Bond Santander Consumer Credit 0% ( XS0651159484 ) in EUR

Santander Consumer Credit

100 % ▼

Spain

XS0651159484 ( in EUR )

28/09/2016 - Bond has expired

Prospectus brochure of the bond Santander Consumer Finance XS0651159484 in EUR 0%, expired

50 000 EUR

414 000 000 EUR

Santander Consumer Finance is a European consumer finance company providing lending and related financial services, including auto loans, personal loans, and credit cards, primarily operating in the UK, Germany, and Poland, and a subsidiary of Banco Santander.

The Bond issued by Santander Consumer Credit ( Spain ) , in EUR, with the ISIN code XS0651159484, pays a coupon of 0% per year.
The coupons are paid 1 time per year and the Bond maturity is 28/09/2016

BASE PROSPECTUS

SANTANDER CONSUMER FINANCE, S.A.
(Incorporated with limited liability in the Kingdom of Spain)
5,000,000,000
EURO MEDIUM TERM NOTE PROGRAMME
___________________________________
This base prospectus (this "Base Prospectus") has been approved by the Luxembourg Commission de
Surveillance du Secteur Financier (the "CSSF"), which is the Luxembourg competent authority for the
purpose of Directive 2003/71/EC (the "Prospectus Directive") and relevant implementing measures in
Luxembourg, as a base prospectus in accordance with Article 5.4 of the Prospectus Directive and relevant
implementing measures in Luxembourg for the purpose of giving information with regard to the issue of notes
("Notes") issued under the Euro Medium Term Note Programme (the "Programme") described in this Base
Prospectus during the period of twelve months after the date hereof. Applications have been made to the
Luxembourg Stock Exchange to admit Notes issued under the Programme during the period of twelve months
after the date hereof to listing on the official list and to trading on the Regulated Market of the Luxembourg
Stock Exchange (Bourse de Luxembourg) which is a regulated market for the purposes of Directive
2004/39/EC (the "Markets in Financial Instruments Directive"). The Programme also permits Notes to be
issued on the basis that they will not be admitted to listing, trading and/or quotation by any competent
authority, stock exchange and/or quotation system or to be admitted to listing, trading and/or quotation by
such other or further competent authorities, stock exchanges and/or quotation systems as may be agreed with
the Issuer.
There are certain risks related to any issue of Notes under the Programme, which investors should ensure they
fully understand (see "Risk Factors" on pages 13 to 28 of this Base Prospectus).
Potential purchasers should note the statements on pages 170 to 179 regarding the tax treatment in Spain of
income obtained in respect of the Notes and the disclosure requirements imposed by Law 13/1985 of 25 May
1985 ("Law 13/1985"), as amended, on the Issuer relating to the identity and country of residence of
Noteholders. In particular, payments on the Notes may be subject to Spanish withholding tax if certain
information regarding Noteholders is not received by the Issuer in a timely manner.
Arranger
Morgan Stanley
Dealers
Barclays Capital
BNP PARIBAS
BofA Merrill Lynch
Citi
Commerzbank
Credit Suisse
Danske Bank
Deutsche Bank
Goldman Sachs International
HSBC
J.P. Morgan
Morgan Stanley
Nomura
Santander Global Banking & Markets
SEB
Société Générale Corporate & Investment Banking
The Royal Bank of Scotland
UBS Investment Bank
The date of this Base Prospectus is 26 November 2010

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TABLE OF CONTENTS
IMPORTANT NOTICES ......................................................................................... 3
GENERAL DESCRIPTION OF THE PROGRAMME ...................................................... 6
SUMMARY ........................................................................................................ 7
RISK FACTORS ................................................................................................. 13
INFORMATION INCORPORATED BY REFERENCE .................................................. 29
FINAL TERMS AND DRAWDOWN PROSPECTUSES ................................................ 32
FORMS OF THE NOTES ..................................................................................... 33
USE OF PROCEEDS ........................................................................................... 37
TERMS AND CONDITIONS OF THE NOTES ........................................................... 38
FORM OF FINAL TERMS ................................................................................... 118
SUMMARY OF PROVISIONS RELATING TO THE NOTES WHILE IN GLOBAL FORM .... 140
DESCRIPTION OF THE ISSUER ........................................................................... 144
TAXATION ..................................................................................................... 170
SUBSCRIPTION AND SALE ................................................................................ 183
GENERAL INFORMATION ................................................................................. 187

