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FINAL TERMSDate: 18 January 2010RABOBANK STRUCTURED PRODUCTSIssue of EUR 25,000,000 Index and Equity Linked Redemption Notes 2010 due 17 February2017 linked to a Basket of Indices and Underlying Equities (Rabo Wereld Note februari 2017)pursuant to the EUR 10,000,000,000 Structured Medium Term Note ProgrammeIN NO CIRCUMSTANCES MAY THE NOTES BE REDEEMED BY THE ISSUER AT THEMATURITY DATE FOR LESS THAN THE PROTECTION AMOUNT, EXCEPT THAT INTHE EVENT OF INSOLVENCY OF THE ISSUER OR IN THE EVENT OF AN EARLYREDEMPTION PURSUANT TO TERMS AND CONDITIONS 5(b), 5(e), 5(h), 7(b), 8(b) OR 14THE NOTES MAY BE REDEEMED AT LESS THAN THE PROTECTION AMOUNT.THE ISSUER HAS MADE NO INVESTIGATION INTO THE TREATMENT OF THE NOTESBY THE TAX AUTHORITIES OF ANY COUNTRY, INCLUDING THE UNITED STATES OFAMERICA. INVESTORS ARE STRONGLY ADVISED TO TAKE THEIR OWN TAXADVICE.PART A – CONTRACTUAL TERMSTerms used herein shall be deemed to be defined as such for the purposes of the Terms andConditions set forth in the Offering Circular dated 21 December 2009 which constitutes a baseprospectus for the purposes of the Prospectus Directive (Directive 2003/71/EC) (the ProspectusDirective). This document constitutes the Final Terms of the Notes described herein for thepurposes of Article 5.4 of the Prospectus Directive and must be read in conjunction with theOffering Circular. Full information on the Issuer and the offer of the Notes is only available on thebasis of the combination of these Final Terms and the Offering Circular. The Offering Circular isavailable for viewing during normal business hours and may be obtained at RabobankInternational, Croeselaan 18, 3521 CB Utrecht, The Netherlands and www.rabobank.nl.These Final Terms do not constitute an offer to sell or the solicitation of an offer to buy any Notesother than the Notes to which they relate or an offer to sell or the solicitation of an offer to buyNotes by any person in any circumstances in which such offer or solicitation is unlawful.The distribution of these Final Terms and the offering, sale and delivery of the Notes in certainjurisdictions may be restricted by law. Persons into whose possession these Final Terms come arerequired by the Issuer to inform themselves about and to observe any such restrictions. For afurther description of certain restrictions on the offering and sale of the Series, see ‘Subscriptionand Sale’ in the Offering Circular as supplemented or amended by these Final Terms.The information contained in these Final Terms does not constitute an investment recommendation.The purchase of Notes may involve substantial risks and is suitable only for investors who have theknowledge and experience in financial and business matters necessary to enable them to evaluatethe risks and the merits of an investment in the Notes. Before making an investment decision,prospective purchasers of Notes should consider carefully, in the light of their own financialcircumstances and investment objectives, all the information set forth in these Final Terms and theOffering Circular, as supplemented from time to time.
