Bond BNP Paribas SA 2.819% ( US09659W2J22 ) in USD

BNP Paribas SA

100 % ▲

France

US09659W2J22 ( in USD )

2.819% per year ( payment 2 times a year)

18/11/2025

Prospectus brochure of the bond BNP Paribas US09659W2J22 en USD 2.819%, maturity 18/11/2025

200 000 USD

2 000 000 000 USD

09659W2J2

A- ( Upper medium grade - Investment-grade )

Baa1 ( Lower medium grade - Investment-grade )

19/11/2025 ( In 180 days )

BNP Paribas is a leading international banking group providing a wide range of financial services including retail banking, investment banking, asset management, and corporate and institutional banking to individuals, businesses, and governments worldwide.

The Bond issued by BNP Paribas SA ( France ) , in USD, with the ISIN code US09659W2J22, pays a coupon of 2.819% per year.
The coupons are paid 2 times per year and the Bond maturity is 18/11/2025

The Bond issued by BNP Paribas SA ( France ) , in USD, with the ISIN code US09659W2J22, was rated Baa1 ( Lower medium grade - Investment-grade ) by Moody's credit rating agency.

The Bond issued by BNP Paribas SA ( France ) , in USD, with the ISIN code US09659W2J22, was rated A- ( Upper medium grade - Investment-grade ) by Standard & Poor's ( S&P ) credit rating agency.

PRICING SUPPLEMENT (To product supplement dated May 22, 2019 and base prospectus dated May 22, 2019 as supplemented by the prospectus supplement No.
1 dated August 2, 2019 and the prospectus supplement No. 2 dated November 5, 2019)

U.S.$2,000,000,000 Fixed to Floating Rate Senior Non Preferred Notes Due 2025

November 12, 2019

This Pricing Supplement should be read together with the accompanying product supplement dated May 22, 2019 ("Product Supplement"), and base prospectus dated
May 22, 2019 as supplemented by the prospectus supplement No. 1 dated August 2, 2019 and the prospectus supplement No. 2 dated November 5, 2019 (together, the
"Base Prospectus", and together with the Product Supplement, the "Base Documents") and the documents incorporated by reference therein. Terms used in this Pricing
Supplement are described or defined in the Base Documents. The Senior Non Preferred Notes will have terms described in the Base Documents, as supplemented by
this Pricing Supplement. If the terms described in this Pricing Supplement are different or inconsistent with those described in the Base Documents, the terms described
in this Pricing Supplement will supersede. Before you decide to invest we urge you to read this Pricing Supplement together with the Base Documents.

