Obbligazione Deutsch Bank AG 2.85% ( US25152R5D13 ) in USD

Deutsch Bank AG

100 USD ▲

Germania

US25152R5D13 ( in USD )

2.85% per anno ( pagato 2 volte l'anno)

09/05/2019 - Obbligazione è scaduto

Prospetto opuscolo dell'obbligazione Deutsche Bank AG US25152R5D13 in USD 2.85%, scaduta

1 000 USD

1 600 000 000 USD

25152R5D1

N/A

Deutsche Bank AG è una delle maggiori banche tedesche, attiva a livello globale nei servizi finanziari, tra cui la gestione patrimoniale, l'investment banking e il credito commerciale.

L'obbligazione Deutsche Bank AG (ISIN: US25152R5D13, CUSIP: 25152R5D1), emessa in Germania per un ammontare totale di 1.600.000.000 USD, con cedola del 2,85% e scadenza il 09/05/2019, è stata rimborsata al 100% in USD, con taglio minimo di 1.000 USD e frequenza di pagamento semestrale.

424B2 1 dp65666_424b2-ps2688.htm FORM 424B2

Pricing Supplement No. 2688
Re gist ra t ion St a t e m e nt N o. 3 3 3 -2 0 6 0 1 3
To prospectus supplement dated July 31, 2015 and
Rule 4 2 4 (b)(2 )
prospectus dated April 27, 2016

De ut sc he Ba nk AG
$ 1 ,6 0 0 ,0 0 0 ,0 0 0 3 Y e a r 2 .8 5 % Fix e d Ra t e N ot e s due M a y 1 0 , 2 0 1 9
Ge ne ra l
· The 3 Year 2.85% Fixed Rate Notes due May 10, 2019 (the "notes") pay interest semi-annually in arrears at a rate of
2.85% per annum. The notes are designed for investors who seek semi-annual 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 10, 2019
· Minimum denominations of $1,000 (the "Principal Amount") and integral multiples thereof
· The notes priced on May 9, 2016 (the "Trade Date ") and are expected to settle on May 12, 2016 (the "Settlement
Da t e "). Delivery of the notes in book-entry form only will be made through The Depository Trust Company ("DT C").

K e y T e rm s
Issuer:
Deutsche Bank AG
Issue Price:
99.997%
Interest Rate:
2.85% per annum, payable on a semi-annual basis in arrears on each Interest Payment Date, based
on an unadjusted 30/360 day count convention.
Interest Payment Dates:
May 10 and November 10 of each year, commencing on November 10, 2016 and ending on the
Maturity Date. If any scheduled Interest Payment Date is not a Business Day (as defined below), the
interest will be paid on the first following day that is a Business Day. Notwithstanding the foregoing,
such interest will be paid with the full force and effect as if made on such scheduled Interest Payment
Date, and no adjustment will be made to the amount of interest to be paid.
Trade Date:
May 9, 2016
Settlement Date:
May 12, 2016
Maturity Date:
May 10, 2019
Listing:
The notes will not be listed on any securities exchange.
CUSIP / ISIN:
25152R5D1 / US25152R5D13

I nve st ing in t he not e s involve s a num be r of risk s. Se e "Risk Fa c t ors " be ginning on pa ge PS-5 of t he
a c c om pa nying prospe c t us supple m e nt a nd pa ge 1 3 of t he a c c om pa nying prospe c t us a nd "Se le c t e d Risk
Conside ra t ions" be ginning on pa ge PS-5 of t his pric ing supple m e nt .

By a c quiring t he not e s, you w ill be bound by a nd de e m e d irre voc a bly t o c onse nt t o t he im posit ion of a ny
Re solut ion M e a sure (a s de fine d be low ) by t he c om pe t e nt re solut ion a ut horit y , w hic h m a y inc lude t he w rit e
dow n of a ll , or a port ion, of a ny pa ym e nt on t he not e s or t he c onve rsion of t he not e s int o ordina ry sha re s or
ot he r inst rum e nt s of ow ne rship. I n a Ge rm a n insolve nc y proc e e ding or in t he e ve nt of t he im posit ion of
Re solut ion M e a sure s w it h re spe c t t o t he I ssue r , c e rt a in spe c ific a lly de fine d se nior unse c ure d de bt
inst rum e nt s , inc luding t he not e s, w ould ra nk junior t o , w it hout c onst it ut ing subordina t e d de bt , a ll ot he r
out st a nding unse c ure d unsubordina t e d obliga t ions of t he I ssue r , inc luding som e of t he ot he r se nior de bt
se c urit ie s issue d unde r t he prospe c t us , a nd w ould be sa t isfie d only if a ll suc h ot he r se nior unse c ure d
obliga t ions of t he I ssue r ha ve be e n pa id in full . I f a ny Re solut ion M e a sure be c om e s a pplic a ble t o us, you
m a y lose som e or a ll of your inve st m e nt in t he not e s. Ple a se se e "Re solut ion M e a sure s a nd De e m e d
Agre e m e nt " on pa ge PS-2 of t his pric ing supple m e nt for m ore inform a t ion.

