNECTION WITH THE PROMOTION OR MARKETING (WITHIN THE MEANING OF
CIRCULAR 230) BY THE ISSUER AND THE DEALERS OF THE TRANSACTIONS ADDRESSED
HEREIN; AND (C) COVERED BONDHOLDERS SHOULD SEEK ADVICE BASED ON THEIR
PARTICULAR CIRCUMSTANCES FROM AN INDEPENDENT TAX ADVISOR.
The Covered Bonds and the Covered Bond Guarantee have not been and will not be registered under
the Securities Act. The Covered Bonds in bearer form are subject to U.S. tax law requirements and
may not be offered, sold or delivered within the United States or its possessions or to United States
persons, except in certain transactions permitted by U.S. tax regulations and the Securities Act (see
"Subscription and Sale and Transfer and Selling Restrictions" below). Terms used in this paragraph
have the meanings given to them by the U.S. Internal Revenue Code and the regulations promulgated
thereunder.
As set forth in the Applicable Final Terms, the Covered Bonds are being offered and sold (i) in
reliance on Rule 144A under the Securities Act (Rule 144A), in each case to "qualified institutional
buyers" (as defined in Rule 144A) (QIBs) and/or (ii) in accordance with Regulation S under the
Securities Act (Regulation S) to non-US persons in offshore transactions or pursuant to an exemption
from registration under the Securities Act. Prospective purchasers are hereby notified that the sellers
of the Covered Bonds may be relying on the exemption from the provisions of Section 5 of the
Securities Act provided by Rule 144A.
This Prospectus does not constitute an offer to sell or the solicitation of an offer to buy any Covered
Bonds in any jurisdiction to any person to whom it is unlawful to make the offer or solicitation in such
jurisdiction. The distribution of this Prospectus and the offer or sale of Covered Bonds may be
restricted by law in certain jurisdictions. No party to the Programme Documents represents that this
Prospectus may be lawfully distributed, or that any Covered Bonds may be lawfully offered, in

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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 has been taken by any party to the Programme
Documents which would permit a public offering of any Covered Bonds or distribution of this
Prospectus in any jurisdiction where action for that purpose is required. Accordingly, no Covered
Bonds may be offered or sold, directly or indirectly, and neither this Prospectus nor any advertisement
or other 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 Prospectus or any Covered Bonds may come must inform themselves about, and
observe, any such restrictions on the distribution of this Prospectus and the offering and sale of
Covered Bonds. In particular, there are restrictions on the distribution of this Prospectus and the
offer or sale of Covered Bonds in Australia, New Zealand, the United States, the European Economic
Area (including the United Kingdom, Norway, Sweden and Denmark), Japan, Singapore, and Hong
Kong, see "Subscription and Sale and Transfer and Selling Restrictions".
Credit ratings in respect of the Covered Bonds or the Issuer are for distribution only to persons who
are sophisticated investors, professional investors or other investors in respect of whom disclosure is
not required under Part 6D.2 of the Corporations Act 2001 of Australia and, in all cases, in such
circumstances as may be permitted by acceptable law in any jurisdiction in which an investor may be
located. Anyone who is not such a person is not entitled to receive this Prospectus and anyone who
receives this Prospectus must not distribute it to any person who is not entitled to receive it.
All references in this document to "Australian Dollar", "AUD" and "A$" refer to the lawful currency
for the time being of Australia, references to "US$", "U.S. dollars" are to the lawful currency of the
United States of America and references to "euro" and "" refer to the currency introduced at the
start of the third stage of European economic and monetary union pursuant to the Treaty on the
functioning of the European Union.
In connection with the issue of any Tranche of Covered Bonds (other than A$ Registered Covered
Bonds), the Dealer or Dealers (if any) named as the stabilising manager(s) (or persons acting on behalf
of any stabilising manager(s)) in the Applicable Final Terms may over-allot Covered Bonds or effect
transactions with a view to supporting the market price of the Covered Bonds 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) 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 of Covered Bonds is made and, if begun, may be ended at any time, but it
must end no later than the earlier of 30 days after the issue date of the relevant Tranche of Covered
Bonds and 60 days after the date of the allotment of the relevant Tranche of Covered Bonds. Any
stabilisation action or over-allotment must be conducted by the relevant stabilising manager(s) (or
persons acting on behalf of any stabilising manager(s)) in accordance with all applicable laws and
rules.
In making an investment decision, investors must rely on their own examination of the Issuer and the
Covered Bond Guarantor and the terms of the Covered Bonds being offered, including the merits and
risks involved. The Covered Bonds have not been approved or disapproved by the SEC or any other
securities commission or other regulatory authority in the United States, nor have the foregoing
authorities approved this Prospectus or confirmed the accuracy or determined the adequacy of the
information contained in this Prospectus. Any representation to the contrary is unlawful.
None of the parties to the Programme Documents make any representation to any investor in the Covered
Bonds regarding the legality of its investment under any applicable laws. Any investor in the Covered
Bonds should be able to bear the economic risk of an investment in the Covered Bonds for an indefinite
period of time.

