SUPPLEMENTAL INFORMATION MEMORANDUM XENON ...

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y a Temporary Bearer Global Security. The Temporary Bearer Global Security is exchangeable for a Permanent Bearer Global Security, which is exchangeable for Bearer Securities in definitive form only upon an Exchange Event. 18. Whether TEFRA D or TEFRA C rules applicable or TEFRA rules not applicable: TEFRA D. 19. Currency of Issue: EUR 20. Specified Denomination: EUR 500,000 21. Whether the Issuer is able to purchase any of the Securities pursuant to Condition 9 (Purchase): Yes. 22. Rating: The Securities will not be rated. 23. Listing: Yes. An application will be made to the Irish Stock Exchange for the Securities to be admitted to the Official List and trading on its regulated market. 24. Common Code and ISIN: 031833213 and XS0318332136, respectively. AGENTS AND OTHER PARTIES 25. Party and specified office (a) Trustee: HSBC Trustee (C.I.) Limited of P.O. Box 88, 1 Grenville Street, St. Helier, Jersey, JE4 9PF. (b) Principal Paying Agent: HSBC Bank plc of 8 Canada Square, London E14 5HQ. (c) Custodian: HSBC Bank plc of 8 Canada Square, London E14 5HQ. (d) Calculation Agent and Agent Bank: Merrill Lynch International of Merrill Lynch Financial Centre, 2 King Edward Street, London EC1A 1HQ. (e) Vendor: Merrill Lynch International of Merrill Lynch Financial Centre, 2 King Edward Street, London EC1A 1HQ. (f) Selling Agent: Merrill Lynch International of Merrill Lynch Financial Centre, 2 King Edward Street, London 22
EC1A 1HQ, or any one of its Affiliates. (g) Irish Listing Agent: A&L Listing Limited of International Financial Services Centre, North Wall Quay, Dublin 1, Ireland. (h) Issuer’s Agent for Service of Process: Merrill Lynch International of Merrill Lynch Financial Centre, 2 King Edward Street, London EC1A 1HQ. ADDITIONAL TERMS 26. The definition of Early Redemption Amount appearing on page 7 of the General Definitions Module shall be deleted and replaced by the following: "Early Redemption Amount means, in relation to the Securities, the sum of: (a) (b) the liquidation proceeds (including accrued interest, if any) of the Charged Assets less any costs, expenses and taxes incurred in connection with such liquidation; plus the termination amount (if any) in EUR that would be payable in respect of the early termination of the Swap Agreement, as determined by the Counterparty in its absolute discretion. Where the termination amount would be payable by the Counterparty to the Issuer such amount shall be expressed as a positive number and where the termination amount would be payable by the Issuer to the Counterparty, such amount shall be expressed as a negative number." 27. The word "Issuer" shall be deemed to be deleted and replaced with the word "Counterparty" wherever it appears in Condition CL2 (Credit Event Terms). 28. All references to Further Extended Physical Settlement Date in the Credit-Linked Securities Conditions Module and the Credit-Linked Definitions Module shall be deemed to be deleted. 29. The definition of “Alternative Cash Settlement Amount” in the Credit-Linked Definitions Module shall be amended by the insertion of the following words at the end of the definition: “, plus (c) (to the extent that such amounts have not yet been paid by the Issuer on the Initial Physical Settlement Date) the Early Redemption Adjustment (if positive) or, as the case may be, the Adjustment Rounding Amount.” 23
Page 1 and 2: SUPPLEMENTAL INFORMATION MEMORANDUM
Page 3 and 4: Memorandum or any other information
Page 5 and 6: RISK FACTORS The purchase of the Se
Page 7 and 8: provision that the Trustee shall ag
Page 9 and 10: to the Counterparty, the Swap Guara
Page 11 and 12: Furthermore, he may sell assets the
Page 13 and 14: Terms of Series 149 EUR15,000,000 L
Page 15 and 16: Default has occurred under Conditio
Page 17 and 18: (g) Settlement Currency: Euros (“
Page 19 and 20: nominal amount equal to the Notiona
Page 21: (c) Counterparty's rights to assign
Page 25 and 26: USE OF PROCEEDS The net proceeds of
Page 27 and 28: B. Description of Merrill Lynch S.A
Page 29 and 30: The Swap Guarantor provides these p
Page 31: REGISTERED OFFICE OF THE ISSUER Xen

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