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(ii)The following Valuation Methods may be specified in the relevantFinal Terms for a Series with only one Reference Obligation andmore than one Valuation Date:(A)(B)(C)“Average Market” means the unweighted arithmetic meanof the Market Values determined by the Calculation Agentwith respect to each Valuation Date; or“Highest” means the highest Quotation obtained by theCalculation Agent with respect to any Valuation Date; or“Average Highest” means the unweighted arithmeticmean of the highest Quotations obtained by the CalculationAgent with respect to each Valuation Date.If no such Valuation Method is specified in the relevant FinalTerms, the Valuation Method shall be Average Highest.(iii)The following Valuation Methods may be specified in the relevantFinal Terms for a Series with more than one Reference Obligationand only one Valuation Date:(A)(B)“Blended Market” means the unweighted arithmetic meanof the Market Value for each Reference Obligationdetermined by the Calculation Agent with respect to theValuation Date; or“Blended Highest” means the unweighted arithmetic meanof the highest Quotations obtained by the CalculationAgent for each Reference Obligation with respect to theValuation Date.If no such Valuation Method is specified in the relevant FinalTerms, the Valuation Method shall be Blended Highest.(iv)The following Valuation Methods may be specified in the relevantFinal Terms for a Series with more than one Reference Obligationand more than one Valuation Date:(A)(B)“Average Blended Market” means, using values withrespect to each Valuation Date determined by theCalculation Agent in accordance with the Blended MarketValuation Method, the unweighted arithmetic mean of thevalues so determined with respect to each Valuation Date;or“Average Blended Highest” means, using values withrespect to each Valuation Date determined by theCalculation Agent in accordance with the Blended HighestValuation Method, the unweighted arithmetic mean of thevalues so determined with respect to each Valuation Date.215
If no such Valuation Method is specified in the relevant FinalTerms, the Valuation Method shall be Average Blended Highest.Notwithstanding paragraphs (i) to (iv) above, if Quotations include WeightedAverage Quotations or fewer than two Full Quotations, the Valuation Methodshall be Market, Average Market, Blended Market or Average BlendedMarket, as the case may be.“Valuation Time”“Weighted AverageQuotation”means the time specified as such in the relevant Final Terms or, if no time isso specified, 11.00 a.m. in the principal trading market for the ReferenceObligation.means, in accordance with the Quotation Method, the weighted average offirm quotations obtained from Quotation Dealers at the Valuation Time, tothe extent reasonably practicable, each for an amount of the ReferenceObligation with an Outstanding Principal Balance of as large a size asavailable but less than the Quotation Amount (but, if a Minimum QuotationAmount is specified in the relevant Final Terms, of a size equal to theMinimum Quotation Amount or, if quotations of a size equal to the MinimumQuotation Amount are not available, quotations as near in size as practicableto the Minimum Quotation Amount) that in aggregate are approximatelyequal to the Quotation Amount.(k)Credit Event Notice after Restructuring Credit EventIf Condition 10(k) is specified as applicable in the relevant Final Terms, then, notwithstandinganything to the contrary in these Terms and Conditions, upon the occurrence of a Restructuring CreditEvent during the Notice Delivery Period:(i)(ii)(iii)the Calculation Agent may deliver a Credit Event Notice in respect of an amount (the “PartialRedemption Amount”) that is less than the principal amount outstanding of each Noteimmediately prior to the delivery of such Credit Event Notice. In such circumstances, theprovisions of Condition 10 shall be deemed to apply to the Partial Redemption Amount onlyand each such Note shall be redeemed in part (such redeemed part being equal to the PartialRedemption Amount).For the avoidance of doubt (i) the principal amount of each such Note not so redeemed in partshall remain outstanding and interest shall accrue on the principal amount outstanding of suchNote as provided in Condition 4 (adjusted in such manner as the Calculation Agent in its soleand absolute discretion determines to be appropriate), (ii) the provisions of Condition 11 shallapply to such principal amount outstanding of such Note in the event that subsequent CreditEvent Notices are delivered in respect of the Reference Entity that was the subject of theRestructuring Credit Event and (iii) once a Credit Event Notice with respect to a RestructuringCredit Event has been delivered in respect of a Reference Entity, no further Credit EventNotices may be delivered in respect of any Reference Entity other than the Reference Entitythat was the subject of the Restructuring Credit Event.If the provisions of this Condition 10(k) apply in respect of the Notes, on redemption of partof each such Note, the relevant Note or, if the Notes are represented by a Global Note, suchGlobal Note, shall be endorsed to reflect such part redemption.216
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Dit prospectus is gemaakt voor de u
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A Dutch language description of the
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FUND LINKED INTEREST NOTE PROVISION
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Where:SPX (0) means the Reference L
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(b)Whether the Notesrelate to a bas
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37. Instalment Notes: Not Applicabl
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PART B - OTHER INFORMATION1. LISTIN
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Index to track general stock market
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(b)(c)(d)(e)(f)Conditions to which
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ANNEXDUTCH LANGUAGE DESCRIPTIONNEDE
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OFFERING CIRCULARRABOBANK STRUCTURE
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ChapterTABLE OF CONTENTSPageSUMMARY
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Rabobank’s current long-term depo
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y the International Swaps and Deriv
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Delivery of the Deliverable Obligat
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RISK FACTORSThe Issuer believes tha
