Obligation BNP Paribas SA 3.5% ( US09659W2E35 ) en USD

BNP Paribas SA

100 % ▲

France

US09659W2E35 ( en USD )

3.5% par an ( paiement semestriel )

28/02/2023 - Obligation échue

Prospectus brochure de l'obligation BNP Paribas US09659W2E35 en USD 3.5%, échue

200 000 USD

1 500 000 000 USD

09659W2E3

A- ( Qualité moyenne supérieure )

Baa1 ( Qualité moyenne inférieure )

BNP Paribas est une banque internationale française, l'une des plus grandes d'Europe, offrant une large gamme de services financiers aux particuliers, entreprises et institutions.

L'Obligation émise par BNP Paribas SA ( France ) , en USD, avec le code ISIN US09659W2E35, paye un coupon de 3.5% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 28/02/2023

L'Obligation émise par BNP Paribas SA ( France ) , en USD, avec le code ISIN US09659W2E35, a été notée Baa1 ( Qualité moyenne inférieure ) par l'agence de notation Moody's.

L'Obligation émise par BNP Paribas SA ( France ) , en USD, avec le code ISIN US09659W2E35, a été notée A- ( Qualité moyenne supérieure ) par l'agence de notation Standard & Poor's ( S&P ).

PRICING SUPPLEMENT (To product supplement dated May 10, 2017 and base prospectus dated May 5, 2017 as supplemented by prospectus supplement No. 1
dated August 2, 2017, prospectus supplement No. 2 dated November 3, 2017 and prospectus supplement No. 3 dated February 20, 2018)

