Obbligazione YPX 8.875% ( USP989MJAU54 ) in USD

Emittente YPX
Prezzo di mercato 100 USD  ⇌ 
Paese  Argentina
Codice isin  USP989MJAU54 ( in USD )
Tasso d'interesse 8.875% per anno ( pagato 2 volte l'anno)
Scadenza 19/12/2018 - Obbligazione è scaduto



Prospetto opuscolo dell'obbligazione YPF USP989MJAU54 in USD 8.875%, scaduta


Importo minimo 1 000 USD
Importo totale 861 560 000 USD
Cusip P989MJAU5
Descrizione dettagliata YPF è la principale compagnia petrolifera e gasifera dell'Argentina, operante in esplorazione, produzione, raffinazione e commercializzazione di idrocarburi.

The Obbligazione issued by YPX ( Argentina ) , in USD, with the ISIN code USP989MJAU54, pays a coupon of 8.875% per year.
The coupons are paid 2 times per year and the Obbligazione maturity is 19/12/2018









PRICING SUPPLEMENT
(TO OFFERING MEMORANDUM DATED MARCH 27, 2014)


YPF Sociedad Anónima
(incorporated in the Republic of Argentina)
U.S.$175,000,000 8.875% Senior Notes due 2018
U.S.$325,000,000 8.75% Senior Amortizing Notes due 2024
2018 Notes Principal Amount: U.S.$175,000,000
2018 Notes Issue Price: 101.194% of the principal amount
2024 Notes Principal Amount: U.S.$325,000,000
2024 Notes Issue Price: 98.833% of the principal amount
Issue Date: February 9, 2015
2018 Notes Gross Proceeds to Company: U.S.$179,246,618
Specified Currency: U.S. dollars
2024 Notes Gross Proceeds to Company: U.S.$331,081,382
Accrued Interest: Purchasers of New 2018 Notes, as defined below, will be required to pay accrued interest totaling U.S.$2,157,118, or U.S.$12.326 per U.S.$1,000 principal amount of New 2018 Notes from December 19,
2014 to but excluding February 9, 2015, the date we expect to deliver the New 2018 Notes. Purchasers of New 2024 Notes, as defined below, will be required to pay accrued interest totaling U.S.$9,874,132, or U.S.$30.382
per U.S.$1,000 principal amount of New 2024 Notes from October 4, 2014 to but excluding February, 9 2015, the date we expect to deliver the New 2024 Notes.
New Notes: The New 2018 Notes are being offered as additional debt securities (the "New 2018 Notes") under supplemental indentures pursuant to which, on December 19, 2013 we issued U.S.$500.0 million and on and
April 4, 2014 we issued US$86.6 million of our 8.875% Senior Notes due 2018 (the "Initial 2018 Notes" and, together with the Initial 2024 Notes, the "Initial Notes"). The New 2024 Notes are being offered as additional
debt securities (the "New 2024 Notes") under a supplemental indenture pursuant to which, on April 4, 2014, we issued U.S.$1.0 billion of our 8.75% Senior Amortizing Notes due 2024 (the "Initial 2024 Notes"). The New
2018 Notes and New 2024 Notes (collectively, the "New Notes") constitute "additional notes" under the corresponding indentures. Each series of New Notes will have identical terms and conditions as the corresponding
Initial Notes, other than their issue price, issue date and first interest payment date, and will constitute part of the same series as, and vote together as a single class with, the corresponding Initial Notes, except that the New
Notes offered and sold in offshore transactions under Regulation S shall be issued and maintained under temporary ISIN and CUSIP numbers during a 40-day distribution compliance period. See "Listing and General
Information­Clearing Systems" for more information. References to the "Notes" refer to the Initial Notes and the New Notes col ectively, unless the context otherwise requires.
Principal Payment: Principal on the 2018 Notes will be payable on December 19, 2018. Principal on the 2024 Notes will be payable on each of April 4, 2022, April 4, 2023 and April 4, 2024 in the percentages set forth in
the schedule described in "Additional Terms and Conditions to the 2024 Notes--Amortization." We may, at our option, redeem all, but not less than all, of the 2018 Notes, or part or all of the 2024 Notes, at any time prior to
their final maturity, at a price equal to 100% of the principal amount plus accrued and unpaid interest plus the Applicable Redemption Premium (as defined herein). If we undergo a change of control, we may be required to
make an offer to purchase the Notes. In the event of certain developments affecting taxation, we may redeem all, but not less than all, of the Notes.
Interest Payment: Interest on the New 2018 Notes will be payable semi-annually in arrears on June 19 and December 19 of each year, commencing on June 19, 2015, with accrued interest from December 19,
2014. Interest on the New 2024 Notes will be payable semi-annually in arrears on April 4 and October 4 of each year, commencing on April 4, 2015, with accrued interest from October 4, 2014.
Status and Ranking: The New Notes will constitute obligaciones negociables simples no convertibles en acciones under Argentine law. The New Notes will constitute our unconditional and unsubordinated general
obligations and will rank at least pari passu in priority of payment with the Initial Notes and all of our present and future unsubordinated and unsecured obligations.
Listing: Application has been made to have the New Notes listed on the Luxembourg Stock Exchange for trading on the Euro MTF market and listed on the Mercado de Valores de Buenos Aires ("MVBA") through the
Buenos Aires Stock Exchange (Bolsa de Comercio de Buenos Aires). This Pricing Supplement and the accompanying Offering Memorandum constitute a prospectus for the purpose of the Luxembourg law dated July 10,
2005 on Prospectuses for Securities, as amended.
Minimum Denominations: U.S.$1,000 and integral multiples of U.S.$1,000 in excess thereof. Form: Global Notes (Rule 144A and Regulation S)
2018 Notes CUSIP Numbers: Rule 144A: 984245 AJ9