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Transfer limits are determined acco
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Effect of governmental policy and r
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Currency Linked NotesThe Issuer may
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Adjustment to the terms and conditi
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Prospective purchasers of the Notes
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Notes issued at a substantial disco
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implementation of the Savings Direc
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Legal investment considerations may
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IMPORTANT INFORMATIONThis Offering
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equirement to publish a prospectus
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Issuer or such directors and office
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FORM OF FINAL TERMS (LESS THAN EUR
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REPRESENTATION CAN BE MADE AS TO TH
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8. Maturity Date or Redemption Mont
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(i)Other terms relating to the meth
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Redemption Amounts and Late Payment
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INDEX LINKED INTEREST NOTE PROVISIO
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[[●]/See Schedule]](b)(c)(d)(e)Pa
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(Specify other)](f) Additional Fina
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(c) Day Count Fraction: [Actual/Act
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(c)Provisions for determining Final
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(e)Relevant provisions for determin
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[The obligation(s) identified as fo
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(x) Physical Settlement Period: [
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(j) Fund Business Day: [[●] (Give
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DISTRIBUTION45. (a) If syndicated,
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PART B - OTHER INFORMATION 71. LIST
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composed by the Issuer and if the i
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(When completing this paragraph, co
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(h)(i)(j)(k)(l)[Procedure for exerc
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FORM OF FINAL TERMS (AT LEAST EUR 5
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(When adding any other terms, risk
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[Fund Linked Redemption]/[Dual Curr
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(f) Screen Rate Determination: [App
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(e)Currencies and/or formula isimpo
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(d)Provisions for determining theRa
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(f) Additional Disruption Events: [
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(j)Others terms or specialcondition
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[Actual/Actual (ISDA)]/[Other](d) O
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INDEX LINKED REDEMPTION NOTE PROVIS
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(g) Observation Date(s): [[●] (Gi
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Obligations:[The obligation(s) iden
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Terms relating to PhysicalDelivery:
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(vi) Benchmark Change: The benchmar
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(When adding any other final terms,
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PART B - OTHER INFORMATION 121. LIS
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information about the index can be
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(Include other information concerni
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SCHEDULE [●] TO THE FINAL TERMS(I
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Terms and Conditions for the purpos
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Day Count Fraction =[360 x (Y2 - Y
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“Delivery Agent”“Determinatio
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and/or of DTC, as applicable, as th
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Bearer Notes are represented either
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writing, be mailed by uninsured pos
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(b)Interest on Floating Rate Notes,
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The Agency Agreement contains provi
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(d)Interest on Dual Currency NotesI
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In the case of a partial redemption
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Where such calculation is made for
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Redemption Amount and/or the Strike
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(irrespective of whether that eight
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price risk of the Issuer issuing an
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espect of a Multi-Exchange Index ex
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exchange or quotation system as on
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8. Equity Linked Notes(a)Redemption
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e appropriate to preserve the econo
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case, such date of delivery shall b
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Equity Issuer or Underlying Equity
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For the avoidance of doubt, where a
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(vii)If the Calculation Agent deter
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(C)“Valid Date” shall mean a Sc
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effect transactions in, or obtain m
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occurrence of a Disrupted Day shall
