The Estimated Initial Value of each of the securities will be calculated by us on the Pricing Da te and will be less than the price to public. The following examples illustrate how the total returns set forth in the table and graph above are calculated. Any representation to the contrary is a criminal offense. The ROS may be suitable for you if: In performing these duties, the economic interests of the calculation agent and other affiliates of ours are potentially adverse to your interests as an investor in the ROS. In the event of any material changes to the terms of the securities, we will notify you.

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The Maximum Cap to be determined on the Pricing Date will be at least Risks Relating to All Note Issuances. Even if the level of the Reference Asset appreciates prior to the Final Valuation Ut–8d but then decreases on the Final Valuation Date to a level that is less than the Initial Level, the Payment at Maturity will be less, and may be significantly less, than it would have been had the Payment at Ut–8d been linked to the level of the Reference Asset prior to such decrease.

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Although the equity securities that comprise the SX5E are traded in currencies other than U. If the Index Return is positive and the product of the Index Return and the Multiplier is less than the Maximum Gain, you will receive: Your investment will be fully ut-8v to any decline in the Index.

The following table and graph illustrate the hypothetical total return at maturity on the notes. Although the actual level of the Reference Asset on the stated Maturity Date or at other times during the term of the securities may be higher than the Final Level, the Payment at Maturity will be based solely on the Official Closing Level of the Reference Asset on the Final Valuation Date.


The securities are not designed to be short-term trading instruments, and you should, therefore, be able and willing to hold the securities to maturity. The ur-8d levels of the Index should not be taken as an indication of future performance, and no assurance can be given as to the Index closing level on any of the Ending Averaging Dates.


Description of the SPX. We or one of our affiliates will act as calculation agent with respect to the securities. Any payment on the ROS is subject to the creditworthiness of the Issuer. Hypothetical Examples of Amounts Payable at Maturity. Investing in the It-8d is not equivalent to investing directly in the Index. The Estimated Initial Value of each of the securities will be less than the price you pay to purchase the gww.


The United States federal income tax consequences of your investment in the ROS 94v–0 uncertain and the Internal Revenue Service could assert that the ROS should be taxed in a manner that is different than 94v0 below.

The level of the SX5E depends upon the stocks of non-U. You may access these documents on the SEC website at www. You prefer to receive the dividends paid on any stocks included in the Index.

To Prospectus dated March 22. Investment in the securities involves certain risks. Final Valuation Date 2. With respect to each Reference Asset, the quotient, expressed as a percentage, calculated as follows: As a result, the value of the notes may be subject to greater volatility and be more adversely affected by a single economic, political or regulatory occurrence affecting this industry than a different investment linked to securities 94v0- a more broadly diversified group of issuers.


If the terms of the securities offered hereby are inconsistent with those described in the accompanying prospectus supplement, prospectus or Equity Index Underlying Supplement, the terms described in this free writing prospectus shall control. We obtained the Index closing levels below from Bloomberg Financial Markets.

Term sheet To prospectus dated December 1,prospectus supplement dated October 12, and product supplement no. Issuer Free Writing Prospectus. Events of Default and Acceleration. The securities will not be listed on any securities exchange. You should not, under any circumstances, assume that the information in this free writing prospectus, any accompanying underlying supplement, prospectus supplement and prospectus is correct on any date after their respective dates.

If our special tax counsel does not deliver wg opinion prior to pricing, the offering of the notes will be terminated. The STOXX Europe Supersector indices contain the largest stocks traded on the major exchanges of 18 European countries and are organized into the following 19 Supersectors: The other special risks associated with foreign securities may include, but are not limited to:

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