HSBC France € 20,000,000,000 Euro Medium Term Note Programme

addresses***] of Managers [andunderwriting commitments***]:underwriting commitments***][(Include names and addresses of entities agreeing tounderwrite the issue on a firm commitment basis andnames and addresses of the entities agreeing to placethe issue without a firm commitment or on a "bestefforts" basis if such entities are not the same as theManagers.)***](iii) [Date of [Subscription] Agreement: [•]***(iv)Stabilising Manager(s) (includingaddresses) (if any):[Not Applicable/give name](v) If non-syndicated, name [andaddress***] of Dealer:(vi) Total commission andconcession***:[Not Applicable/give name [and address***]][•] per cent. of the Aggregate Nominal Amount***](vii) U.S. Selling Restrictions: The Issuer is Category 2 for the purposes ofRegulation S under the United States Securities Act of1933, as amended.[TEFRA C/ TEFRA D/ TEFRA not applicable](TEFRA rules are not applicable to DematerialisedNotes)(viii) [Non-exempt Offer***: [Not Applicable] [An offer of the Notes may be madeby the Managers [and [specify, if applicable]] otherthan pursuant to Article 3(2) of the ProspectusDirective in [specify relevant Member State(s) - whichmust be jurisdictions where the Prospectus and anysupplements have been passported] (Public OfferJurisdictions) during the period from [specify date]until [specify date] (Offer Period). See furtherParagraph 9 of Part B below.]9. TERMS AND CONDITIONS OF THE OFFER 20[Not Applicable] 21CONDITIONS, OFFER STATISTICS, EXPECTED TIMETABLE AND ACTION REQUIREDTO APPLY FOR THE OFFERConditions to which the offer is subject:Total amount of the issue/offer; if theamount is not fixed, description of thearrangements and time for announcing to[•][•]20 Not required for Notes with a denomination of at least €100,000.21 Include only for Notes with a denomination per unit of at least €100,000.106