Regulation S: P989MJ AU5

Temporary Regulation S: P989MJ BC4
2018 Notes ISIN Numbers:
Rule 144A: US984245AJ90

Regulation S: USP989MJAU54

Temporary Regulation S: USP989MJBC48
2024 Notes CUSIP Numbers: Rule 144A: 984245 AK6

Regulation S: P989MJ AY7

Temporary Regulation S: P989MJ BD2
2024 Notes ISIN Numbers:
Rule 144A: US984245AK63

Regulation S: USP989MJAY76

Temporary Regulation S: USP989MJBD21
Settlement: The Depository Trust Company and its direct and indirect participants, including Euroclear S.A./N.V. and Clearstream Banking, société anonyme.
This Pricing Supplement is supplementary to, and should be read together with, the accompanying Offering Memorandum (including our Annual Report on Form 20-F for the year ended December 31, 2013, which
attaches our Audited Consolidated Financial Statements as of December 31, 2013) and our Form 6-K of November 13, 2014 (which attaches our Unaudited Consolidated Interim Financial Statements as of September
30, 2014).
Investing in the Notes involves significant risks. See "Risk Factors" on page S-81 of this Pricing Supplement and on page I-6 of the Offering Memorandum and see "Item 3. Key Information--Risk Factors" in our
Annual Report on Form 20-F for the year ended December 31, 2013 included therein.
We have not registered, and will not register, the New Notes under the U.S. Securities Act of 1933, as amended (the "Securities Act"), or any state securities laws. The New Notes may be offered only in transactions that
are exempt from registration under the Securities Act and the securities laws of other jurisdictions. Accordingly, the New Notes are being offered and sold only (1) in the United States to qualified institutional buyers, as
defined in Rule 144A under the Securities Act, and (2) outside the United States to non-U.S. persons in reliance on Regulation S under the Securities Act. For a description of certain restrictions on resale and transfer of the
New Notes, see "Transfer Restrictions" in the Offering Memorandum and "Plan of Distribution" in this Pricing Supplement. The New Notes are being offered pursuant to an exemption from the requirement to publish a
prospectus under Directive 2003/71/EC (as amended and supplemented from time to time, the "Prospectus Directive"), of the European Union, and this pricing supplement has not been approved by a competent authority
within the meaning of the Prospectus Directive.
Joint Bookrunners and Joint Lead Managers
Citigroup
Itaú BBA
J.P. Morgan
The date of this Pricing Supplement is February 4, 2015.


TABLE OF CONTENTS
Pricing Supplement



Page


Terms and Conditions of the Notes ....................................................................................................................................

