6-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO
RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of January 2019

Commission File Number: 033-97038

BROOKFIELD ASSET MANAGEMENT INC.

(Translation of registrant’s name into English)

Brookfield Place
Suite 300
181 Bay Street, P.O. Box 762
Toronto, Ontario, Canada M5J 2T3
(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F  o            Form 40-F  x

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): o

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): o

Exhibits 99.1 and 99.2 of this Form 6-K shall be incorporated by reference as exhibits to the Registration Statement of Brookfield Asset Management Inc. and Brookfield Finance Inc. on Form F-10 (File Nos. 333-224426 and 333-224426-01).

EXHIBIT LIST

Exhibit	Description
99.1	Final Term Sheet dated January 24, 2019
99.2	Press release dated January 24, 2019

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	BROOKFIELD ASSET MANAGEMENT INC.
Date: January 24, 2019	By:	/s/ Thomas Corbett
		Name:	Thomas Corbett
		Title:	Senior Vice President

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EX-99.1

Exhibit 99.1

A final base shelf prospectus containing important information relating to the securities described in this document has been filed with the securities regulatory authorities in each of the provinces of Canada. A copy of the final base shelf prospectus, any amendment to the final base shelf prospectus and any applicable shelf prospectus supplement that has been filed, is required to be delivered with this document.

This document does not provide full disclosure of all material facts relating to the securities offered. Investors should read the final base shelf prospectus, any amendment and any applicable shelf prospectus supplement for disclosure of those facts, especially risk factors relating to the securities offered, before making an investment decision.

BROOKFIELD FINANCE INC.
US$1,000,000,000 4.850% NOTES DUE 2029

FINAL TERM SHEET
January 24, 2019

Issuer:	Brookfield Finance Inc.
Guarantor:	Brookfield Asset Management Inc.
Guarantee:	The notes will be fully and unconditionally guaranteed as to payment of principal, premium (if any) and interest and certain other amounts by Brookfield Asset Management Inc.
Guarantor’s Ticker:	BAMACN
Security:	4.850% Senior Unsecured Notes due March 29, 2029
Format:	SEC registered
Size:	US$1,000,000,000
Trade Date:	January 24, 2019

Settlement Date*:	January 29, 2019 (T+3)
Maturity Date:	March 29, 2029
Coupon:	4.850%
Interest Payment Dates:	March 29 and September 29, commencing September 29, 2019 (long first coupon)
Price to Public:	99.821%
Benchmark Treasury:	[The Spread to Benchmark Treasury, and any disclosure relating to the Spread to Benchmark Treasury, has been removed in accordance with subsection 9A.3(4) of National Instrument 44-102 — Shelf Distributions (“NI 44-102”)]
Benchmark Treasury Price & Yield:	[The Spread to Benchmark Treasury, and any disclosure relating to the Spread to Benchmark Treasury, has been removed in accordance with subsection 9A.3(4) of NI 44-102]
Spread to Benchmark Treasury:	[The Spread to Benchmark Treasury, and any disclosure relating to the Spread to Benchmark Treasury, has been removed in accordance with subsection 9A.3(4) of NI 44-102]
Yield:	4.871%
Denominations:	Initial denominations of US$2,000 and subsequent multiples of US$1,000

Covenants:	Change of control (put @ 101%)
	Negative pledge
	Consolidation, merger, amalgamation and sale of substantial assets
Redemption Provisions:
Make-Whole Call:	Prior to December 29, 2028, treasury rate plus 35 bps
Par Call:	At any time on or after December 29, 2028, at 100% of the principal amount of the notes to be redeemed
Use of Proceeds:	General corporate purposes
CUSIP/ISIN:	11271LAD4 / US11271LAD47
	Citigroup Global Markets Inc.
Joint Book-Runners(1):	HSBC Securities (USA) Inc.
	SMBC Nikko Securities America, Inc.
Co-Managers:	Banco Bradesco BBI S.A.
	BNP Paribas Securities Corp.
	Itau BBA USA Securities, Inc.
	Mizuho Securities USA LLC
	MUFG Securities Americas Inc.
	Natixis Securities Americas LLC
	Santander Investment Securities Inc.
	SG Americas Securities, LLC

(1)This offering will be made in Canada by Citigroup Global Markets Canada Inc., a broker-dealer affiliate of Citigroup Global Markets Inc. and by HSBC Securities (Canada) Inc., a broker-dealer affiliate of HSBC Securities (USA) Inc.

*Note: Under Rule 15c6-1 under the U.S. Securities Exchange Act of 1934, trades in the secondary market generally are required to settle in two business days, unless the parties to any such trade expressly agree otherwise. Accordingly, purchasers who wish to trade notes prior to the delivery date will be required, by virtue of the fact that the notes initially will settle in T+3, to specify an alternate settlement cycle at the time of any such trade to prevent a failed settlement. Purchasers of notes who wish to trade notes prior to the delivery date should consult their own advisor.

