Unassociated Document
Filed
pursuant to Rule 433
September 24, 2007
Relating to Preliminary Pricing
Supplement No. 273 to
Registration Statement Nos. 333-137691,
333-137691-02
Dated September 29, 2006
ABN
AMRO Bank N.V.
PRINCIPAL
PROTECTED
NOTES
|
Preliminary
Pricing Sheet – October 01,
2007
|
4.5
YEAR, PRINCIPAL
PROTECTED
RAINBOW
SECURITIES
LINKED TO THE
VALUE OF
A BASKET COMPRISED
OF THE DOW
JONES
EURO
STOXX 50 INDEX,
THE S&P 500 INDEX®
AND THE NIKKEI 225
STOCK AVERAGE
100%
PRINCIPAL PROTECTION
DUE APRIL 27,
2012
|
OFFERING
PERIOD:
OCTOBER
1,
2007 – OCTOBER 22,
2007
|
SUMMARY
INFORMATION
|
|
Issuer:
|
ABN
AMRO Bank N.V. (Senior Long
Term Debt Rating: Moody’s
Aa2, S&P
AA-)
|
Lead
Agent:
|
ABN
AMRO
Incorporated
|
Offering:
|
Principal
Protected Securities due
April 27, 2012 linked to the value of a basket comprised of the Dow
Jones
EURO STOXX 50 Index, the S&P 500 Index® and
the Nikkei
225 Stock Average (the
“Securities”).
|
Underlying
Basket:
|
A
basket consisting of the Dow
Jones EURO STOXX 50 Index (Ticker: SX5E), the S&P 500
Index® (Ticker
SPX) and the Nikkei
225 Stock Average
(Ticker NKY). We refer to each of the indices comprising the Underlying
Basket as a “Basket
Index”.
|
Coupon:
|
None.
The Securities do not pay
interest.
|
Denomination/Principal:
|
$1,000
and integral multiples
thereof
|
Issue
Size:
|
TBD
|
Issue
Price:
|
100%
|
Principal
Protection
Level:
|
100%.
Any additional payment at
maturity is dependent on the basket return.
|
Payment
at
Maturity:
|
At
maturity, you will receive for
each $1,000 principal amount of Securities a cash amount calculated
as
follows:
(1)
if the basket return is
positive, $1,000 plus [participation rate x ($1,000 x basket return)];
or
(2)
if the basket return is zero
or negative $1,000.
|
Basket
Return:
|
The
basket return for each $1,000
principal amount of Securities will be equal to:
(50% x R1) + (30% x R2) + (20% x R3)
where
R1 is the highest index
return of the three Basket Indices, R2 is the second highest
index return
of the three Basket Indices, and R3 is the third highest index
return of
the three Basket Indices.
|
Index
Return:
|
The
index return on a
Basket Index is
the
percentage change in the value of such Basket Index, calculated
as:
Final Index Value - Initial Index Value
|
Initial
Index
Level:
|
For
each Basket Index,
the closing value of
such Basket Index on the pricing date.
|
Final
Index
Level:
|
For
each Basket Index, the closing
value of such Basket Index on the determination date.
|
Determination
Date:
|
With
respect to each Basket Index,
the third trading day prior to the maturity date, subject
to adjustment as described
in “Description
of
the Securities -Determination Date.”
|
Participation
Rate:
|
The
participation rate will be
determined on the pricing date and will be no less than .67 (or 67%)
and
no more than .73 (or 73%).
|
Indicative
Secondary
Pricing:
|
•
Internet at: www.us.abnamromarkets.com
•
Bloomberg at: PIPN
<GO>
|
CUSIP:
|
00078UUA6
ISIN:
US00078UUA68
|
Status:
|
Unsecured,
unsubordinated
obligations of the Issuer
|
|
Trustee:
|
Wilmington
Trust
Company
|
|
Securities
Administrator:
|
Citibank,
N.A.
|
|
Settlement:
|
DTC,
Book Entry,
Transferable
|
|
Selling
Restrictions:
|
Sales
in the European Union must
comply with the Prospectus Directive
|
|
Pricing
Date:
|
October
22, 2007, subject to
certain adjustments as described in the related pricing
supplement
|
|
Settlement
Date:
|
October
25,
2007
|
|
Determination
Date:
|
April
24, 2012, subject to certain
adjustments as described in the related pricing supplement
|
|
Maturity
Date:
|
April
27, 2012 (Four Years Six
Months)
|
|
ABN
AMRO has
filed a registration statement (including a Prospectus and Prospectus
Supplement) with the SEC for the offerings to which this communication relates.