S-1


Additional Terms and Conditions of the 2018 Notes .........................................................................................................

S-6


Additional Terms and Conditions of the 2024 Notes .........................................................................................................
S-23


Recent Developments .........................................................................................................................................................
S-40


Risk Factors .......................................................................................................................................................................
S-81


Exchange Rates ..................................................................................................................................................................
S-84


Use of Proceeds ..................................................................................................................................................................
S-85


Capitalization .....................................................................................................................................................................
S-86


Taxation .............................................................................................................................................................................
S-87


Plan of Distribution ............................................................................................................................................................
S-88


Listing and General Information .......................................................................................................................................
S-92

Offering Memorandum

Introduction to Offering Memorandum ............................................................................................................................

iii


Where You Can Find More Information...........................................................................................................................

iii


Cautionary Statement About Forward Looking Statements.............................................................................................

iii


Presentation of Financial Information...............................................................................................................................

iv


Anti-Money Laundering Regulations ................................................................................................................................

iv


Exchange Rates ..................................................................................................................................................................

viii


Foreign Exchange Regulations ..........................................................................................................................................

ix

Part I: Information Relating To Our Global Medium Term Note Program

Summary of the Program ..................................................................................................................................................

I-2


Risk Factors .......................................................................................................................................................................

I-6


Use of Proceeds ..................................................................................................................................................................

I-9


Description of the Notes .....................................................................................................................................................
I-10


Clearing and Settlement.....................................................................................................................................................
I-34


Transfer Restrictions .........................................................................................................................................................
I-38


Taxation .............................................................................................................................................................................
I-42


Certain ERISA Considerations ..........................................................................................................................................
I-53


Enforceability of Civil Liabilities .......................................................................................................................................
I-54


Plan of Distribution ............................................................................................................................................................
I-55


Legal Matters .....................................................................................................................................................................
I-57
Part II: Additional Information Relating to YPF Sociedad Anónima



Annual Report on Form 20-F for the year ended December 31, 2013, filed with the SEC on March 27, 2014 ...............
II-1
Unaudited Consolidated Interim Financial Statements as of September 30, 2014 as furnished to the SEC on Form
6-K on November 13, 2014 ...........................................................................................................................................
II-2

