5 Year Multi Asset Autocallable note

Issuer
Bank XXX
Rating
Aa by Moody's and AA by S&P
Trade date
8 June 2007
Initial valuation date
8 June 2007
Notional Amount
GBP 1,000,000
Final valuation date
8 June 20012
Maturity date
8 June 20012
Delivery
Cash
Issue Price
100%
Term
5 years

Underlying Information

Underlying Initial Price Autocall Price Barrier Price Strike Price
Stock A USD 54.15 USD 54.15 USD 35.1975
(The Initial Price * 65%)
USD 35.1975
(The Initial Price * 65%)
Stock B USD103.40 USD 103.40 USD 67.21
(The Initial Price * 65%)
USD 67.21
(The Initial Price * 65%)
Autocall event
If on any Autocall Observation Date the last trading price of ALL the Underlyings are equal to or greater than their Autocall Price, the Notes shall redeem at par on the following Autocall Date
Autocall observation dates
The 8 of each month from and including 8 July 2007 to and including 8 May 2009
Autocall dates
The 18 of each month from and including 18 July 2007 to and including 18 August 2009
Final Redemption amount:

Subject to the Autocall provisions above, the Final Redemption Amount of the Notes payable on the Maturity Date shall be determined as follows:

If the Final Price of ANY of the Underlyings is equal to or less than its respective Strike Price, the investor receives the cash equivalent of performance of the Worst Performing Underlying, where the negative performance of each Underlying in the Basket is calculated in accordance with the following formula:

Amount x MAX [0, 100% + (Final Price wp - Strike Price wp) / Strike Pricewp]

Final Price WP is the Final Price of the Worst Performing Underlying
Strike Price WP is the Strike Price of the Worst Performing Underlying

Otherwise, the Final Redemption Amount shall be:
Calculation Amount x 100%

Interest payment:

1.17% per Calculation Amount upon the occurrence of a Interest Payout Event.

Otherwise,
0% per Calculation Amount.

A ”Interest Payout Event" is deemed to have occurred if, on the relevant Interest Observation Date, the Official Closing Price of any Underlying is greater than the Coupon Barrier Price.

Interest observation dates
The 8 of each month from and including 8 July 2007 to and including 8 May 2009
Interest payment dates
The 18 of each month from and including 18 July 2007 to and including 18 August 2009
Business day convention
30/360 Modfollowing
Business days
London and New York
Exchange
NASDAQ and NYSE
Payment currency
USD

Disclaimer

Structured transactions are complex and may involve a high risk of loss. Prior to entering into a transaction you should consult with your own legal, regulatory, tax, financial and accounting advisors to the extent you consider it necessary, and make your own investment, hedging and trading decisions (including decisions regarding the suitability of this transaction) based upon your own judgement and advice from those advisers you consider
necessary.

This document is for information purposes only and should not be construed as an offer, recommendation or solicitation to conclude a transaction and should not be treated as giving investment advice. The terms of any investment will be exclusively subject to the detailed provisions, including risk considerations, contained in the Information Memorandum.