Before you invest, you should read the Prospectus and Prospectus Supplement
in
that registration statement and other documents ABN AMRO has filed with the
SEC
for more complete information about ABN AMRO and the offerings of the
Securities.
You
may get
these documents for free by visiting EDGAR on the SEC website at www.sec.gov
or
by visiting ABN AMRO Holding N.V. on the SEC website at <http://www.sec.gov/cgi-bin/browse-edgar?company=&CIK=abn&filenum=&State=&SIC=&owner=include&action=getcompany>. Alternatively,
ABN AMRO, any underwriter or any dealer participating in the offering will
arrange to send you the Prospectus and Prospectus Supplement if you request
it
by calling toll free (888) 644-2048.
These
Securities may not be offered or sold (i) to any person/entity listed on
sanctions lists of the European Union, United States or any other applicable
local competent authority; (ii) within the territory of Cuba, Sudan, Iran and
Myanmar; (iii) to residents in Cuba, Sudan, Iran or Myanmar; or (iv) to Cuban
Nationals, wherever located.
SUMMARY
The
following
summary does not contain all the information that may be important to you.
You
should read this summary together with the more detailed information that is
contained in the related Pricing Supplement and in its accompanying Prospectus
and Prospectus Supplement. You should carefully consider, among other things,
the matters set forth in “Risk Factors” in the related Pricing Supplement, which
are summarized on page 5 of this document. In addition, we urge you
to consult with your investment, legal, accounting, tax and other advisors
with
respect to any investment in the Securities.
What
are the
Securities?
The
Securities are
senior notes issued by us, ABN AMRO Bank N.V., and are fully and unconditionally
guaranteed by our parent company, ABN AMRO Holding N.V. The Securities are
linked to the value of a basket comprised of three indices: the Dow Jones EURO
STOXX 50 Index, the S&P 500 Index and the Nikkei 225 Stock Average, which
basket we refer to as the Underlying Basket. We refer to the indices
in the Underlying Basket as the Basket Indices and to each such index as a
Basket Index. The Securities have a maturity of four years and six
months. The payment at maturity of the Securities is determined based
on the performance of the Underlying Basket, as described
below. Unlike ordinary debt securities, the Securities do not
pay interest. If the basket return is zero or negative you will be entitled
to
receive only the principal amount of $1,000 per Security at
maturity. In such a case, you will receive no return on your
investment and you will not be compensated for any loss in value due to
inflation and other factors relating to the value of money over
time.
What
will I
receive at maturity of the Securities and how is this amount
calculated?
At
maturity you will
receive, for each $1,000 principal amount of Securities, a cash payment
calculated as follows:
(1)
If the basket return is positive $1,000 plus [participation rate x ($1,000
x
basket return)]; or
(2)
If the basket return is zero or negative $1,000.
The
participation
rate will be determined on the pricing date and will be no less than .67 (or
67%) and no more than .73 (or 73%). Accordingly, you will never receive
the full basket return calculated as described herein if the basket return
is
positive; you will only benefit from a portion of the basket return equal to
the
participation rate if the basket return is positive.
We
call the
Securities “Rainbow Securities” because of the way the basket return is
calculated. The basket return is not calculated as an arithmetic average of
the
three Basket Indices comprising the Underlying Basket. Instead, the basket
return for each $1,000 principal amount of Securities will be equal
to:
(50%
x R1) + (30% x
R2) + (20% x R3)
where,
• R1
is the highest index return of the three Basket Indices;
• R2
is the second highest index return of the three Basket Indices; and
• R3
is the third highest index return of the three Basket Indices.
For
each of the
three Basket Indices, the index return on a Basket Index is the percentage
change in the value of such Basket Index, over the term of the Securities,
calculated as:
Final
Index
Level–Initial Index Level
Initial
Index Level
where
for
each Basket Index,
• the
initial index level is the closing value of such Basket Index on the pricing
date; and
• the
final index level is the closing value of such Basket Index on the determination
date.
What
is the
Participation Rate which is used in the calculation of the Supplemental
Redemption Amount?
