Obligation Halliburton Corp 3.5% ( US406216BD29 ) en USD

Halliburton Corp

100 % ▲

Etas-Unis

US406216BD29 ( en USD )

3.5% par an ( paiement semestriel )

31/07/2023 - Obligation échue

Prospectus brochure de l'obligation Halliburton Co US406216BD29 en USD 3.5%, échue

2 000 USD

1 100 000 000 USD

406216BD2

BBB+ ( Qualité moyenne inférieure )

Baa1 ( Qualité moyenne inférieure )

Halliburton Co. est une entreprise américaine multinationale fournissant des produits et des services à l'industrie pétrolière et gazière mondiale, notamment des services d'ingénierie et de construction, de forage et d'évaluation de réservoir.

L'Obligation émise par Halliburton Corp ( Etas-Unis ) , en USD, avec le code ISIN US406216BD29, paye un coupon de 3.5% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 31/07/2023

L'Obligation émise par Halliburton Corp ( Etas-Unis ) , en USD, avec le code ISIN US406216BD29, a été notée Baa1 ( Qualité moyenne inférieure ) par l'agence de notation Moody's.

L'Obligation émise par Halliburton Corp ( Etas-Unis ) , en USD, avec le code ISIN US406216BD29, a été notée BBB+ ( Qualité moyenne inférieure ) par l'agence de notation Standard & Poor's ( S&P ).

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Table of Contents
Filed Pursuant to Rule 424(b)(5)
Registration No. 333-177811
CALCULATION OF REGISTRATION FEE

Maximum Aggregate
Amount of
Title of Each Class of Securities to be Registered

Offering Price

Registration Fee (1)
1.00% Senior Notes due 2016

$600,000,000

$81,840
2.00% Senior Notes due 2018

$400,000,000

$54,560
3.50% Senior Notes due 2023

$1,100,000,000

$150,040
4.75% Senior Notes due 2043

$900,000,000

$122,760
Total

$3,000,000,000

$409,200
(1) Calculated in accordance with Rule 457(r) of the Securities Act of 1933, as amended.
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PROSPECTUS SUPPLEMENT
(To Prospectus dated November 8, 2011)

$3,000,000,000
$600,000,000 1.00% Senior Notes due 2016
$400,000,000 2.00% Senior Notes due 2018
$1,100,000,000 3.50% Senior Notes due 2023
$900,000,000 4.75% Senior Notes due 2043

The 2016 notes will mature on August 1, 2016, the 2018 notes will mature on August 1, 2018, the 2023 notes will mature on August 1, 2023 and the 2043 notes will mature on August 1, 2043.

The 2016 notes will bear interest at the rate of 1.00% per year, the 2018 notes will bear interest at the rate of 2.00% per year, the 2023 notes will bear interest at the rate of 3.50% per year and the 2043 notes will bear
interest at the rate of 4.75% per year.

We will pay interest on the notes of each series on February 1 and August 1 of each year, beginning on February 1, 2014.

We may redeem some or al of the notes at any time at the redemption prices described in this prospectus supplement under the caption "Description of Notes--Optional Redemption." We use the term "notes" to refer to
al series of notes, together.

The notes will be our senior unsecured obligations and will rank equally with all our other existing and future senior unsecured indebtedness. The notes will not be guaranteed by any of our subsidiaries. The notes will be
issued only in registered book-entry form, in denominations of $2,000 and integral multiples of $1,000 in excess thereof.

Investing in the notes involves risks. See "Risk Factors" beginning on page S-4 of this prospectus supplement.

Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or passed upon the accuracy or adequacy of this prospectus
supplement or the accompanying prospectus. Any representation to the contrary is a criminal offense.

Proceeds to
Public Offering
Underwriting
Halliburton (Before

Price(1)

Discounts
Expenses)(1)

Per 2016 Note

99.924%

0.350%

99.574%
Total

$
599,544,000
$
2,100,000
$
597,444,000
Per 2018 Note

99.929%

0.600%

99.329%
Total

$
399,716,000
$
2,400,000
$
397,316,000
Per 2023 Note

99.766%

0.650%

99.116%
Total

$ 1,097,426,000
$
7,150,000
$
1,090,276,000
Per 2043 Note

99.794%

0.875%

98.919%
Total

$
898,146,000
$
7,875,000
$
890,271,000
Combined Total

$ 2,994,832,000
$ 19,525,000
$
2,975,307,000
(1) Plus accrued interest from August 5, 2013 if settlement occurs after that date.