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 or prospectus.
Any representation to the contrary is a criminal offense.

Pric e t o
Disc ount s a nd
Proc e e ds
http://www.sec.gov/Archives/edgar/data/1159508/000095010316013313/dp65666_424b2-ps2688.htm[5/11/2016 5:15:22 PM]

Public
Com m issions(1)
t o U s
Pe r N ot e
99.997%
0.175%
99.822%
T ot a l
$1,599,952,000
$2,800,000
$1,597,152,000
(1) For more detailed information about discounts and commissions, please see "Supplemental Plan of Distribution (Conflicts of
Interest)" in this pricing supplement.

Deutsche Bank Securities Inc. ("DBSI "), an agent for this offering, is our affiliate. For more information, see "Supplemental Plan of
Distribution (Conflicts of Interest)" in this pricing supplement.

The notes are not deposits or savings accounts and are not insured or guaranteed by the Federal Deposit Insurance Corporation
or any other U.S. or foreign governmental agency or instrumentality.

De ut sc he Ba nk Se c urit ie s

May 9, 2016

RESOLU T I ON M EASU RES AN D DEEM ED AGREEM EN T

On May 15, 2014, the European Parliament and the Council of the European Union adopted a directive establishing a framework
for the recovery and resolution of credit institutions and investment firms (commonly referred to as the "Ba nk Re c ove ry a nd
Re solut ion Dire c t ive "). The Bank Recovery and Resolution Directive required each member state of the European Union to
adopt and publish by December 31, 2014 the laws, regulations and administrative provisions necessary to comply with the Bank
Recovery and Resolution Directive. Germany adopted the Recovery and Resolution Act (Sanierungs- und Abwicklungsgesetz, or
the "Re solut ion Ac t "), which became effective on January 1, 2015. The Bank Recovery and Resolution Directive and the
Resolution Act provided national resolution authorities with a set of resolution powers to intervene in the event that a bank is failing
or likely to fail and certain other conditions are met. From January 1, 2016, the power to initiate resolution measures applicable to
significant banking groups (such as Deutsche Bank Group) in the European Banking Union has been transferred to the European
Single Resolution Board which, based on the European Union regulation establishing uniform rules and a uniform procedure for the
resolution of credit institutions and certain investment firms in the framework of a Single Resolution Mechanism and a Single
Resolution Fund (the "SRM Re gula t ion"), works in close cooperation with the European Central Bank, the European
Commission and the national resolution authorities. Pursuant to the SRM Regulation, the Resolution Act and other applicable rules
and regulations, the notes may be subject to any Resolution Measure by the competent resolution authority if we become, or are
deemed by the competent supervisory authority to have become, "non-viable" (as defined under the then applicable law) and are
unable to continue our regulated banking activities without a Resolution Measure becoming applicable to us. By acquiring the
notes, you will be bound by and deemed irrevocably to consent to the provisions set forth in the accompanying prospectus, which
we have summarized below.

Pursuant to the German law on the mechanism for the resolution of banks of November 2, 2015 (Abwicklungsmechanismusgesetz,
or the "Re solut ion M e c ha nism Ac t "), in a German insolvency proceeding or in the event of the imposition of Resolution
Measures with respect to the Issuer, certain specifically defined senior unsecured debt instruments, including the notes, would rank
junior to, without constituting subordinated debt, all other outstanding unsecured unsubordinated obligations of the Issuer and would
be satisfied only if all such other senior unsecured obligations of the Issuer have been paid in full. T he Re solut ion M e c ha nism
Ac t c ould le a d t o inc re a se d losse s for t he holde rs of t he not e s if insolve nc y proc e e dings w e re init ia t e d or
Re solut ion M e a sure s im pose d upon t he I ssue r . See "Selected Risk Considerations" in this pricing supplement and "Risk
Factors" in the accompanying prospectus for more information.