If
the basket return
is positive the payment due at maturity is calculated as $1,000 plus the product
of the participation rate times ($1,000 times the basket return). The
participation rate will be determined on the pricing date and will be no less
than .67 (or 67%) and no more than .73 (or 73%). The participation
rate reduces the basket return. This means if the basket return is
positive, you will not receive the full basket return calculated as described
in
"What will I receive at maturity of the
Securities
and how is this amount calculated?" You will only benefit from a portion of
the
basket return equal to the participation rate if the basket return is
positive.
Will
I
receive interest payments on the Securities?
No.
You will not
receive any interest on the Securities.
Will
I get
my principal back at maturity?
Subject
to the
credit of ABN AMRO Bank, N.V.
as theissuer of
the Securities and ABN AMRO Holding N.V. as the guarantor of the Bank’s
obligations under the Securities, you will receive your principal back at
maturity of the Securities. However, if you sell the Securities prior
to maturity, you will receive the market price for the Securities, which may
or
may not include the return of your full principal amount. There may be little
or
no secondary market for the Securities. Accordingly, you should be willing
to
hold your securities until maturity.
Can
you give
me examples of the payment I will receive at maturity depending on the Basket
Return?
Example
1: If, for
example, on the determination date the Dow Jones EURO STOXX 50 Index had the
highest index return (R1 = 23%), the S&P 500 Index had the second highest
index return (R2 = 18.6%), and the Nikkei 225 Stock Average had the third
highest index return (R3 = 9.7%) of the three Basket Indices, and the
hypothetical participation rate was .70 (or 70%) then the basket return would
be
calculated as follows:
(50%
x 23%) + (30% x
18.6%) + (20% x 9.7%) = 19.02%
In
this hypothetical
example, the basket return is positive. Therefore, the payment at maturity
will
be calculated as:
$1,000
+ [.70 x
($1,000 x 19.02%)] = $1,133.14
As
a result, you
would receive at maturity the principal amount of $1,000 plus $133.14, for
a
total payment of $1,133.14 per Security. In this case, the basket return was
19.02% but you would have only received a return on your initial principal
investment of 13.31% over the term of the Securities because you only benefit
from a portion of the basket return equal to the participation rate (70% in
this
hypothetical example).
Example
2: If, for example, the Dow Jones EURO STOXX 50 Index had had the
highest index return (R1 = 12.2%), the Nikkei 225 Stock Average had the second
highest index return (R2 = 8%), and the S&P 500 Index had the third highest
index return (R3 = –14.4%), of the three Basket Indices and the
participation rate was .70 (or 70%), then the basket return would be calculated
as follows:
(50%
x 12.2%) + (30%
x 8.0%) + (20%
x –
14.4%) = 5.62%
In
this hypothetical
example, the basket return is positive. Therefore, the payment at maturity
will
be calculated as:
$1,000
+ [.70 x
($1,000 x 5.62%)] = $1,039.34
As
a result, you
would receive at maturity the principal amount of $1,000 plus $39.34, for a
total payment of $1,039.34 per Security. In this case, the basket return was
5.62% but you would have only received a return on your initial principal
investment of 3.93% over the term of the Securities because you only benefit
from a portion of the basket return equal to the participation rate (70% in
this
hypothetical example).
Example
3: If, for
example, the Nikkei 225 Stock Average had the highest return (R1 = – 10%), the
Dow Jones EURO STOXX 50 Index had the second highest return (R2 = –10.2%), and
the S&P 500 Index had the third highest return (R3 = –20.9%), of the three
Basket Indices and the participation rate was .70 (or 70%), the basket return
would be calculated as follows:
(50%
x –10%) + (30%
x –10.2%) + (20%
x –20.9%) =
–12.24%
In
this hypothetical
example, the basket return is negative. Therefore, the payment at maturity
will
be $1,000.
Since
the basket
return is negative you will be entitled to receive only the principal amount
of
$1,000 per Security at maturity. This means you
will
receive no
return on your investment and you will not be compensated for any loss in value
due to inflation and other factors relating to the value of money over
time.
These
examples are
for illustrative purposes only. It is not possible to predict the closing levels
of the Basket Indices on the determination date. The Initial Index Level is
subject to adjustment as set forth in the related pricing
supplement.
What
if I
have more questions?
You
should
read “Description of Securities” in the related Pricing Supplement for a
detailed description of the terms of the Securities. ABN AMRO has
filed a registration statement (including a Prospectus and Prospectus
Supplement) with the SEC for the offering to which this communication relates.