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IMPORTANT NOTICES
Santander Consumer Finance, S.A. (the "Issuer") accepts responsibility for the information
contained in this Base Prospectus and declares that, having taken all reasonable care to ensure that
such is the case, the information contained in this Base Prospectus is, to the best of its knowledge, in
accordance with the facts and contains no omission likely to affect its import.
Each Tranche (as defined herein) of Notes will be issued on the terms set out herein under "Terms
and Conditions of the Notes" (the "Conditions") as amended and/or supplemented by a document
specific to such Tranche called final terms (the "Final Terms") or in a separate prospectus specific
to such Tranche (the "Drawdown Prospectus") as described under "Final Terms and Drawdown
Prospectuses" below. In the case of a Tranche of Notes which is the subject of a Drawdown
Prospectus, each reference in this Base Prospectus to information being specified or identified in the
relevant Final Terms shall be read and construed as a reference to such information being specified
or identified in the relevant Drawdown Prospectus unless the context requires otherwise. This Base
Prospectus must be read and construed together with any supplements hereto and with any
information incorporated by reference herein and, in relation to any Tranche of Notes which is the
subject of Final Terms, must be read and construed together with the relevant Final Terms.
The Issuer has confirmed to the Dealers named under "Subscription and Sale" below that this Base
Prospectus contains all information which is (in the context of the Programme and the issue, offering
and sale of the Notes) material; that such information is true and accurate in all material respects and
is not misleading in any material respect; that any opinions, predictions or intentions expressed
herein are honestly held or made and are not misleading in any material respect; that this Base
Prospectus does not omit to state any material fact necessary to make such information, opinions,
predictions or intentions (in the context of the Programme and the issue, offering and sale of the
Notes) not misleading in any material respect; and that all proper enquiries have been made to verify
the foregoing.
No person has been authorised to give any information or to make any representation regarding the
Issuer and the companies whose accounts are consolidated with those of the Issuer (together, the
"Consumer Group") or the Notes not contained in or consistent with this Base Prospectus or any
other document entered into in relation to the Programme or any information supplied by the Issuer
or such other information as is in the public domain and, if given or made, such information or
representation should not be relied upon as having been authorised by the Issuer or any Dealer.
Neither the Dealers nor any of their respective affiliates have authorised the whole or any part of
this Base Prospectus and none of them makes any representation or warranty or accepts any
responsibility as to the accuracy or completeness of the information contained in this Base
Prospectus or any supplement hereto, or any Final Terms or any document incorporated herein by
reference. Neither the delivery of this Base Prospectus or any Final Terms or Drawdown
Prospectus, as the case may be, nor the offering, sale or delivery of any Note shall, in any
circumstances, create any implication that the information contained in this Base Prospectus is true
subsequent to the date hereof or the date upon which this Base Prospectus has been most recently
amended or supplemented or that there has been no adverse change, or any event reasonably likely

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to involve any adverse change, in the prospects or financial or trading position of the Issuer since
the date thereof or, if later, the date upon which this Base Prospectus has been most recently
amended or supplemented or that any other information supplied in connection with the Programme
is correct at any time subsequent to the date on which it is supplied or, if different, the date
indicated in the document containing the same.
The distribution of this Base Prospectus and any Final Terms or Drawdown Prospectus, as the case
may be, and the offering, sale and delivery of the Notes in certain jurisdictions may be restricted by
law. Persons into whose possession this Base Prospectus or any Final Terms or Drawdown
Prospectus, as the case may be, comes are required by the Issuer and the Dealers to inform
themselves about and to observe any such restrictions. For a description of certain restrictions on
offers, sales and deliveries of Notes and on the distribution of this Base Prospectus or any Final
Terms or Drawdown Prospectus, as the case may be, and other offering material relating to the
Notes, see "Subscription and Sale". In particular, Notes have not been and will not be registered
under the United States Securities Act of 1933 (as amended) (the "Securities Act") and are subject
to U.S. tax law requirements. Subject to certain exceptions, Notes may not be offered, sold or
delivered within the United States or to U.S. persons.
Neither this Base Prospectus nor any Final Terms or Drawdown Prospectus, as the case may be,
constitutes an offer or an invitation to subscribe for or purchase any Notes and should not be
considered as a recommendation by the Issuer or any Dealer that any recipient of this Base
Prospectus or any Final Terms or Drawdown Prospectus, as the case may be, should subscribe for
or purchase any Notes. Each recipient of this Base Prospectus or any Final Terms or Drawdown
Prospectus, as the case may be, shall be taken to have made its own investigation and appraisal of
the condition (financial or otherwise) of the Issuer.
The maximum aggregate principal amount of Notes outstanding at any one time under the
Programme will not exceed 5,000,000,000 (and for this purpose, any Notes denominated in
another currency shall be translated into euros at the date of the agreement to issue such Notes
(calculated in accordance with the provisions of the Dealer Agreement). The maximum aggregate
principal amount of Notes which may be outstanding at any one time under the Programme may be
increased from time to time, subject to compliance with the relevant provisions of the Dealer
Agreement as defined under "Subscription and Sale".
Certain figures included in this Base Prospectus have been subject to rounding adjustments;
accordingly, figures shown for the same category presented in different tables may vary slightly and
figures shown as totals in certain tables may not be an arithmetic aggregation of the figures which
precede them.
This Base Prospectus has been prepared on the basis that, except to the extent sub-paragraph (ii)
below may apply, any offer of Notes in any Member State of the European Economic Area which
has implemented the Prospectus Directive (2003/71/EC) (each, a "Relevant Member State") will
be made pursuant to an exemption under the Prospectus Directive, as implemented in that Relevant
Member State, from the requirement to publish a prospectus for offers of Notes. Accordingly any
person making or intending to make an offer in that Relevant Member State of Notes which are the
subject of an offering contemplated in this Base Prospectus as completed by Final Terms or a