Issuer: BNP Paribas
FIXED RATE PROVISIONS
Expected Rating of the Senior Non Preferred Notes: Baa1/A-/A+/
Benchmark Yield: 1.719%.
A(High)*
Benchmark Note: U.S. Treasury 1.500% due October 31, 2024.
Principal Amount: $2,000,000,000.
Issue Yield: 2.819% per annum.
Issue Price: 100%.
Issue Spread to Pricing Benchmark: 1.100%.
Pricing Date: November 12, 2019.
Interest Payment Dates: Semi-annually, on November 19 and May 19 of each year,
Issue Date: November 19, 2019.
commencing on May 19, 2020, up to and including the Optional Redemption Date.
Maturity Date: November 19, 2025.
Calculation of Interest Period: The Interest Amount, if any, will be payable semi-
Final Redemption Amount: 100% of the Principal Amount of the Senior
annually in arrears on each Interest Payment Date. The first Interest Period will begin
Non Preferred Notes plus accrued interest thereon to the date of redemption.
on, and include the Issue Date and end on, but exclude, the first Interest Payment
Early Redemption Amount: Final Redemption Amount.
Date. Subsequent Interest Periods will begin on, and include, the most recent Interest
Issuer Call: The Issuer may redeem the Notes in whole at their Early
Payment Date and end on, but exclude, the next succeeding Interest Payment Date.
Redemption Amount on the Optional Redemption Date, on not less than 5
Business Day Convention: Following Business Day Convention.
nor more than 30 days' notice (subject to Condition 5(q) (Conditions to
Day Count Fraction: 30/360 (unadjusted).
redemption prior to the Maturity Date or substitution and variation of Senior
FLOATING RATE PROVISIONS
Non Preferred Notes) of the Base Prospectus).
Manner in which the Rate of Interest is to be determined: Screen Rate
Optional Redemption Date: November 19, 2024.
Determination
Optional Redemption for Taxation Reasons or upon MREL/TLAC
Margin: 1.111%
Disqualification Event: The Issuer may at any time redeem the Senior Non
Business Day Convention: Modified Following Business Day Convention
Preferred Notes in whole at their Early Redemption Amount, upon the
Day Count Fraction: Actual/360 (Adjusted)
occurrence of a Withholding Tax Event, Gross-Up Event or MREL/TLAC
Reference Rate: LIBOR
Disqualification Event (subject to Condition 5(q) (Conditions to redemption
Screen Rate Determination:
prior to the Maturity Date or substitution and variation of Senior Non
- Screen Page Reference Rate: 3-month USD LIBOR with fallback provisions in case
Preferred Notes)).
of discontinuation of 3-month USD LIBOR or a Benchmark Event has occurred in
Status: Senior Non Preferred (falling within the category of obligations
relation to the Reference Rate.
described in Articles L613-30-3-1-4 and R.613-28 of the French Monetary
- Relevant Screen Page: Reuters LIBOR01 Page
and Financial Code). See "Additional Information" below.
- Relevant Time: 11:00 am New York Time
Substitution and Variation of Senior Non Preferred Notes: Subject to
Reset Dates: Quarterly on Interest Payment Dates, with respect to the relevant
having given notice to the Fiscal and Paying Agent and the Noteholders, if a
Interest Period commencing on such Interest Payment Date.
MREL/TLAC Disqualification Event has occurred and is continuing, the
Interest Determination Date: Two London Business Days preceding the Reset Date
Issuer may, at its option, but subject to Condition 5(q) (Conditions to
with respect to the next succeeding floating rate Interest Period.
redemption prior to the Maturity Date or substitution and variation of Senior
Interest Payment Dates: Interest payable quarterly each November 19, February 19,
Non Preferred Notes), substitute all (but not some only) of the Senior Non
May 19 and August 19 in each year from (and including) the Interest Payment Date
Preferred Notes or vary the terms of all (but not some only) of the Senior
falling on or nearest to February 19, 2025 to (and including) the Maturity Date,
Non Preferred Notes without any requirement for the consent or approval of
subject to adjustment in accordance with the Business Day Convention set forth
the Noteholders, so that they become or remain Qualifying Notes.
above.
Waiver of Set-Off: No Noteholder may at any time exercise or claim (and
Regular Record Dates: With respect to each Interest Payment Date, the date that is
shall be deemed to have waived) any Waived Set-Off Rights against any
one Business Day prior to such Interest Payment Date, whether or not that Interest
right, claim, or liability the Issuer has or may have or acquire against such
Payment Date is a Business Day; provided that for an Interest Payment Date that is
Noteholder, directly or indirectly, howsoever arising.
also the Maturity Date, the interest payable on that Interest Payment Date will be
No Events of Default: The terms of the Notes do not include events of
payable to the person to whom the principal is payable.
default. However Noteholders may, upon written notice to the Fiscal and
Statutory Write-Down or Conversion: By its acquisition of the Senior Non
Paying Agent, cause the Notes to become due and payable, together with
Preferred Notes, each Noteholder (which includes any current or future holder of a
accrued interest thereon, as of the date on which said notice is received by
beneficial interest in the Notes) acknowledges, accepts, consents and agrees to be
the Fiscal and Paying Agent, in the event that an order is made or an
bound by the effect of the exercise of the Bail-In or Loss Absorption Power by a
effective decision is passed for the liquidation (liquidation amiable ou
Relevant Resolution Authority. The issuer is licensed as a credit institution in France
liquidation judiciaire) of the Issuer.
and as such subject to the resolution regime introduced by the EU Bank Recovery
Type of Notes: Fixed to Floating Rate.
and Resolution Directive 2014/59/EU of May, 15, 2014 (as amended from time to
Type of Security: Senior Non Preferred Notes.
time or such other directive as may come in effect in place thereof, including the EU
Rate of Interest: From and including the Issue Date to but excluding the
Directive 2019/879/EU of May 20, 2019). This regulation, among others, gives
Optional Redemption Date, the Notes will bear interest at a fixed rate of
resolution authorities, in case the Issuer is failing or likely to fail, the power to amend
2.819% per annum. From and including the Optional Redemption Date to the
the key terms of the Notes (including but not limited to the maturity date or the
Maturity Date, the Notes will bear interest at a floating rate of interest.
payment of interest), to write-down the claims of unsecured creditors of a failing

