Filed Pursuant to Rule 433
Registration Statement No. 333-159366
Pricing Term Sheet
September 8, 2010
1.250% Global Notes due September 13, 2013
|Format:||SEC Registered Global|
|Anticipated Security Ratings:||A2 (Moodys Investors Service) / A (Standard & Poors) / A+ (Fitch Ratings)|
|Trade Date:||September 8, 2010|
|Settlement Date:||September 13, 2010|
|Maturity Date:||September 13, 2013|
|Aggregate Principal Amount Offered:||$1,100,000,000|
|Price to Public (Issue Price):||99.921%|
|Benchmark:||UST 0.750% due August 15, 2013|
|Spread to Benchmark:||+50 basis points|
|Interest Payment Dates:||Semi-annual on March 13 and September 13 of each year, beginning on March 13, 2011|
|Optional Redemption:||Greater of Par or Make-Whole at Treasury Rate + 7.5 basis points|
|Denominations:||$2,000 × $1,000|
|Joint Bookrunners:|| |
Barclays Capital Inc.
Citigroup Global Markets Inc.
J.P. Morgan Securities LLC
Banc of America Securities LLC
BNP Paribas Securities Corp.
Goldman, Sachs & Co.
HSBC Securities (USA) Inc.
UBS Securities LLC
Wells Fargo Securities, LLC
Note: A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time.
The Issuer has filed a Registration Statement (including a prospectus) with the Securities and Exchange Commission for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the Issuer has filed with the Securities and Exchange Commission for more complete information about the Issuer and this offering. You may get these documents for free by visiting EDGAR on the SEC Web site at www.sec.gov. Alternatively, the Issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling (1) Barclays Capital Inc. at 888-603-5847, (2) Citigroup Global Markets Inc. at 877-858-5407, or (3) J.P. Morgan Securities LLC at 212-834-4533.