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Drawdown Prospectus in relation to the offer of those Notes may only do so (i) in circumstances in
which no obligation arises for the Issuer or any Dealer to publish a prospectus pursuant to Article 3
of the Prospectus Directive or supplement a prospectus pursuant to Article 16 of the Prospectus
Directive, in each case, in relation to such offer, or (ii) if a prospectus for such offer has been
approved by the competent authority in that Relevant Member State or, where appropriate, approved
in another Relevant Member State and notified to the competent authority in that Relevant Member
State and (in either case) published, all in accordance with the Prospectus Directive, provided that
any such prospectus has subsequently been completed by Final Terms or is a Drawdown Prospectus
which specifies that offers may be made other than pursuant to Article 3(2) of the Prospectus
Directive in that Relevant Member State and such offer is made in the period beginning and ending
on the dates specified for such purpose in such prospectus or final terms or drawdown prospectus, as
applicable. Except to the extent sub-paragraph (ii) above may apply, neither the Issuer nor any
Dealer have authorised, nor do they authorise, the making of any offer of Notes in circumstances in
which an obligation arises for the Issuer or any Dealer to publish or supplement a prospectus for
such offer.
In connection with the issue of any Tranche of Notes, 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 Notes or effect transactions with a view to supporting
the market price of the Notes at a level higher than that which might otherwise prevail.
However, there is no assurance that the Stabilising Manager(s) (or persons acting on behalf of
a Stabilising Manager) will undertake stabilisation action. Any stabilisation action may begin
on or after the date on which adequate public disclosure of the terms of the offer of the
relevant Tranche of Notes 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 Notes and 60
days after the date of the allotment of the relevant Tranche of Notes. Any stabilisation action
or over-allotment must be conducted by the relevant Stabilising Manager(s) (or person(s)
acting on behalf of any Stabilising Manager(s)) in accordance with all applicable laws and
rules.
For the avoidance of doubt, uniform resource locators ("URLs") given in respect of web-site
addresses in the Base Prospectus are inactive textual references only and it is not intended to
incorporate the contents of any such web sites into this Base Prospectus nor should the contents of
such web sites be deemed to be incorporated into this Base Prospectus.
All references in this Base Prospectus to "U.S. $" or to "U.S. Dollars" are to United States dollars,
references to "Sterling" are to pounds sterling and references to "euro" and "" are to the single
currency of participating Member States of the European Union.

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GENERAL DESCRIPTION OF THE PROGRAMME
The programme is a 5,000,000,000 Medium Term Note Programme under which the Issuer may
from time to time issue Notes in accordance with and subject to all applicable laws and regulations
and denominated in any currency, subject as set out herein. The applicable terms of any Notes will
be agreed between the Issuer and the relevant Dealer prior to the issue of the Notes and will be
endorsed on that Note, and will consist of the terms and conditions set out under "Terms and
Conditions of the Notes" below and the provisions of the relevant Final Terms which supplement,
amend and/or replace those terms and conditions, as more fully described under "Form of the Notes"
below.