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NOTICE TO U.S. INVESTORS
This Prospectus is being provided on a confidential basis in the United States to a limited number of
"qualified institutional buyers" within the meaning of Rule 144A under the Securities Act (QIBs) in
connection with the consideration of the purchase of the Covered Bonds being offered hereby. Its use for any
other purpose in the United States is not authorised. It may not be copied or reproduced in whole or in part
nor may it be distributed or any of its contents disclosed to anyone other than the prospective investors to
whom it is originally submitted.
Registered Covered Bonds may be offered or sold within the United States only to QIBs in transactions
exempt from registration under the Securities Act. Each U.S. purchaser of Registered Covered Bonds is
hereby notified that the offer and sale of any Registered Covered Bonds to it may be being made in reliance
upon the exemption from the registration requirements of the Securities Act provided by Rule 144A under
the Securities Act.
Each purchaser or holder of Covered Bonds represented by a Rule 144A Global Covered Bond (as defined
under "Form of the Covered Bonds") or any Covered Bonds issued in registered form in exchange or
substitution therefore (together Legended Covered Bonds) will be deemed, by its acceptance or purchase of
any such Legended Covered Bonds, to have made certain representations and agreements intended to restrict
the resale or other transfer of such Covered Bonds as set out in "Subscription and Sale and Transfer and
Selling Restrictions". Unless otherwise stated, terms used in this paragraph have the meanings given to them
in "Form of the Covered Bonds".
Offers and sales of the Covered Bonds in the United States will be made by those Dealer(s) or their affiliates
that are registered broker-dealers under the United States Securities Exchange Act of 1934, as amended (the
Exchange Act), or in accordance with Rule 15a-6 thereunder.
NOTICE TO NEW HAMPSHIRE RESIDENTS
NEITHER THE FACT THAT A REGISTRATION STATEMENT OR AN APPLICATION FOR A
LICENSE HAS BEEN FILED UNDER CHAPTER 421-B OF THE NEW HAMPSHIRE REVISED
STATUTES WITH THE STATE OF NEW HAMPSHIRE NOR THE FACT THAT A SECURITY IS
EFFECTIVELY REGISTERED OR A PERSON IS LICENSED IN THE STATE OF NEW HAMPSHIRE
CONSTITUTES A FINDING BY THE SECRETARY OF STATE OF NEW HAMPSHIRE THAT ANY
DOCUMENT FILED UNDER CHAPTER 421-B IS TRUE, COMPLETE AND NOT MISLEADING.
NEITHER ANY SUCH FACT NOR THE FACT THAT AN EXEMPTION OR EXCEPTION IS
AVAILABLE FOR A SECURITY OR A TRANSACTION MEANS THAT THE SECRETARY OF STATE
HAS PASSED IN ANY WAY UPON THE MERITS OR QUALIFICATIONS OF, OR RECOMMENDED
OR GIVEN APPROVAL TO, ANY PERSON, SECURITY OR TRANSACTION. IT IS UNLAWFUL TO
MAKE, OR CAUSE TO BE MADE, TO ANY PROSPECTIVE PURCHASER, CUSTOMER OR CLIENT,
ANY REPRESENTATION INCONSISTENT WITH THE PROVISIONS OF THIS PARAGRAPH.
AVAILABLE INFORMATION
To permit compliance with Rule 144A in connection with any resales or other transfers of Covered Bonds
that are "restricted securities" as defined in Rule 144(a)(3) under the Securities Act, each of the Issuer and/or
the Covered Bond Guarantor, as applicable, has undertaken in the Bond Trust Deed to furnish, upon the
request of a holder of such Covered Bonds or any beneficial interest therein, to such holder or to a
prospective purchaser designated by him, the information required to be delivered under Rule 144A(d)(4)
under the Securities Act if, at the time of the request, the Issuer and/or the Covered Bond Guarantor, as
applicable, is neither subject to reporting under Section 13 or 15(d) of the Exchange Act, nor exempt from
reporting pursuant to Rule 12g3-2(b) thereunder.
By requesting copies of any of the documents referred to herein, each potential purchaser of Covered Bonds
agrees to keep confidential the various documents and all written information clearly labelled "Confidential"
which from time to time have been or will be disclosed to it concerning the Covered Bond Guarantor or the