By acquiring the notes, you will be bound by and deemed irrevocably to consent to the imposition of any Resolution Measure by
the competent resolution authority. Under the relevant resolution laws and regulations as applicable to us from time to time, the
notes may be subject to the powers exercised by the competent resolution authority to: (i) write down, including to zero, any
payment on the notes; (ii) convert the notes into ordinary shares of (a) the Issuer, (b) any group entity or (c) any bridge bank or
other instruments of ownership of such entities qualifying as common equity tier 1 capital; and/or (iii) apply any other resolution
measure including, but not limited to, any transfer of the notes to another entity, the amendment, modification or variation of the
terms and conditions of the notes or the cancellation of the notes. We refer to each of these measures as a "Re solut ion
M e a sure ." A "group entity" refers to an entity that is included in the corporate group subject to a Resolution Measure. A "bridge
bank" refers to a newly chartered German bank that would receive some or all of our assets, liabilities and material contracts,
including those attributable to our branches and subsidiaries, in a resolution proceeding.
http://www.sec.gov/Archives/edgar/data/1159508/000095010316013313/dp65666_424b2-ps2688.htm[5/11/2016 5:15:22 PM]

Furthermore, by acquiring the notes, you:

·
are deemed irrevocably to have agreed, and you will agree: (i) to be bound by, to acknowledge and to accept any Resolution
Measure and any amendment, modification or variation of the terms and conditions of the notes to give effect to any
Resolution Measure; (ii) that you will have no claim or other right against us arising out of any Resolution Measure; and (iii)
that the imposition of any Resolution Measure will not constitute a default or an event of default under the notes, under the
senior indenture dated November 22, 2006 among us, Law Debenture Trust Company of New York, as trustee, and Deutsche
Bank Trust Company Americas, as issuing agent, paying agent, authenticating agent and registrar, as amended and
supplemented from time to time (the "I nde nt ure "), or for the purposes of, but only to the fullest extent permitted by, the
Trust Indenture Act of 1939, as amended (the "T rust I nde nt ure Ac t ");

·
waive, to the fullest extent permitted by the Trust Indenture Act and applicable law, any and all claims against the trustee and
the paying agent, the issuing agent and the registrar (each, an "inde nt ure a ge nt ") for, agree not to initiate a suit against
the trustee or the indenture agents in respect of, and agree that the trustee and the indenture agents will not be liable for,
any action that the trustee or the indenture agents take, or abstain from taking, in either case in accordance with the
imposition of a Resolution Measure by the competent resolution authority with respect to the notes; and

·
will be deemed irrevocably to have: (i) consented to the imposition of any Resolution Measure as it may be imposed without
any prior notice by the competent resolution authority of its decision to exercise such power with respect to the notes; (ii)
authorized, directed and requested DTC and any direct participant in DTC or other intermediary through which

PS-2

you hold such notes to take any and all necessary action, if required, to implement the imposition of any Resolution Measure
with respect to the notes as it may be imposed, without any further action or direction on your part or on the part of the
trustee or the indenture agents; and (iii) acknowledged and accepted that the Resolution Measure provisions described herein
and in the "Resolution Measures" section of the accompanying prospectus are exhaustive on the matters described herein
and therein to the exclusion of any other agreements, arrangements or understandings between you and the Issuer relating to
the terms and conditions of the notes.

This is only a summary, for more information please see the accompanying prospectus dated April 27, 2016, including the risk
factors beginning on page 13 of such prospectus.

PS-3

SU M M ARY

You should read this pricing supplement together with the prospectus supplement dated July 31, 2015 relating to our Series A
global notes of which these notes are a part and the prospectus dated April 27, 2016. When you read the accompanying
prospectus supplement, please note that all references in the prospectus supplement to the prospectus dated July 31, 2015, or to
any sections therein, should refer instead to the accompanying prospectus dated April 27, 2016 or to the corresponding sections of
such prospectus, as applicable, unless otherwise specified or the context otherwise requires. You may access these documents on
the website of the Securities and Exchange Commission (the "SEC") at.www.sec.gov as follows (or, if such address has changed,
by reviewing our filings for the relevant date on the SEC website):

· Prospectus supplement dated July 31, 2015:
http://www.sec.gov/Archives/edgar/data/1159508/000095010315006048/crt-dp58161_424b2.pdf

· Prospectus dated April 27, 2016:
http://www.sec.gov/Archives/edgar/data/1159508/000119312516559607/d181910d424b21.pdf

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

http://www.sec.gov/Archives/edgar/data/1159508/000095010316013313/dp65666_424b2-ps2688.htm[5/11/2016 5:15:22 PM]

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 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 this pricing supplement and 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. ("FI N RA") 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 sell or a solicitation of an offer to buy the notes under any circumstances in which such offer or solicitation is
unlawful.