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Calculation Agent) on the overall m
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9. Fund Linked Notes(a)Redemption o
Page 186 and 187: (x)(xi)(xii)any material change or
Page 188 and 189: elevant Final Terms) or its equival
Page 190 and 191: (c)Disrupted Days(i)Valuation Dates
Page 192 and 193: “FundAdministrator”“Fund Advi
Page 194 and 195: (b)Cash SettlementIf Cash Settlemen
Page 196 and 197: no further or other amount in respe
Page 198 and 199: Notice, the relevant Noteholder may
Page 200 and 201: the same highest or lowest value, t
Page 202 and 203: method or if such Obligation’s yi
Page 204 and 205: “Best AvailableInformation”mean
Page 206 and 207: (ii)(iii)where “Grace Period Exte
Page 208 and 209: “Deliverable Obligation”means,
Page 210 and 211: Obligation may be included as a Del
Page 212 and 213: “Assignable Loan”, “Consent R
Page 214 and 215: whose outstanding Voting Shares are
Page 216 and 217: Obligation”“Governmental Author
Page 218 and 219: Entity consolidates or amalgamates
Page 220 and 221: aforementioned currencies, which cu
Page 222 and 223: Default Requirement have become due
Page 224 and 225: Issuer a certificate signed by a Ma
Page 226 and 227: Quotations shall include or exclude
Page 228 and 229: effective.“Restructured Bond orLo
Page 230 and 231: Deliverable Obligation Characterist
Page 232 and 233: change in the Reference Obligation
Page 234 and 235: Derivatives Definitions.Upon the Ca
Page 238 and 239: (l)Provisions relating to Multiple
Page 240 and 241: (d)Payments in respect of Registere
Page 242 and 243: 12. TaxationAll payments of princip
Page 244 and 245: 15. AgentsThe Issuing and Paying Ag
Page 246 and 247: The Agency Agreement may be amended
Page 248 and 249: the first payment of interest there
Page 250 and 251: FORM OF THE NOTESInitial Issue of N
Page 252 and 253: procure the delivery of, a Permanen
Page 254 and 255: −Notices. So long as any Notes ar
Page 256 and 257: CLEARING AND SETTLEMENTBook-Entry O
Page 258 and 259: Euroclear and Clearstream customers
Page 260 and 261: 59.1 per cent., and the return on e
Page 262 and 263: agricultural market. Structured Fin
Page 264 and 265: Real estate, Rabo Vastgoedgroep N.V
Page 266 and 267: and that Rabobank Group’s broad r
Page 268 and 269: Leveraging Rabobank’s distributio
Page 270 and 271: RABOBANK GROUP STRUCTURECoöperatie
Page 272 and 273: Rabobank Nederland’s “central b
Page 274 and 275: continue. Management expects that t
Page 276 and 277: footnotes to the audited consolidat
Page 278 and 279: Operating expenses. Total operating
Page 280 and 281: Year ended 31 December20082007(rest
Page 282 and 283: Year ended 31 December20082007(rest
Page 284 and 285: Other income. Other income decrease
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Year ended 31 December 2007 compare
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Year ended 31 December20082007*(res
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Contingent liabilities relate prima
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The BIS ratio is calculated by divi
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The table below sets forth a geogra
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(in millions of euro)BanksPublicaut
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The following table provides an ana
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At 31 December(in millions of euro)
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(in millions of euro) 30-Jun-09 31-
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RISK MANAGEMENTRabobank Group place
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Credit riskRabobank Group aims to o
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Liquidity risk is an organisation-w
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Supervisory BoardThe Supervisory Bo
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increasing legislation and regulati
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Supervisory Board of Rabobank Neder
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Auxiliary positionsDate of first ap
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Date of first appointment tothe Sup
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Date of first appointment tothe Sup
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Supervision & Monetary Affairs and
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REGULATION OF RABOBANK GROUPRaboban
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Dutch regulationGeneralAs of Septem
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EmergenciesThe Financial Supervisio
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TAXATIONGeneralThe following summar
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to dispose of the Notes. In some ca
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settlement institution and pays the
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their own professional advisers as
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should consult their tax adviser co
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espect to the Discount Note for eac
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(c) it does not provide for any pri
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U.S. federal income tax purposes) h
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Contingent NotesGain from the sale
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issue price of a Foreign Currency C
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4.3 U.S. Federal Income Tax Treatme
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Issuers intend to treat the Forward
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Retirement of an Option Note for Ca
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U.S. Holder will be required to dis
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‘“benefit plan investors”.
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(7) Distribution of this Offering C
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(d)(e)at any time to fewer than 100
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for the purposes of its business an
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e-offering or resale, directly or i
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GENERAL INFORMATION1. Application h
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PRINCIPAL OFFICE OF THE ISSUERCoöp
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