We do not intend to apply for listing of any series of the notes on any securities exchange. Currently, there is no public market for any series of the notes.

The underwriters expect to deliver the notes, in registered book-entry form only, through the facilities of The Depository Trust Company and its direct and indirect participants, including Euroclear and Clearstream,
Luxembourg on or about August 5, 2013.

Joint Book-Running Managers

Citigroup

HSBC

Deutsche Bank Securities

RBS
Credit Suisse

Goldman, Sachs & Co.

J.P. Morgan

Morgan Stanley
(2016 Notes)

(2043 Notes)

(2018 Notes)

(2023 Notes)

Senior Co-Managers

Barclays

BofA Merrill Lynch

Credit Suisse

DNB Markets

Goldman, Sachs & Co.
J.P. Morgan

Mitsubishi UFJ Securities

Morgan Stanley

US Bancorp

Wells Fargo Securities

Co-Managers

BBVA Securities

Lloyds Securities

Scotiabank
SMBC Nikko
Standard Chartered Bank
ANZ Securities

BNY Mellon Securities, LLC

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You should rely only on the information contained in or incorporated by reference in this prospectus supplement, the accompanying prospectus and any
related free writing prospectus issued by us. This prospectus supplement may be used only for the purpose for which it has been prepared. No one is authorized
to give information other than that contained in this prospectus supplement, the accompanying prospectus, the documents incorporated by reference or
referred to in this prospectus supplement or the accompanying prospectus which are made available to the public and in any related free writing prospectus
issued by us. We have not, and the underwriters have not, authorized any other person to provide you with different information. If anyone provides you with
different or inconsistent information, you should not rely on it.

We are not, and the underwriters are not, making an offer to sell these securities in any jurisdiction where the offer or sale is not permitted. You should
not assume that the information appearing in this prospectus supplement, the accompanying prospectus or any document incorporated by reference is accurate
as of any date other than the date of the applicable document. Our business, financial condition, results of operations and prospects may have changed since
the relevant date. Neither this prospectus supplement nor the accompanying prospectus constitutes an offer or an invitation on our behalf or on behalf of the
underwriters to subscribe for or purchase any of the securities, and may not be used for or in connection with an offer or solicitation by anyone, in any
jurisdiction in which such an offer or solicitation is not authorized or to any person to whom it is unlawful to make such an offer or solicitation.

TABLE OF CONTENTS

Prospectus Supplement

About This Prospectus Supplement

ii

Incorporation of Certain Information by Reference

ii

Forward-Looking Information

iii

Summary

S-1
Risk Factors

S-4
Use of Proceeds

S-6
Capitalization

S-7
Description of Notes

S-8
Certain U.S. Federal Tax Considerations for Non-U.S. Holders

S-16
Underwriting

S-20
Legal Matters

S-24
Experts

S-25
Prospectus

About This Prospectus

1

Halliburton Company

1

Where You Can Find More Information

2

Incorporation of Certain Information by Reference

2

Forward-Looking Information

3

Use of Proceeds

4

Ratio of Earnings to Fixed Charges

4

Description of the Debt Securities

5

Plan of Distribution

13

Legal Matters

14

Experts

14

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ABOUT THIS PROSPECTUS SUPPLEMENT

This document is in two parts. The first is this prospectus supplement, which describes the specific terms of this offering and the notes and matters relating to us.
The second part, the accompanying prospectus dated November 8, 2011, gives more general information, some of which does not apply to this offering. You should read
both this prospectus supplement and the accompanying prospectus, together with the documents identified under the heading "Incorporation of Certain Information by
Reference" below.

If the description of this offering and the notes varies between this prospectus supplement and the accompanying prospectus, you should rely on the information in
this prospectus supplement.