We a re offe ring t o se ll , a nd a re se e k ing offe rs t o buy , t he not e s only in jurisdic t ions w he re suc h offe rs a nd
sa le s a re pe rm it t e d . N e it he r t he de live ry of t his pric ing supple m e nt nor t he a c c om pa nying prospe c t us
supple m e nt or prospe c t us nor a ny sa le m a de he re unde r im plie s t ha t t he re ha s be e n no c ha nge in our
a ffa irs or t ha t t he inform a t ion in t his pric ing supple m e nt a nd a c c om pa nying prospe c t us supple m e nt a nd
prospe c t us is c orre c t a s of a ny da t e a ft e r t he da t e he re of.

Y ou m ust (i) c om ply w it h a ll a pplic a ble la w s a nd re gula t ions in forc e in a ny jurisdic t ion in c onne c t ion w it h
t he posse ssion or dist ribut ion of t his pric ing supple m e nt a nd t he a c c om pa nying prospe c t us supple m e nt
a nd prospe c t us a nd t he purc ha se , offe r or sa le of t he not e s a nd (ii) obt a in a ny c onse nt , a pprova l or
pe rm ission re quire d t o be obt a ine d by you for t he purc ha se , offe r or sa le by you of t he not e s unde r t he
la w s a nd re gula t ions a pplic a ble t o you in forc e in a ny jurisdic t ion t o w hic h you a re subje c t or in w hic h you
m a k e suc h purc ha se s, offe rs or sa le s; ne it he r w e nor t he a ge nt s sha ll ha ve a ny re sponsibilit y t he re for .

PS-4

SELECT ED RI SK CON SI DERAT I ON S

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 VALUE OF THE NOTES MAY DECLINE DUE TO SUCH FACTORS AS A RISE IN INFLATION
AN D /OR I N T EREST RAT ES OV ER T H E T ERM OF T H E N OT ES -- Because the notes mature in 2019, their value
may decline over time due to such factors as inflation and/or rising interest rates. In addition, if the market interest rates
rise during the term of the notes, the Interest Rate on the notes may in the future be lower than the interest rates for
similar debt securities then prevailing in the market. If this occurs, you will not be able to require the Issuer to redeem the
notes and will, therefore, bear the risk of holding the notes and of earning a lower return than you could earn on other
investments until the Maturity Date.

· THE NOTES ARE SUBJECT TO THE CREDIT OF DEUTSCHE BANK AG -- 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 become 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 Deutsche Bank AG's credit risk will likely have an adverse
effect on the value of the notes. As a result, the actual and perceived creditworthiness of Deutsche Bank AG will affect the
value of the notes. On March 21, 2016, Moody's Investors Service placed Deutsche Bank AG's long-term senior
unsecured debt rating (currently Baa1) on review for possible downgrade. On April 1, 2016, DBRS Ratings placed
Deutsche Bank AG's senior unsecured long-term debt rating (currently A) under review with negative implications.
Moody's and DBRS' final decisions as well as the timing of any of their actions are uncertain, although Moody's and
DBRS could take these rating actions at any time. Any future downgrade could materially affect Deutsche Bank AG's
http://www.sec.gov/Archives/edgar/data/1159508/000095010316013313/dp65666_424b2-ps2688.htm[5/11/2016 5:15:22 PM]

funding costs and cause the trading price of the notes to decline significantly. Additionally, under many derivative contracts
to which Deutsche Bank AG is a party, a downgrade could require it to post additional collateral, lead to terminations of
contracts with accompanying payment obligations or give counterparties additional remedies. In the event Deutsche Bank
AG were to default on its payment obligations or become subject to a Resolution Measure, you might not receive interest
and principal payments owed to you under the terms of the notes and you could lose your entire investment.