U.S.$1,500,000,000 Fixed Rate Senior Non Preferred Notes Due March 1, 2023

February 22, 2018

This Pricing Supplement should be read together with the accompanying product supplement dated May 10, 2017 ("Product Supplement"), and base prospectus dated
May 5, 2017 as supplemented by prospectus supplement No. 1 dated August 2, 2017, prospectus supplement No. 2 dated November 3, 2017 and prospectus supplement
No. 3 dated February 20, 2018 (together, the "Base Prospectus", and together with the Product Supplement, the "Base Documents") and the documents incorporated by
reference therein. Terms used in this Pricing Supplement are described or defined in the Base Documents. The Senior Non Preferred Notes will have terms described in
the Base Documents, as supplemented by this Pricing Supplement. If the terms described in this Pricing Supplement are different or inconsistent with those described
in the Base Documents, the terms described in this Pricing Supplement will supersede. Before you decide to invest we urge you to read this Pricing Supplement
together with the Base Documents.
Issuer: BNP Paribas
Type of Notes: Fixed Rate.
Expected Rating of the Senior Non Preferred Notes: Baa1/A-/A+/
Type of Security: Senior Non Preferred Notes.
A(High)*
Rate of Interest: 3.500%.
Principal Amount: $1,500,000,000.
Benchmark Yield and Note: 2.647%, U.S. Treasury 2.375% due January 31, 2023.
Issue Price: 99.786%.
Issue Yield: 3.547% per annum.
Pricing Date: February 22, 2018.
Issue Spread to Pricing Benchmark: 0.900%.
Issue Date: March 1, 2018.
Interest Payment Date(s): September 1 and March 1 of each year, commencing on
Maturity Date: March 1, 2023.
September 1, 2018, and ending on the Maturity Date.
Redemption Amount: 100% of the Principal Amount of the Senior Non Interest Calculation Period: The Interest Amount, if any, will be payable semi-
Preferred Notes, plus accrued interest thereon.
annually in arrears on each Interest Payment Date. The first Interest Calculation
Redemption: The Issuer may at any time redeem the Senior Non Preferred Period will begin on, and include the Issue Date and end on, but exclude, the first
Notes in whole at their final redemption amount, together with accrued Interest Payment Date. Subsequent Interest Calculation Periods will begin on, and
interest, upon the occurrence of a Withholding Tax Event or Gross-Up Event include, the most recent Interest Payment Date and end on, but exclude, the next
(subject to Condition 5(o) (Conditions to redemption prior to the Maturity succeeding Interest Payment Date.
Date or substitution and variation of Senior Non Preferred Notes)).
Regular Record Dates: With respect to each Interest Payment Date, the date that is
Call Option: None except as described under "Optional Redemption for one Business Day prior to such Interest Payment Date, whether or not that Interest
Taxation Reasons".
Payment Date is a Business Day; provided that for an Interest Payment Date that is
Status: Senior Non Preferred. See "Additional Information" below.
also the Maturity Date, the interest payable on that Interest Payment Date will be
Substitution and Variation of Senior Non Preferred Notes: Subject to payable to the person to whom the principal is payable.
having given notice to the Fiscal and Paying Agent and the Noteholders, if a Statutory Write-Down or Conversion: By its acquisition of the Senior Non
MREL/TLAC Disqualification Event has occurred and is continuing, the Preferred Notes, each Noteholder (which includes any current or future holder of a
Issuer may, at its option, but subject to Condition 5(o) (Conditions to beneficial interest in the Notes) acknowledges, accepts, consents and agrees to be
redemption prior to the Maturity Date or substitution and variation of Senior bound by the effect of the exercise of the Bail-In or Loss Absorption Power by a
Non Preferred Notes), substitute all (but not some only) of the Senior Non Relevant Resolution Authority.
Preferred Notes or vary the terms of all (but not some only) of the Senior Business Day Convention: Following.
Non Preferred Notes without any requirement for the consent or approval of Day Count Fraction: 30/360, Unadjusted.
the Noteholders, so that they become or remain Qualifying Notes.
Business Day: New York and TARGET 2. TARGET2 refers to the Trans-European
Waiver of Set-Off: No Noteholder may at any time exercise or claim (and Automated Real-Time Gross Settlement Express Transfer System.
shall be deemed to have waived) any Waived Set-Off Rights against any Lead Manager: BNP Paribas Securities Corp.
right, claim, or liability the Issuer has or may have or acquire against such Senior Co-Lead Managers: ING Financial Markets LLC, Santander Investment
Noteholder, directly or indirectly, howsoever arising.
Securities Inc., Standard Chartered Bank and UniCredit Capital Markets LLC.
No Events of Default: The terms of the Notes do not include events of Co-Lead Managers: Banco Bradesco BBI S.A., Citigroup Global Markets Inc.,
default. However Noteholders may, upon written notice to the Fiscal and ICBC Standard Bank Plc, Lloyds Securities Inc., National Bank of Canada Financial
Paying Agent, cause the Notes to become due and payable, together with Inc., RBS Securities Inc. (marketing name "NatWest Markets"), Scotia Capital
accrued interest thereon, as of the date on which said notice is received by (USA) Inc. and TD Securities (USA) LLC.
the Fiscal and Paying Agent, in the event that an order is made or an Calculation Agent: BNP Paribas Securities Corp.
effective decision is passed for the liquidation (liquidation amiable ou Denominations: $200,000 and integral multiples of U.S. $1,000 in excess thereof.
liquidation judiciaire) of the Issuer.
CUSIP: 144A: 09659W2E3; Reg S: 09659X2E1.
ISIN: 144A: US09659W2E35; Reg S: US09659X2E17.
Series: 2939.
* "Baa1" by Moody's Investors Service Ltd, "A-" by Standard and Poor's Ratings Group, "A+" by Fitch Ratings and "A(High)" by DBRS.
A rating (1) is subject to downward revision, suspension or withdrawal at any time by the assigning rating organization, (2) does not take into account market risk or
the performance-related risks of the investment, and (3) is not a recommendation to buy, sell or hold securities.
Certain Senior Co-Lead Managers and Co-Lead Managers may not be U.S. registered broker-dealers and therefore may not make sales of any Notes in the United
States or to U.S. persons except in compliance with applicable U.S. laws and regulations. To the extent that any such Senior Co-Lead Manager and Co-Lead Manager
intends to effect sales of the Senior Non Preferred Notes in the United States, it will do so only through one or more U.S. registered broker-dealers or otherwise as
permitted by applicable U.S. law.
ICBC Standard Bank Plc is restricted in its U.S. securities dealings under the United States Bank Holding Company Act and may not underwrite, subscribe, agree to
purchase or procure purchasers to purchase notes that are offered or sold in the United States. Accordingly, ICBC Standard Bank Plc shall not be obligated to, and
shall not, underwrite, subscribe, agree to purchase or procure purchasers to purchase notes that may be offered or sold by other underwriters in the United States.
ICBC Standard Bank Plc shall offer and sell the Securities constituting part of its allotment solely outside the United States.
________________________________________________