INCORPORATION OF CERTAIN INFORMATION BY REFERENCE

The Securities and Exchange Commission (the "SEC") allows us to "incorporate by reference" the information Halliburton has filed with the SEC, which means
that we can disclose important information to you by referring you to those documents. The information we incorporate by reference is an important part of this
prospectus supplement, and later information that Halliburton files with the SEC will automatically update and supersede the information in this prospectus supplement.
We incorporate by reference the documents listed below (and any amendments to these documents) that Halliburton has previously filed with the SEC and any future
filings Halliburton makes with the SEC under Sections 13(a), 13(c), 14 or 15(d) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), until the
termination of this offering.

· Annual Report on Form 10-K for the year ended December 31, 2012;

· Quarterly Reports on Form 10-Q for the quarters ended March 31, 2013 and June 30, 2013; and

· Current Reports on Form 8-K filed with the SEC on January 2, 2013, February 1, 2013, February 22, 2013, February 28, 2013, March 22, 2013, April 23,

2013, May 1, 2013, May 21, 2013 and July 19, 2013.

Each person, including any beneficial owner, to whom a copy of this prospectus supplement has been delivered, may obtain copies of the documents we
incorporate by reference by contacting us at the address indicated below or by contacting the SEC as described in the accompanying prospectus under "Where You Can
Find More Information." We will provide without charge upon written or oral request, a copy of any and all of the documents that have been or may be incorporated by
reference, except that exhibits to such documents will not be provided unless they are specifically incorporated by reference into such documents. Requests for copies
of these documents should be directed to:

Halliburton Company
Investor Relations
3000 North Sam Houston Parkway East
Houston, Texas 77032
Telephone: (281) 871-2688

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FORWARD-LOOKING INFORMATION

This prospectus supplement, including the information we incorporate by reference, includes forward-looking statements within the meaning of Section 27A of
the Securities Act of 1933, as amended (the "Securities Act"), and Section 21E of the Exchange Act. Forward-looking information is based on projections and
estimates, not historical information. You can identify our forward-looking statements by the use of words like "may," "may not," "believes," "do not believe," "plans,"
"estimates," "intends," "expects," "do not expect," "anticipates," "do not anticipate," "should," "likely," and other similar expressions that convey the uncertainty of
future events or outcomes.

When considering these forward-looking statements, you should keep in mind the risk factors and other cautionary statements contained in this prospectus
supplement, the accompanying prospectus and the documents we incorporate by reference.

Forward-looking information involves risk and uncertainties and reflects our best judgment based on current information. Our forward-looking statements are not
guarantees of future performance, and we caution you not to rely unduly on them. We have based many of these forward-looking statements on expectations and
assumptions about future events that may prove to be inaccurate. While our management considers these expectations and assumptions to be reasonable, they are
inherently subject to significant business, economic, competitive, regulatory and other risks, contingencies and uncertainties, most of which are difficult to predict and
many of which are beyond our control. In addition, other known or unknown risks and factors may affect the accuracy of our forward-looking information. Our forward-
looking statements speak only as of the date of this prospectus supplement or as of the date they are made, and, except as otherwise required by applicable securities
laws, we undertake no obligation to update our forward-looking statements.

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SUMMARY

This summary highlights selected information from this prospectus supplement and the accompanying prospectus, but does not contain all information that
may be important to you. This prospectus supplement, the accompanying prospectus and the documents incorporated by reference include descriptions of specific
terms of the notes and this offering, information about our business and financial data. We encourage you to read this prospectus supplement and the
accompanying prospectus, together with the documents incorporated by reference, in their entirety before making an investment decision.

In this prospectus supplement, we refer to Halliburton Company, together with its wholly owned and majority owned subsidiaries and its ownership interests
in equity affiliates, as "Halliburton," "we," or "us," unless we specifically state otherwise or the context indicates otherwise. The terms "2016 notes," "2018
notes," "2023 notes" and "2043 notes" refer to the 1.00% Senior Notes due 2016, the 2.00% Senior Notes due 2018, the 3.50% Senior Notes due 2023 and the
4.75% Senior Notes due 2043, respectively. The term "notes" refers to the 2016 notes, the 2018 notes, the 2023 notes and the 2043 notes, together.

