| Pricing Supplement No. 5 dated October 11, 2006 (to Prospectus dated May 5, 2006 and Prospectus Supplement dated May 5, 2006) |
Filed under Rule 424(b)(3) File No. 333-130584 |
Principal Amount: $600,000,000 |
Floating Rate Notes: | ¨ | Fixed Rate Notes: | x | ||||||
Original Issue Date: October 17, 2006 |
Closing Date: | October 17, 2006 | CUSIP Number: | 78442F ED 6 | ||||||
Maturity Date: October 25, 2011 |
Option to Extend | x No | Specified Currency: | U.S. Dollars | ||||||
| Maturity: | ¨ Yes | |||||||||
| If Yes, Final Maturity | ||||||||||
| Date: | ||||||||||
Redeemable in whole or in part at the
option of the Company:
|
x No ¨ Yes |
Redemption Price: Redemption Dates: |
Not Applicable. Not Applicable. |
|||||||
Repayment at the option of the Holder:
|
x No |
Repayment Price: | Not Applicable. | |||||||
| ¨ Yes | Repayment Dates: | Not Applicable. | ||||||||
Applicable to Fixed Rate Notes Only: |
||||||||||
Interest Rate: 5.40%.
|
Interest Payment Dates: | Each April 25th and October 25th during the term of the Notes, beginning April 25, 2007, subject to adjustment in accordance with the following business day convention. | ||||||||
Interest Accrual Method: 30/360
|
Interest Periods: | From and including the Closing Date or each April 25th and October 25th thereafter, as the case may be, to and including the next succeeding April 24th and October 24th, as the case may be, with no adjustment to period end dates for accrual purposes. | ||||||||
| Lead Managers | ||||
| Banc of America Securities LLC | Citigroup | Credit Suisse | ||
| Co-Managers | ||||
| Barclays Capital | BNP PARIBAS | Deutsche Bank Securities | ||
| Dresdner Kleinwort | UBS Investment Bank | |||
| October 11, 2006 |
| Title of Each Class of Securities Offered |
Maximum Aggregate Offering Price |
Amount of Registration Fee |
||
| 5.40% Medium Term Notes, Series A, due October 25, 2011 |
$600,000,000 | $64,200.00 |
Form:
|
Book-entry. | |||||||||
Denominations:
|
$1,000 minimum and integral multiples of $1,000 in excess thereof. | |||||||||
Trustee:
|
The Bank of New York, as successor trustee by virtue of a transfer of all or substantially all of the corporate trust business assets of JPMorgan Chase Bank, National Association, formerly known as JPMorgan Chase Bank and The Chase Manhattan Bank. | |||||||||
Agents:
|
The following agents are acting as underwriters in connection with this issuance. | |||||||||
| Agents | Principal Amount of Notes | |||||||||
| Banc of America Securities LLC | $ | 160,000,000.00 | ||||||||
| Citigroup Global Markets Inc. | 160,000,000.00 | |||||||||
| Credit Suisse Securities (USA) LLC | 160,000,000.00 | |||||||||
| Barclays Capital Inc. | 24,000,000.00 | |||||||||
| BNP Paribas Securities Corp. | 24,000,000.00 | |||||||||
| Deutsche Bank Securities Inc. | 24,000,000.00 | |||||||||
| Dresdner Kleinwort Securities LLC | 24,000,000.00 | |||||||||
| UBS Securities LLC | 24,000,000.00 | |||||||||
| Total | $ | 600,000,000.00 | ||||||||
Issue Price:
|
99.656%. | |||||||||
Agents’ Commission:
|
0.300%. | |||||||||
Net Proceeds:
|
$ 596,136,000. | |||||||||
Concession:
|
0.200%. | |||||||||
Reallowance:
|
0.150%. | |||||||||
CUSIP Number:
|
78442F ED 6. | |||||||||
ISIN Number:
|
US78442FED69. | |||||||||