· THE NOTES MAY BE WRITTEN DOWN, BE CONVERTED INTO ORDINARY SHARES OR OTHER
I N ST RU M EN T S OF OWN ERSH I P OR BECOM E SU BJ ECT T O OT H ER RESOLU T I ON M EASU RES. I N A
GERM AN I N SOLV EN CY PROCEEDI N G OR I N T H E EV EN T OF T H E I M POSI T I ON OF RESOLU T I ON
M EASU RES WI T H RESPECT T O T H E I SSU ER , T H E N OT ES WOU LD BE SAT I SFI ED ON LY I F CERT AI N
OT H ER U N SECU RED U N SU BORDI N AT ED OBLI GAT I ON S OF T H E I SSU ER H AV E BEEN PAI D I N FU LL.
Y OU M AY LOSE SOM E OR ALL OF Y OU R I N V EST M EN T I F AN Y SU CH M EASU RE BECOM ES
APPLI CABLE T O U S -- Pursuant to the SRM Regulation, the Resolution Act and other applicable rules and regulations
described above under "Resolution Measures and Deemed Agreement," the notes are subject to the powers exercised by
the competent resolution authority to impose Resolution Measures on us, which may include: writing down, including to
zero, any claim for payment on the notes; converting the notes into ordinary shares of (i) the Issuer, (ii) any group entity or
(iii) any bridge bank or other instruments of ownership of such entities qualifying as common equity tier 1 capital; or
applying any other resolution measure including, but not limited to, transferring the notes to another entity, amending,
modifying or varying the terms and conditions of the notes or cancelling the notes. The competent resolution authority may
apply Resolution Measures individually or in any combination.

The Resolution Mechanism Act provides that, in a German insolvency proceeding of the Issuer, certain specifically defined
senior unsecured debt instruments would rank junior to, without constituting subordinated debt, all other outstanding
unsecured unsubordinated obligations of the Issuer and would be satisfied only if all such other senior unsecured
obligations of the Issuer have been paid in full. This prioritization would also be given effect if Resolution Measures are
imposed on the Issuer, so that obligations under debt instruments that rank junior in insolvency as described above would
be written down or converted into common equity tier 1 instruments before any other senior unsecured obligations of the
Issuer are written down or converted. A large portion of our liabilities consist of senior unsecured obligations that either fall
outside the statutory definition of debt instruments that rank junior to other senior unsecured obligations according to the
Resolution Mechanism Act or are expressly exempted from such definition.

Among those unsecured unsubordinated obligations that are expressly exempted are money market instruments and
senior unsecured debt instruments whose terms provide that (i) the repayment or the amount of the repayment depends
on the occurrence or non-occurrence of an event which is uncertain at the point in time when the senior unsecured debt
instruments are issued or is settled in a way other than by monetary payment, or (ii) the payment of interest or the
amount of the interest payments depends on the occurrence or non-occurrence of an event which is uncertain at the point
in time when the senior unsecured debt instruments are issued unless the payment of interest or the amount of the
interest payments solely depends on a fixed or floating reference interest rate and is settled by monetary payment. This
order of priority introduced by the Resolution Mechanism Act would apply in German insolvency proceedings instituted, or
when Resolution Measures are imposed, on or after January 1, 2017

PS-5

with effect for debt instruments of the Issuer outstanding at that time. In a German insolvency proceeding or in the event
of the imposition of Resolution Measures with respect to the Issuer, the competent regulatory authority or court would
determine which of our senior debt securities issued under the prospectus have the terms described in clauses (i) or (ii)
above, referred to herein as the "St ruc t ure d De bt Se c urit ie s ," and which do not, referred to herein as the
"N on -St ruc t ure d De bt Se c urit ie s ." We e x pe c t t he not e s offe re d he re in t o be c la ssifie d a s N on -
St ruc t ure d De bt Se c urit ie s. In a German insolvency proceeding or in the event of the imposition of Resolution
Measures with respect to the Issuer, the unsecured unsubordinated obligations of the Issuer that either fall outside the
statutory definition of debt instruments that rank junior to other senior unsecured obligations or are expressly exempted
from such definition, including any Structured Debt Securities, are expected to bear losses after the Non-Structured Debt
Securities (including the notes) as described above. T he Re solut ion M e c ha nism Ac t c ould le a d t o inc re a se d
losse s for t he holde rs of t he not e s if insolve nc y proc e e dings w e re init ia t e d or Re solut ion M e a sure s
im pose d upon t he I ssue r . Imposition of a Resolution Measure would likely occur if we become, or are deemed by the
competent supervisory authority to have become, "non-viable" (as defined under the then applicable law) and are unable
to continue our regulated banking activities without a Resolution Measure becoming applicable to us. The Bank Recovery
http://www.sec.gov/Archives/edgar/data/1159508/000095010316013313/dp65666_424b2-ps2688.htm[5/11/2016 5:15:22 PM]

and Resolution Directive and the Resolution Act are intended to eliminate the need for public support of troubled banks,
and you should be aware that public support, if any, would only potentially be used by the competent supervisory authority
as a last resort after having assessed and exploited, to the maximum extent practicable, the resolution tools, including the
bail-in tool. Y ou m a y lose som e or a ll of your inve st m e nt in t he not e s if a Re solut ion M e a sure be c om e s
a pplic a ble t o us.