About Halliburton Company

Halliburton Company is one of the world's largest diversified energy services companies. We are a leading provider of services and products to the energy
industry related to the exploration, development and production of oil and natural gas. We serve major, national and independent oil and natural gas companies
throughout the world and operate under two divisions, which form the basis for the two operating segments we report, the Completion and Production segment and the
Drilling and Evaluation segment.

We are a Delaware corporation. The address of our principal executive offices and our telephone number at that location is:

Halliburton Company
3000 North Sam Houston Parkway East
Houston, Texas 77032
(281) 871-2699

Our internet web site address is www.halliburton.com. Except for the documents expressly referenced above under "Incorporation of Certain Information by
Reference" that are also posted on our web site, information contained on or accessible from our web site or any other web site is not incorporated into this prospectus
supplement and does not constitute a part of this prospectus supplement.

Tender Offer

Concurrently with this offering of notes, we are conducting a modified "dutch auction" cash tender offer (the "Tender Offer") to repurchase up to $3.3 billion of
shares of our common stock. The Tender Offer is scheduled to expire at 11:59 p.m., New York City time, on August 22, 2013, subject to our right to extend the Tender
Offer. The Tender Offer is being made pursuant to the offer to purchase issued in connection with the Tender Offer, and this prospectus is not an offer to purchase with
respect to any of the shares of our common stock. We intend to finance the Tender Offer with the net proceeds from this offering, together with cash on hand to the extent
necessary. The closing of the Tender Offer is conditioned on, among other things, the entrance by us into one or more debt financing arrangements that collectively result
in our receipt of net proceeds that are sufficient to fund a substantial portion of the aggregate purchase price of the shares we intend to purchase in the Tender Offer. We
expect that, if this offering of notes is consummated, it will satisfy the financing condition in the Tender Offer. We are permitted, among other things, to amend or
terminate the Tender Offer, and there is no assurance that the Tender Offer will be consummated in accordance with its term, or at all. This offering is not conditioned
upon the successful consummation of the Tender Offer. We have filed a Tender Offer Statement on Schedule TO with the SEC that includes additional information
relating to the Tender Offer.

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The Offering

Issuer
Halliburton Company

Notes Offered
$600,000,000 aggregate principal amount of 1.00% Senior Notes due 2016.
$400,000,000 aggregate principal amount of 2.00% Senior Notes due 2018.
$1,100,000,000 aggregate principal amount of 3.50% Senior Notes due 2023.
$900,000,000 aggregate principal amount of 4.75% Senior Notes due 2043.

Maturity Date
The 2016 notes will mature on August 1, 2016, the 2018 notes will mature on August 1, 2018, the 2023
notes will mature on August 1, 2023 and the 2043 notes will mature on August 1, 2043, in each case
unless earlier redeemed by us.

Interest and Interest Payment Dates
The 2016 notes will bear interest at a rate of 1.00% per annum, the 2018 notes will bear interest at a
rate of 2.00% per annum, the 2023 notes will bear interest at a rate of 3.50% per annum and the 2043
notes will bear interest at a rate of 4.75% per annum, in each case payable semi-annually in arrears on
February 1 and August 1 of each year, beginning on February 1, 2014.

Optional Redemption
We may redeem some or all of the notes of each series at any time at the redemption prices described
under "Description of Notes--Optional Redemption."

Covenants
We will issue the notes under an indenture that contains covenants for your benefit. These covenants
restrict (i) our and certain of our subsidiaries' ability to incur indebtedness secured by mortgages and
other liens or by a pledge, lien or other security interest on shares of stock or indebtedness of such
subsidiaries under specified circumstances without equally and ratably securing the notes, (ii) our and
certain of our subsidiaries' ability to enter into sale and leaseback transactions and (iii) our ability to
consolidate or merge with or into or sell, convey, transfer, lease or otherwise dispose of all or
substantially all of our assets to any person.

No Subsidiary Guarantees
The notes are not guaranteed by any of our subsidiaries. As a result, the notes will be structurally
subordinated to the liabilities of our subsidiaries as discussed below under "Ranking."