A Dutch language description of the principal terms of the Notes is contained the Annex hereto.1. Issuer: Coöperatieve Centrale Raiffeisen-Boerenleenbank B.A.(Rabobank Structured Products)2. (a) Series Number: 3883(b) Tranche Number: 13. Specified Currency orCurrencies:Euro (EUR)4. Aggregate nominal amount: The aggregate nominal amount of the Notes willdepend on the amount of Notes subscribed for duringthe Offer Period. Any increase or decrease will bepublished as soon as practicable after the Offer Period(as further set out in Paragraph 10 of Part B).(a) Series: EUR 25,000,000(b) Tranche: EUR 25,000,0005. Issue Price of Tranche: 101 per cent. of the aggregate nominal amount6. (a) SpecifiedDenominations:EUR 100(b) Calculation Amount: EUR 1007. (a) Issue Date: 17 February 2010(b)Interest CommencementDate:Not Applicable8. Maturity Date or RedemptionMonth:17 February 2017, provided that if, the ScheduledValuation Date is postponed in accordance with theTerms and Conditions, the Maturity Date shall be suchdate (being at least five (5) Exchange Business Daysafter the Valuation Date resulting from suchpostponement) as the Calculation Agent may determine9. Interest Basis: Non-interest bearing10. (a) Redemption / PaymentBasis:Index and Equity Linked Redemption(b) Protection Amount: Principal Protected11. Change of Interest Basis orRedemption/Payment Basis:12. Investor Put Option/Issuer CallOption/Obligatory Redemption:Not ApplicableNot Applicable2
Page 1: Dit prospectus is gemaakt voor de u
Page 5: FUND LINKED INTEREST NOTE PROVISION
Page 8 and 9: Where:SPX (0) means the Reference L
Page 10 and 11: (b)Whether the Notesrelate to a bas
Page 12 and 13: 37. Instalment Notes: Not Applicabl
Page 14 and 15: PART B - OTHER INFORMATION1. LISTIN
Page 16 and 17: Index to track general stock market
Page 18 and 19: (b)(c)(d)(e)(f)Conditions to which
Page 20 and 21: ANNEXDUTCH LANGUAGE DESCRIPTIONNEDE
Page 22 and 23: OFFERING CIRCULARRABOBANK STRUCTURE
Page 24 and 25: ChapterTABLE OF CONTENTSPageSUMMARY
Page 26 and 27: Rabobank’s current long-term depo
Page 28 and 29: y the International Swaps and Deriv
Page 30 and 31: Delivery of the Deliverable Obligat
Page 32 and 33: RISK FACTORSThe Issuer believes tha
Page 34 and 35: Transfer limits are determined acco
Page 36 and 37: Effect of governmental policy and r
Page 38 and 39: Currency Linked NotesThe Issuer may
Page 40 and 41: Adjustment to the terms and conditi
Page 42 and 43: Prospective purchasers of the Notes
Page 44 and 45: Notes issued at a substantial disco
Page 46 and 47: implementation of the Savings Direc
Page 48 and 49: Legal investment considerations may
Page 50 and 51: 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
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(x)(xi)(xii)any material change or
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elevant Final Terms) or its equival
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(c)Disrupted Days(i)Valuation Dates
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“FundAdministrator”“Fund Advi
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(b)Cash SettlementIf Cash Settlemen
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no further or other amount in respe
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Notice, the relevant Noteholder may
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the same highest or lowest value, t
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method or if such Obligation’s yi
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“Best AvailableInformation”mean
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(ii)(iii)where “Grace Period Exte
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“Deliverable Obligation”means,
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Obligation may be included as a Del
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“Assignable Loan”, “Consent R
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whose outstanding Voting Shares are
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Obligation”“Governmental Author
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Entity consolidates or amalgamates
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aforementioned currencies, which cu
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Default Requirement have become due
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Issuer a certificate signed by a Ma
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Quotations shall include or exclude
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effective.“Restructured Bond orLo
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Deliverable Obligation Characterist
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change in the Reference Obligation
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Derivatives Definitions.Upon the Ca
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(ii)The following Valuation Methods
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(l)Provisions relating to Multiple
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(d)Payments in respect of Registere
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12. TaxationAll payments of princip
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15. AgentsThe Issuing and Paying Ag
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The Agency Agreement may be amended
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the first payment of interest there
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FORM OF THE NOTESInitial Issue of N
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procure the delivery of, a Permanen
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−Notices. So long as any Notes ar
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CLEARING AND SETTLEMENTBook-Entry O
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Euroclear and Clearstream customers
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59.1 per cent., and the return on e
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agricultural market. Structured Fin
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Real estate, Rabo Vastgoedgroep N.V
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and that Rabobank Group’s broad r
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Leveraging Rabobank’s distributio
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RABOBANK GROUP STRUCTURECoöperatie
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Rabobank Nederland’s “central b
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continue. Management expects that t
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footnotes to the audited consolidat
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Operating expenses. Total operating
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Year ended 31 December20082007(rest
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Year ended 31 December20082007(rest
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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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