6

Issuer or any of their affiliates, and agrees not to disclose any portion of the same to any person except in
connection with the proposed resale of the Covered Bonds or as required by law.
Notwithstanding anything herein to the contrary, each investor (and each employee, representative or other
agent of each investor) may disclose to any and all persons, without limitation of any kind, the tax treatment
and tax structure of the offering and all materials of any kind (including opinions or other tax analyses) that
are provided to the investor relating to such tax treatment and tax structure (as such terms are defined in
Treasury Regulation Section 1.6011-4). This authorisation of tax disclosure is retroactively effective to the
commencement of discussions between the Issuer, the Co-Arrangers and the Dealers and their respective
representatives and a prospective investor regarding the transactions contemplated herein.
FORWARD-LOOKING STATEMENTS
This Prospectus contains various forward-looking statements within the meaning of the United States Private
Securities Litigation Reform Act of 1995 regarding events and trends that are subject to risks and
uncertainties that could cause the actual results and financial position of nab and its consolidated subsidiary
undertakings (collectively, the nab Group) to differ materially from the information presented herein.
When used in this Prospectus, the words "estimate", "project", "intend", "anticipate", "believe", "expect",
"should" and similar expressions, as they relate to the nab Group and its management, are intended to
identify such forward-looking statements.
Projections are necessarily speculative in nature, and some or all of the assumptions underlying the
projections and other forward-looking statements may not materialize or may vary significantly from actual
results. Consequently, future results may differ from the Issuer's expectations due to a variety of factors,
including (but not limited to) the economic environment in Australia. Moreover, past financial performance
should not be considered a reliable indicator of future performance and prospective purchasers of the
Covered Bonds are cautioned that any such statements are not guarantees of performance and involve risks
and uncertainties, many of which are beyond the control of the Issuer and/or the Covered Bond Guarantor.
Neither the Co-Arrangers nor the Dealers have attempted to verify any such statements, nor do they make
any representations, express or implied, with respect to such statements.
None of the Co-Arrangers, the Dealers, the Issuer, the Covered Bond Guarantor, the Security Trustee, the
Bond Trustee nor any other party to a Programme Document has any obligation to update or otherwise revise
any projections, including any revisions to reflect changes in economic conditions or other circumstances
arising after the date of this Prospectus or to reflect the occurrence of unanticipated events, even if the
underlying assumptions do not come to fruition.
SERVICE OF PROCESS AND ENFORCEMENT OF CIVIL LIABILITIES
The Issuer is a public limited company incorporated in Australia and the Covered Bond Guarantor is a
trustee of a trust established in New South Wales. All of the officers and directors named herein reside
outside the United States and a substantial portion of the assets of the Issuer, the Covered Bond Guarantor
and of such officers and directors are located outside the United States. As a result, it may not be possible for
investors to effect service of process outside Australia upon the Issuer, the Covered Bond Guarantor or any
such persons, or to enforce judgments against them obtained in courts outside Australia predicated upon civil
liabilities of the Issuer, the Covered Bond Guarantor or such directors and officers, including any judgment
predicated upon United States federal securities laws. There is a doubt as to the enforceability in Australia in
original actions or in actions for the enforcement of judgments of United States courts of civil liabilities
predicated solely upon the federal securities laws of the United States.
PRESENTATION OF FINANCIAL AND OPERATING INFORMATION
Unless otherwise indicated, the financial information incorporated by reference into this Prospectus has been
prepared in accordance with International Financial Reporting Standards (IFRS).