Ranking
The notes are our general, senior unsecured indebtedness and rank equally with all of our existing and
future senior unsecured indebtedness. The notes will effectively rank junior to any future secured
indebtedness, to the extent of the value of the collateral securing such indebtedness, unless and to the
extent the notes are entitled to be equally and ratably secured. As of June 30, 2013, we

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had an aggregate of approximately $4.8 billion of consolidated long-term debt, none of which was
secured. In addition, the notes are structurally subordinated to the existing and future indebtedness and

other liabilities of our subsidiaries. Excluding intercompany liabilities, as of June 30, 2013, our
subsidiaries had approximately $115 million of indebtedness and approximately $4.7 billion of other
liabilities, which primarily includes trade payables and accrued compensation.

Form and Denomination
The notes of each series will be represented by global notes in fully registered form, without coupons,
deposited with a custodian for, and registered in the name of a nominee of, The Depository Trust
Company ("DTC"). Beneficial interests in a global note will be shown on, and transfers of the global
notes will be effected only through, records maintained by DTC and its participants, including
Euroclear Bank S.A./N.V. ("Euroclear") and Clearstream Banking, société anonyme ("Clearstream,
Luxembourg"). See "Description of Notes--Book-Entry System."

Use of Proceeds
We intend to use the net proceeds of this offering, together with cash on hand to the extent necessary, to
fund our repurchase of shares of our common stock pursuant to the Tender Offer and pay related fees
and expenses. To the extent that the aggregate purchase price of the shares we purchase in the Tender
Offer and related fees and expenses are less than the net proceeds of this offering, we intend to use the
remaining net proceeds for general corporate purposes, including additional repurchases of our common
stock.

Pending the application of the net proceeds to finance the Tender Offer or for general corporate
purposes, as applicable, we may temporarily invest the net proceeds in cash equivalents or short-term

investments. This offering is not conditioned upon the successful consummation of the Tender Offer. See
"Use of Proceeds."

Governing Law
The indenture and the notes will be governed by, and construed in accordance with, the laws of the State
of New York.

Trustee
The Bank of New York Mellon Trust Company, N.A. (as successor to JPMorgan Chase Bank).

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RISK FACTORS

You should consider carefully the risk factors described below and incorporated by reference into this prospectus supplement, including the risk factors
identified in Part I, Item 1(a) "Risk Factors" of our Annual Report on Form 10-K for the year ended December 31, 2012 and in Part II, Item 1(a) "Risk Factors"
of our Quarterly Reports on Form 10-Q for the quarters ended March 31, 2013 and June 30, 2013, in addition to the other information included or incorporated
by reference into this prospectus supplement and the accompanying prospectus before making an investment in the notes. Due to these risk factors, our business,
financial condition or results of operations could be materially and adversely affected. In that case, the trading price of the notes could decline, and you could
lose all or part of your investment.

Risks Relating to the Notes

Our financial condition is dependent on the earnings of our subsidiaries.

We are a holding company and our assets consist primarily of direct and indirect ownership interests in, and our business is conducted substantially through, our
subsidiaries. We rely primarily on dividends or other distributions from our subsidiaries to meet our obligations for payment of principal and interest on our outstanding
debt obligations and corporate expenses. Consequently, our ability to repay our debt, including the notes, depends on the earnings of our subsidiaries, as well as our
ability to receive funds from our subsidiaries through dividends or other payments or distributions. The ability of our subsidiaries to pay dividends, repay intercompany
debt or make other advances to us is subject to restrictions imposed by applicable laws (including bankruptcy laws), tax considerations and the terms of agreements
governing our subsidiaries. Our foreign subsidiaries in particular may be subject to currency controls, repatriation restrictions, withholding obligations on payments to
us, and other limits. If we do not receive such funds from our subsidiaries, we may be unable to pay interest or principal on the notes when due.

The notes will be effectively junior to all secured indebtedness unless they are entitled to be equally and ratably secured.