By acquiring the notes, you would have no claim or other right against us arising out of any Resolution Measure and we
would have no obligation to make payments under the notes following the imposition of a Resolution Measure. In
particular, the imposition of any Resolution Measure will not constitute a default or an event of default under the notes,
under the Indenture or for the purposes of, but only to the fullest extent permitted by, the Trust Indenture Act.
Furthermore, because the notes are subject to any Resolution Measure, secondary market trading in the notes may not
follow the trading behavior associated with similar types of securities issued by other financial institutions which may be or
have been subject to a Resolution Measure. In addition, secondary market trading in the notes may not follow the trading
behavior associated either with Structured Debt Securities issued by us or with securities issued by other financial
institutions that are not subject to the Resolution Mechanism Act or similar laws.

In addition, by your acquisition of the notes, you waive, to the fullest extent permitted by the Trust Indenture Act and
applicable law, any and all claims against the trustee and the indenture agents for, agree not to initiate a suit against the
trustee or the indenture agents in respect of, and agree that the trustee and the indenture agents will not be liable for, any
action that the trustee or the indenture agents take, or abstain from taking, in either case in accordance with the
imposition of a Resolution Measure by the competent resolution authority with respect to the notes. Ac c ordingly, you
m a y ha ve lim it e d or c irc um sc ribe d right s t o c ha lle nge a ny de c ision of t he c om pe t e nt re solut ion
a ut horit y t o im pose a ny Re solut ion M e a sure .

· THE NOTES WILL NOT BE LISTED AND THERE WILL LIKELY BE LIMITED LIQUIDITY -- The notes will
not be listed on any securities exchange. There may be little or no secondary market for the notes. We or our affiliates
intend to act as market makers for the notes but are not required to do so and may cease such market making activities at
any time. 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. Because we do not expect that other market makers will
participate significantly in the secondary market for the notes, the price at which you may be able to sell your notes is
likely to depend on the price, if any, at which we or our affiliates are willing 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 AFFECT THE VALUE OF THE NOTES -- The value of
the notes will be affected by a number of economic and market factors that may either offset or magnify each other,
including:

the time remaining to the maturity of the notes;

trends relating to inflation;

interest rates and yields in the markets generally;

geopolitical conditions and economic, financial, political, regulatory or judicial events that affect the 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
T H E N OT ES -- Certain of our affiliates may purchase some of the notes for investment. As a result, upon completion of
an offering, our affiliates may own a portion 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, following such an offering, the

PS-6

http://www.sec.gov/Archives/edgar/data/1159508/000095010316013313/dp65666_424b2-ps2688.htm[5/11/2016 5:15:22 PM]

market price of the notes may fall. 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 illiquid.

PS-7

DESCRI PT I ON OF T H E N OT ES

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 2.85% Fixed Rate Notes due May 10, 2019.

Ge ne ra l

The notes are senior unsecured obligations of Deutsche Bank AG that pay interest at a fixed rate equal to 2.85% per annum.
The interest will be paid on a semi-annual basis in arrears on each Interest Payment Date, including the Maturity Date, based on
an unadjusted 30/360 day count convention. The notes are our Series A global notes referred to in the accompanying prospectus
supplement and prospectus. The notes will be issued by Deutsche Bank AG 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, authenticating
agent and registrar. From t im e t o t im e , w e m a y c re a t e a nd issue a ddit iona l not e s w it h t he sa m e t e rm s , so t ha t
t he a ddit iona l not e s w ill be c onside re d a s pa rt of t he sa m e issua nc e a s t he e a rlie r not e s.

The notes are not deposits or savings accounts and are not insured or guaranteed by the Federal Deposit Insurance
Corporation or any other U.S. or foreign governmental agency or instrumentality.

The notes are our direct, unconditional, unsecured and unsubordinated obligations and rank equally and pari passu with the
claims of all our other unsecured and unsubordinated creditors, subject to any statutory priority regime of the jurisdiction of our
incorporation that provides certain claims will be satisfied first in a resolution or German insolvency proceeding with respect to the
Issuer. For more information, see "Resolution Measures and Deemed Agreement" on page PS-2 of this pricing supplement.

The notes will be issued in denominations of $1,000 and integral multiples of $1,000 in excess thereof. The principal amount
(the "Princ ipa l Am ount ") of the notes is $1,000 and the Issue Price of the notes is $999.97. The notes will be issued in
registered form and represented by one or more permanent global notes registered in the name of The Depository Trust Company
("DT C") 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.

