PROSPECTUS (incorporated with limited liability under the laws of ...

The purpose of this Prospectus is to give information with regard to the Issuer, the Issuer and its subsidiaries and
the Notes. The Issuer is solely responsible for the information given in this Prospectus except for the information received
by the Issuer from UniCredit under the heading "Bank Austria – UniCredit and the UniCredit Group" which was received
by the Issuer from UniCredit and correctly reproduced and no facts – in so far as is known to the Issuer or could be
deduced by it through information published by a third party – have been misrepresented which might cause the
reproduced information to be incorrect or misleading. To the best of the knowledge of the Issuer, having taken all
reasonable care to ensure that such is the case, the information contained in this Prospectus is in accordance with the
facts and contains no omission likely to affect its import.
This Prospectus is to be read in conjunction with any supplement to the Prospectus and with all the documents
which are incorporated herein by reference (see “Documents Incorporated By Reference” on page 31). This Prospectus
shall be read and construed on the basis that such documents are so incorporated and form part of this Prospectus.
The Dealers have not separately verified the information contained herein. Accordingly, no representation,
warranty or undertaking, express or implied, is made and no responsibility is accepted by the Dealers (other than the
Issuer) as to the accuracy or completeness of the financial or other information contained in or incorporated by reference
into this Prospectus, or any other financial statements or any further information supplied in connection with the
Programme or the Notes or their distribution. The statements made in this paragraph are without prejudice to the
responsibility of the Issuer under the Programme.
No person is or has been authorised to give any information or to make any representation not contained in or
not consistent with this Prospectus or any other financial statements or further information supplied in connection with
the Programme or the Notes and, if given or made, such information or representation must not be relied upon as having
been authorised by the Issuer or by any of the Dealers.
Neither this Prospectus nor any other financial statements nor any further information supplied in connection
with the Programme or the Notes are intended to provide the basis of any credit or other evaluation and should not be
considered as a recommendation by the Issuer or any of the Dealers that any recipient of this Prospectus or any other
financial statements or any further information supplied in connection with the Programme or the Notes should purchase
any of the Notes. Each investor contemplating purchasing Notes should make its own independent investigation of the
financial condition and affairs, and its own appraisal of the creditworthiness, of the Issuer. None of this Prospectus, any
other financial statements or any further information supplied in connection with the Programme or the Notes constitutes
an offer or invitation by or on behalf of the Issuer, the Dealers or any of them to any person to subscribe for or to
purchase any of the Notes.
The delivery of this Prospectus does not at any time imply that the information contained herein concerning the
Issuer is correct at any time subsequent to the date hereof or that any other financial statements or any further
information supplied in connection with the Programme or the Notes is correct as of any time subsequent to the date
indicated in the document containing the same. The Dealers expressly do not undertake to review the financial condition
or affairs of the Issuer or any of its subsidiaries during the life of the Programme. Investors should review, inter alia, the
most recent financial statements of the Issuer when deciding whether or not to purchase any of the Notes.
Prospective investors should inform themselves as to the legal requirements and tax consequences within their
country of residence for the acquisition, holding or disposition of Notes. Prospective investors are also required to inform
themselves about any tax consequences which may apply to them arising from the implementation of EU Council
Directive 2003/48/EC of 3 June, 2003 on the taxation of savings income, further particulars of which are set out in
“Taxation”.
The Issuer and the Dealers do not represent that this document may be lawfully distributed, or that the Notes may
be lawfully offered, in compliance with any applicable registration or other requirements in any jurisdiction, or pursuant
to an exemption available hereunder, or assume any responsibility for facilitating any such distribution or offering. In
particular, save as specified in this Prospectus, no action has been taken by the Issuer or the Dealers which would permit
a public offering of the Notes or distribution of this document in any jurisdiction where action for that purpose is
required. Accordingly, the Notes may not be offered or sold, directly or indirectly, and neither this Prospectus nor any
advertisement or other offering material may be distributed or published in any jurisdiction, except under circumstances
that will result in compliance with any applicable laws and regulations and the Dealers have represented that all offers
and sales by them will be made on the same terms.
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