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SUMMARY
The following constitutes the summary (the "Summary") of the essential characteristics and risks associated with the
Issuer and the Notes to be issued under the Programme. This Summary should be read as an introduction to this
Base Prospectus and any decision to invest in the Notes should be based on a consideration of the Base Prospectus
as a whole, including any information incorporated by reference, any supplement and the relevant Final Terms.
Following the implementation of the Prospectus Directive (Directive 2003/71/EC) in each Member State of the
European Economic Area, no civil liability will attach to the Responsible Persons in any such Member State solely
on the basis of this summary, including any translation thereof, unless it is misleading, inaccurate or inconsistent
when read together with the other parts of this Base Prospectus, including any information incorporated by
reference, any supplement and the relevant Final Terms. Where a claim relating to the information contained in this
Base Prospectus is brought before a court in a Member State of the European Economic Area, the plaintiff may,
under the national legislation of the Member States, be required to bear the costs of translating the Base Prospectus
before the legal proceedings are initiated.
Words and expressions defined in the "Terms and Conditions of the Notes" below or elsewhere in this Base
Prospectus have the same meanings in this summary.
Issuer:
Santander Consumer Finance, S.A.
Risk Factors:
Investing in Notes issued under the Programme involves certain
risks. The principal risk factors that may affect the abilities of
the Issuer to fulfil its obligations under the Notes are discussed
under "Risk Factors" below.
Arranger:
Morgan Stanley & Co. International plc.
Dealers:
Banco Santander, S.A., Barclays Bank PLC, BNP Paribas,
Citigroup
Global
Markets
Limited,
Commerzbank
Aktiengesellschaft, Credit Suisse Securities (Europe) Limited,
Danske Bank A/S, Deutsche Bank AG, London Branch,
Goldman Sachs International, HSBC Bank plc, J.P. Morgan
Securities Ltd., Merrill Lynch International, Morgan Stanley &
Co. International plc, Nomura International plc, Skandinaviska
Enskilda Banken AB (publ), Société Générale, The Royal Bank
of Scotland plc, UBS Limited and any other Dealer appointed
from time to time by the Issuer either generally in respect of the
Programme or in relation to a particular Tranche of Notes.
Issue and Paying Agent:
Citibank, N.A., London Branch
Luxembourg Listing Agent
Dexia Banque Internationale à Luxenbourg, société anonyme.
and Paying Agent:
Final Terms or Drawdown
Notes issued under the Programme may be issued either (1)

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Prospectus:
pursuant to this Base Prospectus and associated Final Terms or
(2) pursuant to a Drawdown Prospectus. The terms and
conditions applicable to any particular Tranche of Notes will be
the Terms and Conditions of the Notes as supplemented,
amended and/or replaced to the extent described in the relevant
Final Terms or, as the case may be the relevant Drawdown
Prospectus.
Listing and Admission to Trading:
Applications have been made to the Luxembourg Stock Exchange
to admit Notes issued under the Programme during the period of
twelve months after the date hereof to listing on the official list
and to trading on the Regulated Market of the Luxembourg Stock
Exchange. The Programme also permits Notes to be issued on the
basis that they will not be admitted to listing, trading and/or
quotation by any competent authority, stock exchange and/or
quotation system or to be admitted to listing, trading and/or
quotation by such other or further competent authorities, stock
exchanges and/or quotation systems (each, a "Stock Exchange")
(as may be agreed between the Issuer and the relevant Dealer or
Dealers and specified in the relevant Final Terms). Under
Spanish law, unlisted Notes are subject to a different tax regime
than that applicable to listed Notes and, if issued under the
Programme, such Notes will be the subject of a supplement to the
Base Prospectus.
Clearing Systems:
Euroclear Bank S.A./N.V. ("Euroclear") and/or Clearstream
Banking, société anonyme ("Clearstream, Luxembourg",
together with Euroclear, the "ICSDs") and/or, in relation to any
Tranche of Notes, any other clearing system as may be specified
in the relevant Final Terms.
Initial Programme Amount:
Up to 5,000,000,000 (or its equivalent in other currencies)
aggregate principal amount of Notes outstanding at any one time.
Issuance in Series:
Notes will be issued in series (each a "Series"). Each Series may
comprise one or more tranches (each a "Tranche") issued on
different issue dates. The Notes of each Series will all be subject
to identical terms, except that the issue date and the amount of
the first payment of interest may be different in respect of
different Tranches. The Notes of each Tranche will all be
subject to identical terms in all respects save that a Tranche may
comprise Notes of different denominations.
Forms of Notes:
Notes may be issued in bearer form. Each Tranche of Notes will
initially be in the form of either a Temporary Global Note or a

