FWP 1 mtn769fwp.txt Filed pursuant to Rule 433 Registration No. 333-132201 June 1, 2007 FINAL Term Sheet Lead Managers: HSBC Securities (USA) Inc. (100%) Structure: 3yr nc 1yr Float/Fixed Medium Term Notes Ratings: Aaa / AAA Pricing Date: June 1, 2007 Interest Accrual Date: June 6,2007 Settlement Date: June 6, 2007 Initial Call Date: June 9, 2008 Maturity Date: June 9, 2010 Form of Note: Senior Notes Form of Offering: SEC Registered Medium Term Notes CUSIP: 89233PG67 Transaction Details Principal Amount: $100,000,000 Year 1 Pricing Benchmark : 3M USD LIBOR Interest Rate Source: USD-Libor-BBA (Reuters/Telerate Inc Page 3750) Coupon: 3M USD LIBOR + 5 bps Coupon Reset & Payment Dates: Quarterly on the 9th, Sept, Dec, March, June Coupon Pay Basis: Act/360 Interest Rate Determination: Two London Business Days Day Count Convention: Modified Following with Adjustment Call Provision Coupon Call Dates: June 9, 2008 and Quarterly thereafter Call Type: Bermudan. Quarterly (in whole) on coupon payment dates Call Notice on Note: 10 New York Calendar Days Call Price: Par (100.00) Years 2 & 3 Fixed Coupon: 5.50% Fixed Interest Payments: Quarterly on the 9th, Sept, Dec, March, June Day Count: Act/360 Day Count Convention: Modified Following with Adjustment Price to Investor: 100.000% Gross Fees 0.00% All-In Price to Issuer: 100.00% Net Proceeds: $100,000,000 Minimum Denominations: $100,000 and integral multiples of $1,000 thereafter Delivery Instructions: DTC#2467 The issuer has filed a registration statement (including a prospectus) with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting EDGAR on the SEC Web site at www.sec.gov. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling toll-free 1-866-811-8049. Any disclaimer or other notice that may appear below is not applicable to this communication and should be disregarded. Such disclaimer or notice was automatically generated as a result of this communication being sent by Bloomberg or another email system.