The Notes will be issued as a separate series of debt securities under a fourth supplemental indenture to be dated as of the date of the issuance of the Notes (the “Fourth Supplemental Indenture”) to the base indenture dated as of June 2, 2016 (the “Base Indenture”) (together with the Fourth Supplemental Indenture, the “Indenture”), between Brookfield Finance Inc., Brookfield Asset Management Inc., as guarantor, and Computershare Trust Company of Canada, as trustee. The foregoing is a summary of certain of the material attributes and characteristics of the Notes, which does not purport to be complete and is qualified in its entirety by reference to the Indenture.

EX-99.2

Exhibit 99.2

PRESS RELEASE

BROOKFIELD ASSET MANAGEMENT ANNOUNCES PRICING OF
US$1 BILLION 4.850% NOTES DUE MARCH 29, 2029

BROOKFIELD, NEWS, January 24, 2019 — Brookfield Asset Management Inc. (“Brookfield”) (TSX: BAM.A, NYSE: BAM, Euronext: BAMA) today announced the pricing of its previously announced public offering of notes due 2029 (the “notes”). The size of the offering will be US$1 billion. The notes will have a coupon of 4.850% and will be issued at a price equal to 99.821% of their face value for an effective yield of 4.871%.

The notes will be issued by Brookfield Finance Inc., an indirect 100% owned subsidiary of Brookfield, and will be fully and unconditionally guaranteed by Brookfield. The net proceeds of the offering will be used for general corporate purposes. The offering is expected to close on or about January 29, 2019.

The notes will be offered under Brookfield Finance Inc.’s existing base shelf prospectus filed in the United States and Canada. In the United States, the notes are being offered pursuant to an effective registration statement filed with the U.S. Securities and Exchange Commission on April 24, 2018. The offering will be made only by means of a prospectus supplement relating to the offering of the notes. You may obtain these documents for free on EDGAR at www.sec.gov or on SEDAR at www.sedar.com. Before you invest, you should read these documents and other public filings by Brookfield for more complete information about Brookfield and this offering.

Alternatively, copies can be obtained from:

Citigroup Global Markets Inc.
c/o Broadridge Financial Solutions
1155 Long Island Avenue
Edgewood, New York 11717
Telephone: 1-800-831-9146
Email: prospectus@citi.com HSBC Securities (USA) Inc.
Attn: Transaction Management Group
HSBC Securities (USA) Inc.
452 Fifth Avenue, New York, NY 10018
Telephone: + 866-811-0049
Email: tmg.americas@us.hsbc.com

***

This news release does not constitute an offer to sell or the solicitation of an offer to buy the notes described herein, nor shall there be any sale of these notes in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction. The notes being offered have not been approved or disapproved by any regulatory authority, nor has any such authority passed upon the accuracy or adequacy of the base shelf prospectus or the prospectus supplement.

Brookfield Asset Management

Brookfield Asset Management Inc. is a global alternative asset manager with over US$330 billion in assets under management. The company has more than a 115-year history of owning and operating assets with a focus on real estate, renewable power, infrastructure and private equity. Brookfield offers a range of public and private investment products and services, and is co-listed on the New York, Toronto and Euronext stock exchanges under the symbol BAM, BAM.A and BAMA, respectively.

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For more information, please contact:

Claire Holland
Communications & Media
Tel: (416) 369-8236
Email: claire.holland@brookfield.com Linda Northwood
Investor Relations
Tel: (416) 359-8647
Email: linda.northwood@brookfield.com

Forward-Looking Statements

Note: This news release contains “forward-looking information” within the meaning of Canadian provincial securities laws and “forward-looking statements” within the meaning of Section 27A of the U.S. Securities Act of 1933, as amended, Section 21E of the U.S. Securities Exchange Act of 1934, as amended, “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995 and in any applicable Canadian securities regulations. The word “will” and derivations thereof and other expressions that are predictions of or indicate future events, trends or prospects and which do not relate to historical matters identify forward-looking statements.

Forward-looking statements in this news release include statements with respect to the offering, the use of proceeds from the offering and the expected closing date of the offering described in this news release. Although Brookfield believes that such forward-looking statements and information are based upon reasonable assumptions and expectations, the reader should not place undue reliance on forward-looking statements and information as such statements and information involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of Brookfield to differ materially from anticipated future results, performance or achievement expressed or implied by such forward-looking statements and information.

Factors that could cause actual results to differ materially from those contemplated or implied by forward-looking statements include: economic and financial conditions in the countries in which we do business or may do business; the behavior of financial markets, including fluctuations in interest and exchange rates; availability of equity and debt financing; and other risks and factors in the prospectus and as detailed from time to time in the Company’s Annual Report on Form 40-F filed with the Securities and Exchange Commission as well as other documents filed by the Company with the securities regulators in Canada and the United States.

We caution that the foregoing list of important factors that may affect future results is not exhaustive. When relying on our forward-looking statements to make decisions with respect to Brookfield, investors and others should carefully consider the foregoing factors and other uncertainties and potential events. Except as required by law, the Company undertakes no obligation to publicly update or revise any forward-looking statements or information, whether written or oral, that may be as a result of new information, future events or otherwise.

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