S-i



This Pricing Supplement relates to our additional U.S.$175.0 million 8.875% Senior Notes due 2018 Series XXVI, which are
being offered as additional debt securities to our U.S.$586.6 million 8.875% Senior Notes due 2018, and our additional U.S.$325.0
million 8.75% Senior Amortizing Notes due 2024 Series XXVIII, which are being offered as additional debt securities to our U.S.$1.0
billion 8.75% Senior Amortizing Notes due 2024, and are a series of notes to be issued under our Global Medium-Term Note Program
in an aggregate principal amount at any time outstanding not to exceed U.S.$5,000,000,000 or the equivalent amount in other
currencies (the "Program"). This Pricing Supplement is supplementary to, and should be read together with, the accompanying
Offering Memorandum (including our Annual Report on Form 20-F for the year ended December 31, 2013, which attaches our
Audited Consolidated Financial Statements as of December 31, 2013) and our Form 6-K of November 13, 2014 (which attaches our
Unaudited Consolidated Interim Financial Statements as of September 30, 2014). To the extent that information contained in this
Pricing Supplement is not consistent with the Offering Memorandum, this Pricing Supplement will be deemed to supersede the
Offering Memorandum with respect to the Notes. Unless otherwise defined herein, capitalized terms used in this Pricing Supplement
shall have the meanings given to them in the Offering Memorandum. In this Pricing Supplement, we use the terms "YPF," the
"Company," "we," "our" and "us" to refer to YPF Sociedad Anónima and its control ed companies; "YPF Sociedad Anónima" and
"YPF S.A." refer to YPF Sociedad Anónima alone.
The creation of the Program was approved by resolution of our shareholders at a meeting held on January 8, 2008 and by
resolution of our Board of Directors approved on February 6, 2008. The size of the Program was subsequently increased to
U.S.$.5,000,000,000 by resolutions of our shareholders dated September 13, 2012 and April 30, 2013 and by resolutions of our Board
of Directors dated October 18, 2012 and May 9, 2013.
The issuance of the New Notes was approved by our Board of Directors at meetings held on May 8, 2014, on November 5, 2014
and December 16, 2014.
The offering of the New Notes was authorized by resolution of the Argentine National Securities Commission (Comisión
Nacional de Valores) (the "CNV") dated February 3, 2015. This authorization means only that the applicable information
requirements have been met. The CNV has not rendered any opinion in respect of the accuracy of the information contained
in this Pricing Supplement or the Offering Memorandum. We are responsible for the information contained in this Pricing
Supplement or the Offering Memorandum. The information in this Pricing Supplement or the Offering Memorandum is
based on information provided by us and other sources we believe to be reliable and is accurate only as of the date of this
Pricing Supplement, regardless of the time of delivery of this Pricing Supplement and the Offering Memorandum or when any
sale of the New Notes occurs. This Pricing Supplement and the Offering Memorandum may be used only for the purposes for
which they have been published.
We are a stock corporation (sociedad anónima) incorporated under the laws of Argentina and the liability of our shareholders is
limited to their subscribed and paid-in capital under Law No. 19,550. Prospective purchasers acknowledge and agree that neither our
shareholders, nor our affiliates or subsidiaries, will be liable for any obligation under the Notes.
We have not, and the initial purchasers have not, authorized anyone to provide you with any other information, and we and the
initial purchasers take no responsibility for any other information than anyone else may provide you. We are not, and the initial
purchasers are not, making an offer of these securities in any jurisdiction where the offer is not permitted. You should not assume that
the information contained in this Pricing Supplement is accurate as of any date other than the date of this Pricing Supplement.
In making your decision whether to invest in the New Notes, you must rely on your own examination of us and the terms of the
offering, including the merits and risks involved. You should not construe the contents of this Pricing Supplement or the Offering
Memorandum as legal, business, financial or tax advice. You should consult your own advisors as needed to make your investment
decision and to determine whether you are legally permitted to purchase the securities under applicable legal investment or similar
laws or regulations. You should be aware that you may be required to bear the financial risks of an investment in the New Notes for an
indefinite period of time.
The Notes will constitute obligaciones negociables simples no convertibles en acciones under the Argentine Negotiable
Obligations Law No. 23,576, as amended by Argentine Law No. 23,962 (the "Negotiable Obligations Law"), wil be entitled to the
benefits set forth therein and subject to the procedural requirements established therein and in Law No. 26,831 and the applicable
CNV resolutions.
The offer of the New Notes shall be conducted by means of an offering that qualifies as a public offering under Argentine law
and the regulations of the CNV. In order to comply with those regulations, the placement of the New Notes in Argentina will be done
through a public auction (Subasta Pública) under the tender module of the SIOPEL system (the "SIOPEL system") of the Mercado
Abierto Electronico S.A. ("MAE"), in accordance with applicable CNV tender rules See "Plan of Distribution­Argentina­Placement
Efforts."
The initial purchasers make no representation or warranty, express or implied, as to the accuracy or completeness of the
information contained in this Offering Memorandum. Nothing contained in this Offering Memorandum is, or shall be relied upon as, a
S-ii


promise or representation by the initial purchasers as to the past or future. The initial purchasers assume no responsibility for the
accuracy or completeness of any such information.
The initial purchasers participating in this offering may engage in transactions that stabilize, maintain or otherwise affect the
price of the Notes, including over-allotment, stabilizing and short-covering transactions in the Notes, and the imposition of a penalty
bid during and after this offering of the Notes. Such stabilization, if commenced, may be discontinued at any time. For a description of
these activities, see Plan of Distribution.
The modifications or replacements of certain items in the accompanying Offering Memorandum included in this Pricing
Supplement do not affect respective rights of holders of other series of notes issued under the Program.
S-iii


