Landeskreditbank Baden-Württemberg - L-Bank

PLAN OF DISTRIBUTION
Banc of America Securities Limited, Morgan Stanley & Co. International Limited and The Royal Bank of
Scotland plc (together, the “joint lead managers”), Bayerische Hypo- und Vereinsbank AG, BNP Paribas
Securities Corp., Citigroup Global Markets Inc., Credit Suisse Securities (Europe) Limited, Dresdner Bank AG
London Branch and HSBC Bank plc (the “co-managers”, and together with the joint lead managers, the
“managers”) will, pursuant to a subscription agreement dated as of November 9, 2006 (the “subscription
agreement”), severally and not jointly agree with us to subscribe and pay for the principal amount of the notes set
forth opposite their respective names below at 99.52% of their principal amount, less a combined commission of
0.1% of such principal amount. Under the terms and conditions of the subscription agreement, the managers will
be committed to take and pay for all of the notes, if any are taken. We may also agree to bear certain costs and
expenses incurred by the managers in connection with the issue, subscription and offering of the notes. The
managers propose to offer the notes in part directly to the public at the initial offering price set forth on the cover
page of this prospectus supplement and in part through dealers. After the initial public offering, the price to
public may be changed.
Manager
Principal amount of notes
Banc of America Securities Limited ......................... US$ 313,333,000
Morgan Stanley & Co. International Limited .................. US$ 313,333,000
The Royal Bank of Scotland plc ............................ US$ 313,334,000
Bayerische Hypo- und Vereinsbank AG ...................... US$ 10,000,000
BNP Paribas Securities Corp. .............................. US$ 10,000,000
Citigroup Global Markets Inc. .............................. US$ 10,000,000
Credit Suisse Securities (Europe) Limited ..................... US$ 10,000,000
Dresdner Bank AG London Branch .......................... US$ 10,000,000
HSBCBankplc ......................................... US$ 10,000,000
Total ..................................................
US$1,000,000,000
The notes will be offered for sale in those jurisdictions in the United States, Europe, Asia and elsewhere
where it is legal to make such offers.
Each manager has agreed that it will comply with all applicable securities laws and regulations in force in
any jurisdiction in which it purchases, offers, sells or delivers notes or possesses or distributes this prospectus
supplement and will obtain any consent, approval or permission required by it for the purchase, offer, sale or
delivery by them of notes under the laws and regulations in force in any jurisdiction to which it is subject or in
which it makes such purchases, offers, sales or deliveries and we and any other manager shall have no
responsibility therefore.
In relation to each member state of the European Economic Area (the European Union plus Iceland, Norway
and Liechtenstein) which has implemented the Prospectus Directive (each, a “relevant member state”), each
manager has represented and agreed that with effect from and including the date on which the Prospectus
Directive is implemented in that relevant member state (the “relevant implementation date”), it has not made and
will not make an offer of notes to the public in that relevant member state except that it may, with effect from
and including the relevant implementation date, make an offer of notes to the public in that relevant member
state:
(a) to legal entities which are authorized or regulated to operate in the financial markets or, if not so
authorized or regulated, whose corporate purpose is solely to invest in securities;
(b) to any legal entity which has two or more of (1) an average of at least 250 employees during the last
financial year; (2) a total balance sheet of more than Euro 43,000,000 and (3) an annual net turnover of more
than Euro 50,000,000, as shown in its last annual or consolidated accounts; or
(c) in any other circumstances which do not require the publication by the Issuer of a prospectus
pursuant to Article 3 of the Prospectus Directive or pursuant to any applicable national law of any relevant
member state.
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