credit institution and to convert certain unsecured debt claims (including Notes) to
equity. In case of resolution of the Issuer, the claims under Notes could be reduced
(including to zero) or converted to equity.
Business Day: New York and TARGET2. TARGET2 refers to the Trans-European
Automated Real-Time Gross Settlement Express Transfer System.
Lead Manager: BNP Paribas Securities Corp.

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Senior Co-Lead Managers: Banca IMI S.p.A., BMO Capital Markets Corp., Nordea
Bank Abp, Nykredit Bank A/S and Scotia Capital (USA) Inc.
Co-Lead Managers: SMBC Nikko Securities America, Inc. and Wells Fargo
Securities, LLC.
Calculation Agent: BNP Paribas Securities Corp.
Denominations: $200,000 and integral multiples of U.S. $1,000 in excess thereof.
CUSIP: 144A: 09659W2J2; Reg S: 09659X2J0.
ISIN: 144A: US09659W2J22; Reg S: US09659X2J04.
Series: 4253.
*"Baa1" by Moody's Investors Service Ltd, "A-" by Standard and Poor's Ratings Group, "A+" by Fitch Ratings and "A(High)" by DBRS.
A rating (1) is subject to downward revision, suspension or withdrawal at any time by the assigning rating organization, (2) does not take into account market risk or
the performance-related risks of the investment, and (3) is not a recommendation to buy, sell or hold securities.
Certain Senior Co-Lead Managers and Co-Lead Managers may not be U.S. registered broker-dealers and therefore may not make sales of any Notes in the United
States or to U.S. persons except in compliance with applicable U.S. laws and regulations. To the extent that any such Senior Co-Lead Manager and Co-Lead Manager
intends to effect sales of the Senior Non Preferred Notes in the United States, it will do so only through one or more U.S. registered broker-dealers or otherwise as
permitted by applicable U.S. law.
In particular, Nordea Bank Abp's ability to engage in U.S. securities dealings is limited under the U.S. Bank Holding Company Act and it may not underwrite, offer or
sell securities that are offered or sold in the United States. Nordea Bank Abp will only underwrite, offer and sell the Notes that are part of its allotment solely outside
the United States.
________________________________________________

The Issuer has not been registered under the Investment Company Act of 1940, as amended, and the Senior Non Preferred Notes have not been,
and will not be, registered under the Securities Act of 1933, as amended (the "Securities Act"), or the state securities laws of any state of the United States or
the securities laws of any other jurisdiction and are being offered only to qualified institutional buyers ("QIBs"), within the meaning of Rule 144A, pursuant
to the registration exemption under Rule 144A and outside the United States to non-"U.S. persons" in "offshore transactions" (as such terms are defined in
Rule 902 under the Securities Act) pursuant to Regulation S under the Securities Act.

Neither the Securities and Exchange Commission (the "SEC") nor any state securities commission has approved or disapproved of the Senior
Non Preferred Notes or determined that this Pricing Supplement is truthful or complete. Any representation to the contrary is a criminal offense. Under no
circumstances shall this Pricing Supplement constitute an offer to sell or a solicitation of an offer to buy, nor shall there be any sale of these Notes, in any
jurisdiction in which such offer, solicitation or sale would be unlawful prior to qualification under the securities laws of any such jurisdiction.

The Senior Non Preferred Notes constitute unconditional liabilities of the Issuer. The Senior Non Preferred Notes are not insured or guaranteed
by the Federal Deposit Insurance Corporation or any other governmental agency or instrumentality.

It is expected that delivery of the Senior Non Preferred Notes will be delivered against payment therefor on or about November 19, 2019, which
will be the fifth business day following the date of pricing of the Senior Non Preferred Notes (such settlement cycle being referred to herein as "T+5").
Under Rule 15c6-1 under the 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 any such trade expressly agree otherwise. Accordingly, purchasers who wish to trade the Senior Non Preferred Notes more than
two business days prior to their date of delivery will be required, by virtue of the fact that the Senior Non Preferred Notes initially will settle in T+5, to
specify an alternate settlement cycle at the time of any such trade to prevent a failed settlement and should consult their own advisor.