TERMS AND CONDITIONS OF THE NOTES
The following items describe the particular terms and conditions that relate to the Notes and should be read together with the
"Description of the Notes" in the Offering Memorandum, which sets forth certain material terms of the Notes not set forth in this
Pricing Supplement.
Issuer
YPF Sociedad Anónima.
Series No.
2018 Notes: Series XXVI under the Issuer's U.S.$5,000,000,000 Global Medium-
Term Note Program.
2024 Notes: Series No. XXVIII under the Issuer's U.S.$5,000,000,000 Global
Medium-Term Note Program.
Title of the New Notes
2018 Notes: U.S.$175,000,000 8.875% Senior Notes due 2018.
2024 Notes: U.S.$325,00,000 8.75% Senior Amortizing Notes due 2024.
The New 2018 Notes are being offered as additional debt securities under
supplemental indentures pursuant to which, on December 19, 2013 we issued
U.S.$500.0 million and on April 4, 2014 we issued US$86.6 million of our 8.875%
Senior Notes due 2018.The New 2024 Notes are being offered as additional debt
securities under a supplemental indenture pursuant to which, on April 4, 2014, we
issued U.S.$1.0 billion of our 8.75% Senior Amortizing Notes due 2024. The New
2018 Notes and the New 2024 Notes are referred to herein as the New Notes and
constitute additional series to the corresponding Initial Notes. The New Notes
constitute "additional notes" under their corresponding indentures. The New Notes
will have identical terms and conditions as the corresponding Initial Notes, other
than their issue price, issue date and first interest payment date, and will constitute
part of the same series as, and vote together as a single class with, the
corresponding Initial Notes, except that the New Notes offered and sold in offshore
transactions under Regulation S shall be issued and maintained under temporary
ISIN and CUSIP numbers during a 40-day distribution compliance period. See
"Listing and General Information­Clearing Systems."
Principal Amount of the New Notes
2018 Notes: U.S.$175,000,000
2024 Notes: U.S.$325,000,000
New Notes Issue Price
2018 Notes 101.194% of the principal amount, plus accrued interest.
2024 Notes 98.833% of the principal amount, plus accrued interest.
Purchasers of New 2018 Notes will be required to pay accrued interest totaling
U.S.$2,157,118, or U.S.$12.326 per U.S.$1,000 principal amount of New 2018
Notes from December 19, 2014 to but excluding February 9, 2015, the date we
expect to deliver the New 2018 Notes. Purchasers of New 2024 Notes will be
required to pay accrued interest totaling U.S.$9,874,132, or U.S.$30.382 per
U.S.$1,000 principal amount of New 2024 Notes from October 4, 2014 to but
excluding February 9, 2015, the date we expect to deliver the New 2024 Notes.
New Notes Issue Date
February 9, 2015 (the "Issue Date").
Specified Currency of Settlement and Payments
U.S. dollars or as otherwise described in "Use of Proceeds."
2018 Notes Stated Maturity
December 19, 2018
100.0%
2024 Notes Amortization
Principal on the Notes will be payable on each of April 4, 2022, April 4, 2023 and
April 4, 2024 in the percentages set forth below, subject to reduction on a pro rata
S-1


basis in accordance with the indenture upon any partial redemption of the Notes:
April 4, 2022
30.0%
April 4, 2023
30.0%
April 4, 2024
40.0%

Interest Rate

2018 Notes: 8.875% per annum.
2024 Notes: 8.75% per annum.


Interest Payment Dates
Interest on the New 2018 Notes will be payable semi-annually in arrears on June
19 and December 19 of each year, commencing on June 19, 2015, with accrued
interest from December 19, 2014. Interest on the New 2024 Notes will be payable
semi-annually in arrears on April 4 and October 4 of each year, commencing on
April 4, 2015, with accrued interest from October 4, 2014.

Regular Record Dates

The 15th calendar day preceding an Interest Payment Date.

Day Count Basis
360-day year consisting of twelve 30-day months.

Indenture

2018 Notes: The Indenture dated October 3, 2013, among us, U.S. Bank National
Association and First Trust of New York, N.A, Permanent Representation Office in
Argentina (the "Base Indenture") as supplemented by the Second Supplemental
Indenture, dated as of December 19, 2013 (the "2018 Notes Supplemental
Indenture"), among us, U.S. Bank National Association and First Trust of New
York, N.A, Permanent Representation Office in Argentina, Banco Santander Rio
S.A. and Banque Internationale à Luxembourg S.A., as further supplemented by
the Third Supplemental Indenture dated January 27, 2014 and the Fourth
Supplemental Indenture dated April 4, 2014 (the Base Indenture as supplemented
by the 2018 Notes Supplemental Indenture, the Third Supplemental Indenture and
the Fourth Supplemental Indenture, the "2018 Notes Indenture").