7

CAPITALISED TERMS
Capitalised terms used in this Prospectus, unless otherwise indicated, have the meaning set out in this
Prospectus. A glossary of defined terms appears at the back of this Prospectus (see Glossary).

8

TABLE OF CONTENTS

Notice to U.S. Investors......................................................................................................................................6
Notice to New Hampshire Residents..................................................................................................................6
Available Information ........................................................................................................................................6
Principal Characteristics of the Programme .....................................................................................................10
Documents Incorporated by Reference ............................................................................................................12
Structure Overview...........................................................................................................................................14
General Description of the Programme ............................................................................................................21
Risk Factors ......................................................................................................................................................31
Form of the Covered Bonds .............................................................................................................................71
Form of Final Terms in respect of Covered Bonds to be Issued under the Programme...................................75
Conditions of the Covered Bonds...................................................................................................................100
Use of Proceeds ..............................................................................................................................................150
National Australia Bank Limited....................................................................................................................151
The nab Covered Bond Trust .........................................................................................................................158
National Australia Bank Limited Residential Mortgage Loan Origination....................................................161
Summary of the Principal Documents............................................................................................................167
Credit Structure ..............................................................................................................................................210
Cashflows .......................................................................................................................................................214
The Mortgage Loan Portfolio .........................................................................................................................230
Description of the Covered Bond Provisions of the Australian Banking Act ................................................231
Book-Entry Clearance Systems ......................................................................................................................234
Taxation..........................................................................................................................................................239
Exchange Controls and Limitations ...............................................................................................................257
Subscription and Sale and Transfer and Selling Restrictions.........................................................................259
ERISA Considerations....................................................................................................................................270
General Information .......................................................................................................................................272
Glossary..........................................................................................................................................................276

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PRINCIPAL CHARACTERISTICS OF THE PROGRAMME
The following synopsis does not purport to be complete and is taken from, and is qualified in its entirety by
the information contained in the remainder of this Prospectus. For further information, namely regarding the
Asset Coverage Test and the Amortisation Test, please see "Summary of the Principal Documents".
Issuer:
National Australia Bank Limited ABN 12 004 044 937,
incorporated with limited liability in the Commonwealth of
Australia and having its registered office at Level 4, (UB
4440) 800 Bourke Street, Docklands, Victoria 3008,
Australia.
Covered Bond Guarantor:
Perpetual Corporate Trust Limited ABN 99 000 341 533,
incorporated with limited liability in the Commonwealth of
Australia and having its registered office at Level 12, 123
Pitt Street, Sydney, NSW 2000, as trustee of the nab
Covered Bond Trust.
Nature of eligible property:
Residential Mortgage Loans and the Related Security,
Substitution Assets and Authorised Investments.
Location of eligible residential property
Australia.
securing Mortgage Loans:
Maximum Asset Percentage:
95%.
Asset Coverage Test:
Yes, see "Credit Structure" and "Summary of the Principal
Documents the Establishment Deed Asset Coverage
Test".
Amortisation Test:
Yes, see "Credit Structure" and "Summary of the Principal
Documents the Establishment Deed Amortisation Test".
Legislated Collateralisation Test:
Yes, see "Structure Overview Structure Overview 
Legislated Collateralisation Test."
Pre-Maturity Test:
Yes, see "Credit Structure Pre-Maturity Test".
Reserve Fund:
A Reserve Fund of an amount up to the Reserve Fund
Required Amount will be established to trap a specified
amount of Available Revenue Receipts or the proceeds of
the issue of Intercompany Notes if nab's credit ratings fall
below the Moody's Specified Rating and/or the Fitch
Specified Rating.
Extendable Maturities:
Available.
Hard Bullet Maturities:
Available.
Cover Pool Monitor:
Ernst & Young, having an office at 8 Exhibition Street,
Melbourne VIC 3000, Australia.
Asset Segregation:
Yes.
Terms:
As set out in the applicable Final Terms for the relevant

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