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Permanent Global Note, in each case as specified in the relevant
Final Terms. Each Global Note which is not intended to be
issued in new global note form (a "Classic Global Note" or
"CGN"), as specified in the relevant Final Terms, will be
deposited on or around the relevant issue date with a depositary
or a common depositary for Euroclear and/or Clearstream,
Luxembourg and/or any other relevant clearing system and each
Global Note which is intended to be issued in new global note
form (a "New Global Note" or "NGN"), as specified in the
relevant Final Terms, will be deposited on or around the relevant
issue date with a common safekeeper for Euroclear and/or
Clearstream, Luxembourg. Each Temporary Global Note will be
exchangeable for a Permanent Global Note or, if so specified in
the relevant Final Terms, for Definitive Notes. If the TEFRA D
Rules are specified in the relevant Final Terms as applicable,
certification as to non-U.S. beneficial ownership will be a
condition precedent to any exchange of an interest in a
Temporary Global Note or receipt of any payment of interest in
respect of a Temporary Global Note. Each Permanent Global
Note will be exchangeable for Definitive Notes in accordance
with its terms. Definitive Notes will, if interest-bearing, have
Coupons attached and, if appropriate, a Talon for further
Coupons.
Currencies:
Notes may be denominated in any currency or currencies, subject
to compliance with all applicable legal and/or regulatory and/or
central bank requirements. Payments in respect of Notes may,
subject to such compliance, be made in and/or linked to, any
currency or currencies other than the currency in which such
Notes are denominated.
Status of the Notes:
Notes may be issued on a subordinated or unsubordinated basis,
as specified in the relevant Final Terms.
Issue Price:
Notes may be issued at any price and either on a fully or partly
paid basis, as specified in the relevant Final Terms. The price
and amount of Notes to be issued under the Programme will be
determined by the Issuer and the relevant Dealer(s) at the time of
issue in accordance with prevailing market conditions.
Maturities:
Any maturity, subject, in relation to specific currencies, to
compliance with all applicable legal and/or regulatory and/or
central bank requirements.
Subordinated Notes qualifying as regulatory capital (recursos

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propios) in accordance with Banco de España requirements will
have a maturity of not less than five years or, in the case of any
Note that has been issued pursuant to the requirements of Bank of
Spain Circular 3/2008 of 22 May (Circular 3/2008, de 22 de
mayo, del Banco de España) for Subordinated Notes having a
maturity of not less than two years ("Short Term Subordinated
Notes"), two years from their date of issue or as otherwise
permitted by Banco de España.
Redemption:
Notes may be redeemable at par or at such other Redemption
Amount (detailed in a formula, index or otherwise) as may be
specified in the relevant Final Terms subject to compliance with
all applicable legal and/or regulatory requirements. Notes may
also be redeemable in two or more instalments on such dates and
in such manner as may be specified in the relevant Final Terms.
Optional Redemption:
Notes may be redeemed before their stated maturity at the option
of the Issuer (either in whole or in part) and/or the Noteholders
to the extent (if at all) specified in the relevant Final Terms.

Any early redemption of Subordinated Notes (other than Short
Term Subordinated Notes) qualifying as regulatory capital
(recursos propios) is subject to the prior consent of Banco de
España and may not take place within a period of five years from
their date of issue or as otherwise permitted by Banco de España
and they may not be redeemed at the option of the Noteholder
prior to their stated maturity. Short Term Subordinated Notes
may not be redeemed until two years after the issue date (or
otherwise as permitted by applicable law) and such redemption is
subject to the prior consent of the Banco de España.
Subordinated Notes may not be redeemed at the option of the
Noteholder prior to their stated maturity.
Tax Redemption:
Except as described in "Optional Redemption" above, early
redemption will only be permitted for tax reasons as described in
Condition 7.02 (Redemption and Purchase -- Early Redemption
for Taxation Reasons).
Interest:
Interest may accrue at a fixed rate or a floating rate or other
variable rate or be index-linked and the method of calculating
interest may vary between the issue date and the maturity date of
the relevant Series.
Denominations:
No Notes may be issued under the Programme which (a) have a

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