2024 Notes: The Base Indenture as supplemented by the Fifth Supplemental
Indenture dated April 4, 2014 (the "2024 Notes Supplemental Indenture"), among
us, U.S. Bank National Association, First Trust of New York N.A., Permanent
Representation Office in Argentina, Banco Santander Río S.A. and Banque
Internationale à Luxembourg S.A. (the Base Indenture as supplemented by the
2024 Notes Supplemental Indenture, the "2024 Notes Indenture").


The 2024 Notes Indenture and 2018 Notes Indenture are collectively referred to
herein as the "Indenture" unless the context requires otherwise.



Status and Ranking

The New Notes will constitute obligaciones negociables simples no convertibles en
acciones under Argentine law. The New Notes will constitute our unconditional
and unsubordinated general obligations and will rank at least pari passu in priority
of payment with the Initial Notes and all of our present and future unsubordinated
and unsecured obligations.
Redemption for Taxation Reasons
We may redeem the Notes, in whole but not in part, at a price equal to 100% of the
principal amount plus accrued and unpaid interest and any Additional Amounts (as
defined in the Offering Memorandum) upon the occurrence of specified Argentine
tax events. See "Description of the Notes--Redemption and Repurchase--
Redemption for taxation reasons" in the accompanying Offering Memorandum.

Optional Redemption

2018 Notes: At any time prior to maturity, we may at our option, redeem the 2024
Notes, in whole but not in part, at a price equal to 100% of the principal amount
plus accrued and unpaid interest, if any, to the date of redemption, plus the
Applicable Redemption Premium. "Additional Terms and Conditions to the 2018
Notes--Optional Redemption" below.

S-2


2024 Notes: At any time prior to maturity, we may at our option, redeem the 2024
Notes, in whole or in part, at a price equal to 100% of the principal amount plus
accrued and unpaid interest, if any, to the date of redemption, plus the Applicable
Redemption Premium. See "Additional Terms and Conditions to the 2024 Notes--
Optional Redemption" below.

Change of Control Offer
Upon the occurrence of a Change of Control, as defined below, each holder of
Notes will have the right to require us to redeem al or a portion of such holder's
Notes at a redemption price equal to 101% of the outstanding principal amount
thereof plus accrued and unpaid interest thereon, if any, to the date of purchase.
See "Additional Terms and Conditions to the 2024 Notes--Change of Control
Offer" and "Additional Terms and Conditions to the 2018 Notes--Change of
Control Offer" below.

Covenants

The Indenture will, among other things, limit our ability and the ability of our
subsidiaries to:
· incur additional indebtedness and guarantee indebtedness;
· pay dividends or make other distributions or repurchase or redeem our capital
stock;
· prepay, redeem or repurchase certain debt;
· make loans and investments;
· sell, transfer or otherwise dispose of assets;
· incur or permit to exist certain liens;
· enter into transactions with affiliates; and
· consolidate, amalgamate, merge or sell all or substantially all of our assets.

These covenants will be subject to a number of important exceptions and

qualifications. See "Additional Terms and Conditions to the 2024 Notes" and
"Additional Terms and Conditions to the 2018 Notes" below.

Events of Default

Upon the occurrence of an event of default, the Notes may, and in certain cases
shall, become immediately due and payable. See "Events of Default" in the
accompanying Offering Memorandum.

Withholding Taxes; Additional Amounts
We will make our payments in respect of Notes without withholding or deduction
for any Taxes imposed by Argentina, or any political subdivision or any taxing
authority thereof. In the event that such withholdings or deductions are required by
law, we will, subject to certain exceptions, pay such Additional Amounts (as
defined in the Offering Memorandum) as are necessary to ensure that the holders
receive the same amount as the holders would otherwise have received in respect
of payments on the Notes in the absence of such withholdings or deductions.

Additional Notes
In the future, we may issue additional Notes from time to time and without notice
to or the consent of holders of the Notes; provided that such additional Notes have
the same terms and conditions in all respects as the Notes described herein (except
for the Issue Date, the Issue Price and the first Interest Payment Date); provided,
that additional notes will not bear the same CUSIP number as the Notes, unless
such additional notes are part of the same "issue" or issued in a "qualified
reopening" for U.S. federal income tax purposes or such additional notes and the
Notes are issued with no more than a de minimis amount of original issue discount
for U.S. federal income tax purposes. In that case, any such additional Notes will
constitute a single series and will be fully fungible with the Notes offered hereby.