The notes are our unsecured obligations and rank equally with all our other unsecured indebtedness. However, the notes will be effectively subordinated to any
secured debt we may incur in the future to the extent of the value of the assets securing such debt. The indenture governing the notes permits us to incur Secured Debt (as
defined under "Description of the Debt Securities--Definitions" in the accompanying prospectus) if such Secured Debt together with any of our other Secured Debt and
the aggregate value of certain sale and leaseback transactions does not exceed 5% of our Consolidated Net Tangible Assets (as defined under "Description of the Debt
Securities--Definitions" in the accompanying prospectus) and also permits to exist certain other permitted liens, mortgages and encumbrances before the notes will be
entitled to equal and ratable security. In addition, our outstanding senior notes will, and certain new issuances may, be entitled to be secured on the same basis as the
notes.

In the event that we are declared bankrupt, become insolvent or are liquidated or reorganized, any debt that ranks ahead of the notes will be entitled to be paid in
full from our assets before any payment may be made with respect to the notes. Holders of the notes will participate ratably with all holders of our unsecured
indebtedness that is deemed to be of the same ranking as the notes, and potentially with all of our other general creditors, based upon the respective amounts owed to
each holder or creditor, in our remaining assets. In any of the foregoing events, we may not have sufficient assets to pay amounts due on the notes. As a result, holders of
the notes may receive less, ratably, than holders of secured indebtedness, if any.

Because we are a holding company, the notes are structurally subordinated to all of the indebtedness of our subsidiaries.

The notes are our general unsecured obligations and are not guaranteed by any of our subsidiaries. We are a legal entity separate and distinct from our
subsidiaries, and holders of the notes will be able to look only to us for payments on the notes. In addition, because we are a holding company, our right to participate in
any distribution

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of assets of any subsidiary upon its liquidation, reorganization or similar event, and the ability of holders of the notes to benefit indirectly from that kind of distribution,
is subject to the prior claims of creditors of that subsidiary, except to the extent that we are recognized as a creditor of that subsidiary. All obligations of our
subsidiaries will have to be satisfied before any of the assets of such subsidiaries would be available for distribution, upon a liquidation, reorganization or similar
event, to us. Excluding intercompany liabilities, as of June 30, 2013, our subsidiaries had approximately $115 million of indebtedness and approximately $4.7 billion
of other liabilities, which primarily includes trade payables and accrued compensation. We also have joint ventures and subsidiaries in which we own less than 100%
of the equity so that, in addition to the structurally senior claims of creditors of those entities, the equity interests of our joint venture partners or other shareholders in
any dividend or other distribution made by these entities would need to be satisfied on a proportionate basis with us. These joint ventures and less than wholly owned
subsidiaries may also be subject to restrictions on their ability to distribute cash to us in their financing or other agreements and, as a result, we may not be able to
access their cash flow to service our debt obligations, including in respect of the notes. Accordingly, the notes are structurally subordinated to all existing and future
liabilities of our subsidiaries and all liabilities of any of our future subsidiaries.

We may incur additional indebtedness ranking equal to the notes.

The indenture governing the notes will not restrict our ability to incur additional indebtedness. If we incur any additional debt that ranks equally with the notes,
including trade payables, the holders of that debt will be entitled to share ratably with you in any proceeds distributed in connection with any insolvency, liquidation,
reorganization, dissolution or other winding-up of us. This may have the effect of reducing the amount of any payments to you.

There is no established trading market for any series of the notes and there may never be one.

The notes are new securities for which currently there is no established trading market. We do not currently intend to apply for listing of the notes of any series on
any securities exchange. The liquidity of any market for any series of the notes will depend on the number of holders of those notes, the interest of securities dealers in
making a market in those notes and other factors. Accordingly, we cannot assure you as to the development of liquidity of any market for any series of the notes. Further,
if markets were to develop, the market prices for the notes may be adversely affected by changes in our financial performance, changes in the overall market for similar
securities and performance or prospects for companies in our industry.

Redemption may adversely affect your return on the notes.

The notes of each series are redeemable at any time at our option, and therefore we may choose to redeem some or all of the notes of any series, including at
times when prevailing interest rates are relatively low. As a result, you may not be able to reinvest the proceeds you receive from the redemption in a comparable
security at an effective interest rate as high as the interest rate on your notes being redeemed.

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