The Senior Non Preferred Notes are not intended to be offered, sold or otherwise made available to and should not be offered, sold or otherwise
made available to any retail investor in the EEA. For these purposes, a retail investor means a person who is one (or more) of: (i) a retail client as defined in
point (11) of Article 4(1) of Directive 2014/65/EU (as amended, "MiFID II"); or (ii) a customer within the meaning of Directive (EU) 2016/97 (the "Insurance
Distribution Directive"), where that customer would not qualify as a professional client as defined in point (10) of Article 4(1) of MiFID II; or (iii) not a
qualified investor as defined in Regulation (EU) 2017/1129 (the "Prospectus Regulation"). Consequently, no key information document required by
Regulation (EU) No 1286/2014 (as amended, the "PRIIPs Regulation"), for offering or selling the Senior Non Preferred Notes or otherwise making them
available to retail investors in the EEA, has been or will be prepared and therefore offering or selling the Notes or otherwise making them available to any
retail investor in the European Economic Area may be unlawful under the PRIIPs Regulation.

MIFID II product governance / Professional investors and ECPs only target market Solely for the purposes of the manufacturer's product
approval process, the target market assessment in respect of the Senior Non Preferred Notes has led to the conclusion that: (i) the target market for the
Senior Non Preferred Notes is eligible counterparties and professional clients only, each as defined in MiFID II; and (ii) all channels for distribution of the
Senior Non Preferred Notes to eligible counterparties and professional clients are appropriate. Any person subsequently offering, selling or recommending
the Senior Non Preferred Notes (a "distributor") should take into consideration the manufacturer's target market assessment; however, a distributor
subject to MiFID II is responsible for undertaking its own target market assessment in respect of the Senior Non Preferred Notes (by either adopting or
refining the manufacturer's target market assessment) and determining appropriate distribution channels.

__________________________
BNP PARIBAS

ADDITIONAL INFORMATION

You should read this Pricing Supplement together with the Base Documents.

This Pricing Supplement, together with the Base Documents, contains the terms of the Senior Non
Preferred Notes and supersedes all prior or contemporaneous oral statements as well 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 carefully consider, among other things, the
matters set forth in "Risk Factors" in the Base Documents (including, in particular, the Risk Factors included under
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the heading "Risk Factors" in the Base Prospectus and the Risk Factors included under the heading "Risks Relating
to All Notes" in the Product Supplement).

An investment in the Senior Non Preferred Notes entails significant risks relating to the Senior Non
Preferred Notes not associated with similar investments in a conventional debt security, including those described
below. You should read the following information about these risks, together with the other information in this
Pricing Supplement, before investing in the Senior Non Preferred Notes. We urge you to consult your investment,
legal, tax, accounting and other advisors before you invest in the Senior Non Preferred Notes.

Status of the Senior Non Preferred Notes

The Notes will be Senior Non Preferred Obligations (as defined in the Base Prospectus) and are direct,
unconditional, unsecured and senior (chirographaires) obligations of the Issuer, and rank and will at all times rank
(a) senior to Eligible Creditors (as defined in the Base Prospectus) of the Issuer, Ordinarily Subordinated
Obligations (as defined in the Base Prospectus) and any other present or future claims otherwise ranking junior to
Senior Non Preferred Obligations; (b) pari passu among themselves and with other Senior Non Preferred
Obligations; and (c) junior to present and future claims benefiting from preferred exceptions including Senior
Preferred Obligations (as defined in the Base Prospectus). Subject to applicable law, in the event of the voluntary or
judicial liquidation (liquidation amiable ou liquidation judiciaire) of the Issuer, bankruptcy proceedings or any other
similar proceedings affecting the Issuer, the rights of Noteholders to payment under the Senior Non Preferred Notes
rank (a) junior to Senior Preferred Obligations; and (b) senior to any Eligible Creditors of the Issuer, Ordinarily
Subordinated Obligations and any other present or future claims otherwise ranking junior to Senior Non Preferred
Obligations.
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