Use of Proceeds
We will use the net proceeds from the sale of the New Notes in accordance with
the requirements established by Article 36 of the Negotiable Obligations Law, for
S-3


the purposes set forth in "Use of Proceeds."

Transfer Restrictions

We have not registered, and will not register, the New Notes under the Securities
Act, and the New Notes may not be transferred except in compliance with the
transfer restrictions set forth in "Transfer Restrictions" in the accompanying
Offering Memorandum and "Plan of Distribution" in this Pricing Supplement.

Form and Denomination of the Notes

Notes will be represented by one or more Global Notes without interest coupons,
registered in the name of The Depository Trust Company ("DTC") or its nominee.
The Notes will be issued in minimum denominations of U.S.$1,000 and integral
multiples of U.S.$1,000 in excess thereof.

International Rating

The Notes are rated "Caa1" by Moody's and "CCC" by Fitch. A security rating is
not a recommendation to buy, sell or hold securities and may be subject to revision
or withdrawal at any time by the assigning Rating Agency without notice.

Listing and Trading

There is a current trading market for the Notes. Application has been made to have
the New Notes listed on the Luxembourg Stock Exchange for trading on the Euro
MTF market and listed on the MVBA through the Buenos Aires Stock Exchange
(Bolsa de Comercio de Buenos Aires). The initial purchasers are not obligated to
make a market in the Notes, and any market making with respect to the Notes may
be discontinued without notice. Accordingly, there can be no assurance as to the
maintenance or liquidity of any market for the Notes.

Settlement

The New Notes will be delivered in book-entry form through the facilities of DTC
and its direct and indirect participants, including Euroclear S.A./N.V., Clearstream
Banking, société anonyme and Caja de Valores S.A.

CUSIP Number
2018 Notes Rule 144A: 984245AJ9
2018 Notes Reg S: P989MJ AU5
2018 Notes Temporary Reg S: P989MJ BC4

2024 Notes Rule 144A: 984245 AK6
2024 Notes Reg S: P989MJ AY7
2024 Notes Temporary Reg S: P989MJ BD2


ISIN Number

2018 Notes Rule 144A: US984245AJ90
2018 Notes Reg S: USP989MJAU54
2018 Notes Temporary Reg S: USP989MJBC48

2024 Notes Rule 144A: US984245AK63
2024 Notes Reg S: USP989MJAY76
2024 Notes Temporary Reg S: USP989MJBD21

Governing Law
New York State law; provided that all matters relating to the due authorization,
execution, issuance and delivery of the Notes by us, and matters relating to the
legal requirements necessary in order for the Notes to qualify as obligaciones
negociables under Argentine law, will be governed by the Negotiable Obligations
Law together with Argentine Business Companies Law No. 19,550, as amended
and other applicable Argentine laws and regulations.

Trustee, Co-Registrar, Principal Paying Agent

and Transfer Agent

U.S. Bank National Association

Registrar, Paying Agent and Transfer Agent
Banco Santander Río S.A.

Representative of the Trustee in Argentina
First Trust of New York N.A., Permanent Representation Office in Argentina

S-4


Luxembourg Listing Agent, Paying Agent and
Banque Internationale à Luxembourg S.A.
Transfer Agent




Risk Factors

See "Risk Factors" on page S-81 of this Pricing Supplement and on page I-6 of the
Offering Memorandum and see "Item 3. Key Information--Risk Factors" in the
2013 20-F for a discussion of certain risks that you should consider prior to making
an investment in the Notes.