Before you invest, you should read the Prospectus and Prospectus Supplement
in
that registration statement and other documents ABN AMRO has filed with the
SEC
for more complete information about ABN AMRO and the offering of the
Securities. You may get these documents for free by visiting EDGAR on
the SEC web site at www.sec.gov. Alternatively, ABN AMRO, any
underwriter or any dealer participating in the offering will arrange to send
you
the Prospectus and Prospectus Supplement if you request it by calling toll
free
(888) 644-2048.
RISK
FACTORS
Investors
should carefully consider the risks of the Securities to which this
communication relates and whether these Securities are suited to their
particular circumstances before deciding to purchase them. It is
important that prior to investing in these Securities investors read the Pricing
Supplement related to such Securities and the accompanying Prospectus and
Prospectus Supplement to understand the actual terms of and the risks associated
with the Securities. In addition, we urge investors to consult with
their investment, legal, accounting, tax and other advisors with respect to
any
investment in the Securities.
Credit
Risk
The
Securities are issued by ABN AMRO
Bank N.V. and guaranteed by ABN AMRO Holding N.V., ABN AMRO’s
parent. As a result, investors assume
the credit risk of ABN AMRO Bank N.V. and that of
ABN AMRO Holding
N.V. in the event that ABN AMRO defaults on its obligations under the
Securities. Any obligations or Securities sold, offered, or
recommended are not deposits of ABN AMRO Bank N.V. and are not endorsed or
guaranteed by
any bank or thrift, nor are they
insured by the FDIC or any governmental agency.
Market
Risk
The
Securities do not pay any interest.
The rate of return, if any, will depend on the performance of the Basket Indices
comprising the Underlying Basket. If the Basket Return of the
Underlying Basket is zero or negative, you will be entitled to receive
only
the principal amount of $1,000 per
Security at maturity. In such a case, you will receive no return on
your investment and you will not be compensated for any loss in value due to
inflation and other factors relating to the value of money over
time.
Because
we determine the Basket Return
by assigning a different weight to each Index Return based on the performance
of
each Basket Index relative to the other Basket Indices, the return on the
Securities at maturity will not equal the actual aggregate return
on the Basket Indices over the same
period, which return may be higher, perhaps significantly, than the return
payable on the Securities. Further, because the participation rate is
less than 100%, you will only participate in a portion of the basket
return,
if any, equal to the
participation rate, rather than in the full basket return. This means
that your payment at maturity, if any, will be based upon less than 100% of
the
basket return.
Liquidity
Risk
ABN
AMRO does not intend to list the
Securities on any
securities exchange. Accordingly, there may be little or no secondary
market for the Securities and information regarding independent market pricing
of the Securities may be limited. The value of the Securities in the secondary
market, if any,
will be subject to many unpredictable
factors, including then prevailing market conditions.
It
is important to note that
many factors will contribute to the secondary market value of the Securities,
and investors may not receive their full principal back if
the Securities are sold
prior to maturity. Such factors
include, but are not
limited to, time to maturity, the levels of the Basket Indices, volatility
and
interest rates.
In
addition, the price, if any, at which
we or another party are willing to purchase Securities in
secondary market
transactions will likely be lower than the issue price, since the issue price
included, and secondary market prices are likely to exclude, commissions,
discounts or mark-ups paid with respect to the Securities, as well
as the cost of hedging our obligations
under the Securities.
Tax
Risk
The
Securities will be treated as
"contingent payment debt instruments" for U.S. federal income tax purposes.
Accordingly, U.S. taxable investors, regardless of their method of
accounting, will be
required to accrue as ordinary income amounts based on the “comparable yield”
of the Securities, as determined by us,
even though they will receive no payment on the Securities until
maturity. In addition, any gain recognized upon a sale, exchange
or retirement of the Securities
will generally be treated as ordinary interest income for U.S. federal income
tax purposes.
Investors
should review the
“Taxation”
section in the related Pricing
Supplement and the Section entitled "United States Federal Income Taxation"
(in particular the
sub-section entitled "United States Federal Income Taxation –
Contingent Payment Debt Instruments")
in the accompanying Prospectus Supplement. Additionally, investors
are urged to consult their tax advisor regarding
the tax treatment of the Securities
and whether a purchase of the Securities is advisable in light of the tax
treatment and their particular situation.
6