Pa ym e nt s on t he N ot e s

The "M a t urit y Da t e " will be May 10, 2019, unless that day is not a Business Day, in which case the Maturity Date will be
the first following Business Day. On the Maturity Date, you will 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 plus any
accrued but unpaid interest will be paid on the first following day that is a Business Day with the full force and effect as if made on
the scheduled Maturity Date, and no interest on such postponed payment will accrue during the period from and after the
scheduled Maturity Date.

The notes will bear interest from the Settlement Date at a fixed rate equal to 2.85% per annum, payable on a semi-annual
basis in arrears on May 10 and November 10 of each year (each, an "I nt e re st Pa ym e nt Da t e "), commencing on November
10, 2016 and ending on the Maturity Date, based on an unadjusted 30/360 day count convention. If any scheduled Interest
Payment Date is not a Business Day, the interest will be paid on the first following day that is a Business Day. Notwithstanding the
foregoing, such interest will be paid with the full force and effect as if made on such scheduled Interest Payment Date, and no
adjustment will be made to the amount of interest to be paid.

The initial interest period will begin on, and include, May 12, 2016 and end on, but exclude, the first Interest Payment Date
(November 10, 2016). Each subsequent interest period will begin on, and include, the Interest Payment Date for the preceding
interest period and end on, but exclude, the next following Interest Payment Date. The final interest period will end on, but exclude,
http://www.sec.gov/Archives/edgar/data/1159508/000095010316013313/dp65666_424b2-ps2688.htm[5/11/2016 5:15:22 PM]

the Maturity Date.

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 will give DTC
irrevocable instructions and authority to pay such amount to the holders of the notes entitled thereto.

A "Busine ss Da y" is any day other than a day that (i) is a Saturday or Sunday, (ii) is a day on which banking institutions
generally in the City of New York are authorized or obligated by law, regulation or executive order to close, (iii) is a day on which
transactions in U.S. dollars are not conducted in the City of New York or (iv) a day on which TARGET2 is not operating.

PS-8

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.

Ca lc ula t ion Age nt

Deutsche Bank AG, London Branch will act as the calculation agent. As the calculation agent, Deutsche Bank AG, London
Branch will determine, among other things, the amount of interest payable in respect of your notes on each Interest Payment Date.
Unless otherwise specified in this pricing supplement, all determinations made by the calculation agent will be at the sole discretion
of the calculation agent and will, 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 will 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., New York City
time, on the Business Day preceding each Interest Payment Date and the Maturity Date, as applicable.

All calculations with respect to the amount of interest payable on the notes will be rounded to the nearest one hundred-
thousandth, with five one-millionths rounded upward (e.g., 0.876545 would be rounded to 0.87655); all U.S. dollar amounts related
to determination of the payment per $1,000 Principal Amount of notes at maturity will 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 will be rounded to the nearest cent, with one-half cent rounded upward.

Eve nt s of De fa ult

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.

Pa ym e nt U pon a n Eve nt of De fa ult

If an event of default occurs and the maturity of your notes is accelerated, we will 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 will, or will 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.

M odific a t ion

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

De fe a sa nc e

The provisions described in the accompanying prospectus under the heading "Description of Debt Securities -- Discharge
http://www.sec.gov/Archives/edgar/data/1159508/000095010316013313/dp65666_424b2-ps2688.htm[5/11/2016 5:15:22 PM]

and Defeasance" are not applicable to the notes.

List ing

The notes will not be listed on any securities exchange.

Book -Ent ry Only I ssua nc e -- T he De posit ory T rust Com pa ny

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 fully registered global notes certificates, representing the total aggregate
Principal Amount of the notes, will be issued and will 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.

PS-9

Gove rning La w

The notes will be governed by and interpreted in accordance with the laws of the State of New York, and for all purposes
shall be construed in accordance with the laws of such state, except as may otherwise be required by mandatory provisions of law.

T a x Conside ra t ions

You should review carefully the section of the accompanying prospectus supplement entitled "United States Federal Income
Taxation." The notes will be treated for U.S. federal income tax purposes as fixed rate debt instruments that 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-40 of the accompanying prospectus
supplement.

If you are a non-U.S. holder, you will not be subject to U.S. federal income tax (including withholding tax), provided that you
fulfill 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.

Notwithstanding anything to the contrary in the section of the accompanying prospectus supplement entitled "United States
Federal Income Taxation -- `FATCA' Legislation," under a recent IRS notice, withholding under FATCA will not apply to payments
of gross proceeds (other than any amount treated as interest) of a taxable disposition of the notes occurring before January 1,
2019. You should consult your tax adviser regarding the potential application of FATCA, including the availability of certain refunds
or credits.