The Issuer has not been registered under the Investment Company Act of 1940, as amended, and the Senior Non Preferred Notes have not been,
and wil not be, registered under the Securities Act of 1933, as amended (the "Securities Act"), or the state securities laws of any state of the United States or
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the securities laws of any other jurisdiction and are being offered only to qualified institutional buyers ("QIBs"), within the meaning of Rule 144A, pursuant
to the registration exemption under Rule 144A and outside the United States to non-"U.S. persons" in "offshore transactions" (as such terms are defined in
Rule 902 under the Securities Act) pursuant to Regulation S under the Securities Act.
Neither the Securities and Exchange Commission (the "SEC") nor any state securities commission has approved or disapproved of the Senior
Non Preferred Notes or determined that this Pricing Supplement is truthful or complete. Any representation to the contrary is a criminal offense. Under no
circumstances shal this Pricing Supplement constitute an offer to sell or a solicitation of an offer to buy, nor shal there be any sale of these Notes, in any
jurisdiction in which such offer, solicitation or sale would be unlawful prior to qualification under the securities laws of any such jurisdiction.
The Senior Non Preferred Notes constitute unconditional liabilities of the Issuer. The Senior Non Preferred Notes are not insured or guaranteed
by the Federal Deposit Insurance Corporation or any other governmental agency or instrumentality.
It is expected that delivery of the Senior Non Preferred Notes wil be delivered against payment therefor on or about March 1, 2018, which will
be the fifth business day fol owing the date of pricing of the Senior Non Preferred Notes (such settlement cycle being referred to herein as "T+5"). Under
Rule 15c6-1 under the Securities Exchange Act of 1934, as amended, trades in the secondary market general y are required to settle in two business days
unless the parties to any such trade expressly agree otherwise. Accordingly, purchasers who wish to trade the Senior Non Preferred Notes on the date of
pricing will be required, by virtue of the fact that the Senior Non Preferred Notes initial y wil settle in T+5, to specify an alternate settlement cycle at the
time of any such trade to prevent a failed settlement. Purchasers of the Notes who wish to trade those Notes on the date of pricing or the next two business
days should consult their own advisor.
The Senior Non Preferred Notes are not intended to be offered, sold or otherwise made available to and should not be offered, sold or otherwise
made available to any retail investor in the EEA. For these purposes, a retail investor means a person who is one (or more) of: (i) a retail client as defined in
point (11) of Article 4(1) of Directive 2014/65/EU (as amended, "MiFID II"); or (ii) a customer within the meaning of Directive 2002/92/EC (as amended, the
"Insurance Mediation Directive"), where that customer would not qualify as a professional client as defined in point (10) of Article 4(1) of MiFID II; or (i i)
not a qualified investor as defined in the Prospectus Directive. Consequently no key information document, if required by Regulation (EU) No 1286/2014
(the "PRIIPs Regulation"), as amended, for offering or selling the Senior Non Preferred Notes or otherwise making them available to retail investors in the
EEA, has been or will be prepared.
MIFID II product governance / Professional investors and ECPs only target market Solely for the purposes of the manufacturer's product
approval process, the target market assessment in respect of the Senior Non Preferred Notes has led to the conclusion that: (i) the target market for the
Senior Non Preferred Notes is eligible counterparties and professional clients only, each as defined in MiFID II; and (ii) all channels for distribution of the
Senior Non Preferred Notes to eligible counterparties and professional clients are appropriate. Any person subsequently offering, selling or recommending
the Senior Non Preferred Notes (a "distributor") should take into consideration the manufacturer's target market assessment; however, a distributor
subject to MiFID II is responsible for undertaking its own target market assessment in respect of the Senior Non Preferred Notes (by either adopting or
refining the manufacturer's target market assessment) and determining appropriate distribution channels.

__________________________
BNP PARIBAS

ADDITIONAL INFORMATION

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

This Pricing Supplement, together with the Base Documents, contains the terms of the Senior Non
Preferred Notes and supersedes all prior or contemporaneous oral statements as well as any other written materials
including preliminary or indicative pricing terms, correspondence, trade ideas, structures for implementation, sample
structures, brochures or other educational materials of ours. You should carefully consider, among other things, the
matters set forth in "Risk Factors" in the Base Documents (including, in particular, the Risk Factors included under
the heading "Risk Factors" in the Base Prospectus and the Risk Factors included under the heading "Risks Relating
to All Notes" in the Product Supplement).

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

Status of the Senior Non Preferred Notes

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

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