S-5


ADDITIONAL TERMS AND CONDITIONS OF THE 2018 NOTES
The following is a description of certain additional terms and conditions of the 2018 Notes. This description supplements, and
should be read in conjunction with, the description of the terms and conditions of notes described under "Description of the Notes"
set forth in the accompanying Offering Memorandum. See "Description of the Notes" beginning on page I-9 of the accompanying
Offering Memorandum. All references, to "we," "us," "our" and "our company" set forth in the "Description of the Notes" in the
accompanying Offering Memorandum shall mean YPF Sociedad Anónima, unless the context suggests otherwise. The terms and
conditions of the 2018 Notes differ from the general description of the terms and conditions of the notes described in the
accompanying Offering Memorandum. To the extent that the following description of additional terms and conditions of the 2018
Notes is inconsistent with that set forth in the accompanying Offering Memorandum, the following description supersedes that in the
accompanying Offering Memorandum.
The New 2018 Notes are being offered as additional debt securities under a supplemental indentures pursuant to which, on
December 19, 2013 we issued U.S.$500.0 million and on and April 4, 2014 we issued U.S.$86.6 million of our 8.875% Senior Notes
due 2018, or the Initial 2018 Notes. The New 2018 Notes constitute "additional notes" under the indenture. The New 2018 Notes will
have identical terms and conditions as the Initial 2018 Notes, other than their issue price, issue date and first interest payment date,
and will constitute part of the same series as, and vote together as a single class with, the Initial 2018 Notes, except that the New 2018
Notes offered and sold in offshore transactions under Regulation S shall be issued and maintained under temporary ISIN and CUSIP
numbers during a 40-day distribution compliance period. See "Listing and General Information­Clearing Systems."
Optional Redemption

At any time prior to maturity, the issuer, YPF Sociedad Anónima or "YPF", may at its option redeem the 2018 Notes, in whole,
but not in part, at a redemption price equal to 100% of the principal amount of the 2018 Notes plus the Applicable Redemption
Premium as of, and accrued and unpaid interest, if any, to (but not including) the redemption date.

YPF will give not less than 30 days' nor more than 60 days' notice of any redemption. See "Description of the Notes--Notices"
in the accompanying Offering Memorandum. 2018 Notes called for redemption will become due on the date fixed for redemption.
YPF will pay the redemption price for the 2018 Notes together with accrued and unpaid interest thereon, and Additional Amounts, if
any, to the date of redemption. On and after the redemption date, interest will cease to accrue on the 2018 Notes as long as the YPF
has deposited with the Paying Agents funds in satisfaction of the applicable redemption price pursuant to the Indenture. Upon
redemption of the 2018 Notes by YPF, the redeemed 2018 Notes will be cancelled.

"Adjusted Treasury Rate" means, with respect to any redemption date, the rate per annum equal to the semi- annual equivalent
yield to maturity of the Comparable Treasury Issue, assuming a price for the Comparable Treasury Issue (expressed as a percentage of
its principal amount) equal to the Comparable Treasury Price for such redemption date.

"Applicable Redemption Premium" means, with respect to a Note at any redemption date, the excess, if any, of (A) the sum of
the present values at such redemption date of the remaining scheduled payments of principal and interest on the 2018 Notes (exclusive
of interest accrued to the date of redemption) discounted to the redemption date for the 2018 Notes on a semi-annual basis (assuming a
360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate plus 50 basis points, together with accrued and
unpaid interest, if any, over (B) 100% of the principal amount of the 2018 Notes.
Change of Control Offer

If a Change of Control occurs, YPF will make an offer to purchase all of the 2018 Notes (a "Change of Control Offer") (in
integral multiples of U.S.$ 1,000, provided that the principal amount of such Holder's Note will not be less than U.S.$ 1,000) at a
purchase price in cash equal to 101% of the principal amount of the 2018 Notes plus accrued and unpaid interest, if any, to the date of
purchase (a "Change of Control Payment").

"Change of Control" shal mean any circumstance under which any Person, individually or collectively, other than the Permitted
Holders has the power (whether by ownership of the capital stock of YPF, contract or otherwise) to control YPF's management or its
policies.

YPF will give a notice of such Change of Control Offer to the Trustee within 30 days following any Change of Control, for
further distribution to each holder of 2018 Notes no later than 15 days following the Trustee's receipt thereof, stating:
(a) that a Change of Control Offer is being made and that all 2018 Notes properly tendered pursuant to such Change of
Control Offer will be accepted for purchase by YPF at a purchase price in cash equal to 101% of the principal
amount of such 2018 Notes plus accrued and unpaid interest, if any, to the date of purchase;
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