Under current law, the United Kingdom will 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."

Y ou should c onsult your t a x a dvise r re ga rding t he U .S . fe de ra l t a x c onse que nc e s of a n inve st m e nt in
t he not e s, a s w e ll a s t a x c onse que nc e s a rising unde r t he la w s of a ny st a t e , loc a l or non -U .S . t a x ing
jurisdic t ion .

PS-10
http://www.sec.gov/Archives/edgar/data/1159508/000095010316013313/dp65666_424b2-ps2688.htm[5/11/2016 5:15:22 PM]

U SE OF PROCEEDS; H EDGI N G

The net proceeds we receive from the sale of the notes will be used for general corporate purposes, as more particularly
described in "Use of Proceeds" in the accompanying prospectus.

We or our affiliates may acquire a long or short position in securities similar to the notes from time to time and may, in our or
their sole discretion, hold or resell those securities. Although we have no reason to believe that any of these activities will have a
material impact on the value of the notes, we cannot assure you that these activities will not have such an effect.

PS-11

SU PPLEM EN T AL PLAN OF DI ST RI BU T I ON (CON FLI CT S OF I N T EREST )

Under the terms and subject to the conditions contained in the Distribution Agreement entered into between Deutsche Bank
AG and DBSI, as agent thereunder, and certain other agents that may be party to the Distribution Agreement from time to time
(each, an "Age nt ," and, collectively with DBSI, the "Age nt s"), each Agent participating in the offering of the notes has agreed to
purchase, and we have agreed to sell, the Principal Amount of notes indicated opposite such Agent's name in the following table.

Agents
Principal Amount of Notes
Deutsche Bank Securities
$
1,136,000,000
Credit Suisse Securities (USA) LLC
$
112,000,000
RBC Capital Markets, LLC
$
112,000,000
TD Securities (USA) LLC
$
112,000,000
BB&T Capital Markets, a division of BB&T Securities, LLC
$
16,000,000
Capital One Securities, Inc.
$
16,000,000
Daiwa Capital Markets America Inc.
$
16,000,000
Regions Securities LLC
$
16,000,000
Scotia Capital (USA) Inc.
$
16,000,000
U.S. Bancorp Investments, Inc.
$
16,000,000
Academy Securities, Inc.
$
8,000,000
ANZ Securities, Inc.
$
8,000,000
BNY Mellon Capital Markets, LLC
$
8,000,000
Mischler Financial Group, Inc.
$
8,000,000
T ot a l
$
1 ,6 0 0 ,0 0 0 ,0 0 0

Notes sold by the Agents to the public will initially be offered at the Issue Price set forth on the cover of this pricing
supplement. If all of the notes are not sold at the Issue Price, the Agents may change the offering price and the other selling
terms.

The Agents will receive a selling concession in connection with the sale of the notes of 0.175%, or $1.75 per $1,000 Principal
Amount of notes. The Agents may also sell the notes to or through dealers, and such dealers may receive compensation in the
form of underwriting discounts, concessions or commissions from the Agents and/or the purchasers of the notes for whom they may
act as agent, and such compensation received by such dealers will not be in excess of the selling concession the Agents receive
from us. In connection with the sale of the notes, the Agents may receive commissions from the purchasers of the notes for whom
they may act as agent. The Agents and any dealers that participate with the Agents in the distribution of the notes may be deemed
to be underwriters, and any discounts or commissions received by them and any profit on the resale of the notes by them may be
deemed to be underwriting discounts or commissions.

We own, directly or indirectly, all of the outstanding equity securities of DBSI. The net proceeds received from the sale of the
notes may be used, in part, by DBSI or one of its affiliates in connection with hedging our obligations under the notes. Because
DBSI is both our affiliate and a member of FINRA, the underwriting arrangements for this offering must comply with the
requirements of FINRA Rule 5121 regarding a FINRA member firm's distribution of the securities of an affiliate and related conflicts
of interest. In accordance with FINRA Rule 5121, DBSI may not make sales in offerings of the notes to any of its discretionary
accounts without the prior written approval of the customer.

DBSI or another Agent may act as principal or agent in connection with offers and sales of the notes in the secondary market.
http://www.sec.gov/Archives/edgar/data/1159508/000095010316013313/dp65666_424b2-ps2688.htm[5/11/2016 5:15:22 PM]

Document Outline

#1">
- #1">