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Commerzbank AG (0CMZ)

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Tuesday 16 March, 2010

Commerzbank AG

Pre Stab SpareBank 1 EUR500mil 3.625% 2015


16th March 2010

Not for distribution, directly or indirectly, in or into the United States or
any jurisdiction in which such distribution would be unlawful.

                              Sparebank 1 SR-Bank                              

                                EUR 500,000,000                                

                        3.625% Notes due 24 March 2015                         

                              Isin: XS0497119486                               

                             Stabilisation Notice                              

Commerzbank AG (contact: Ian Turner; telephone: 0207-475-1817) hereby gives
notice that the Stabilising Manager(s) named below may stabilise the offer of
the following securities in accordance with Commission Regulation (EC) No. 2273
/2003 implementing the Market Abuse Directive (2003/6/EC).

The securities:                                                                
                                                                               
Issuer:                             Sparebank 1 SR-Bank                        
                                                                               
Guarantor (if any):                 n/a                                        
                                                                               
Aggregate nominal amount:           EUR 500,000,000                            
                                                                               
Description:                        3.625% Notes due 24 March 2015             
                                                                               
Offer price:                        99.825                                     
                                                                               
Other offer terms:                  Min denoms EUR50k + 1k. Listing:           
                                    Luxembourg. Payment date 24 March 2010.    
                                                                               
Stabilisation:                                                                 
                                                                               
Stabilising Manager(s):             Commerzbank AG (CSM)                       
                                                                               
                                    BNP Paribas (Stabilisation Manager)        
                                                                               
                                    Credit Suisse (Stabilisation Manager)      
                                                                               
Stabilisation period expected to    16th March 2010                            
start on:                                                                      
                                                                               
Stabilisation period expected to    16th April 2010                            
end no later than:                                                             
                                                                               
Existence, maximum size and         The Stabilising Manager(s) may over-allot  
conditions of use of over-allotment the securities to the extent permitted in  
facility.                           accordance with applicable law.            

In connection with the offer of the above securities, the Stabilising Manager
(s) may over-allot the securities or effect transactions with a view to
supporting the market price of the securities at a level higher than that which
might otherwise prevail. However, there is no assurance that the Stabilising
Manager(s) will take any stabilisation action and any stabilisation action, if
begun, may be ended at any time. Any stabilisation action or over-allotment
shall be conducted in accordance with all

applicable laws and rules.

This announcement is for information purposes only and does not constitute an
invitation or offer to underwrite, subscribe for or otherwise acquire or
dispose of any securities of the Issuer in any jurisdiction.

This announcement and the offer of the securities to which it relates are only
addressed to and directed at persons outside the United Kingdom and persons in
the United Kingdom who have professional experience in matters related to
investments or who are high net worth persons within article 12(5) of the
Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 and
must not be acted on or relied on by other persons in the United Kingdom.

In addition, if and to the extent that this announcement is communicated in, or
the offer of the securities to which it relates is made in, any EEA Member
State that has implemented Directive 2003/71/EC (together with any applicable
implementing measures in any Member State, the "Prospectus Directive") before
the publication of a prospectus in relation to the securities which has been
approved by the competent authority in that Member State in accordance with the
Prospectus Directive (or which has been approved by a competent authority in
another Member State and notified to the competent authority in that Member
State in accordance with the Prospectus Directive), this announcement and the
offer are only addressed to and directed at persons in that Member State who
are qualified investors within the meaning of the Prospectus Directive (or who
are other persons to whom the offer may lawfully be addressed) and must not be
acted on or relied on by other persons in that Member State.

This announcement is not an offer of securities for sale into the United
States. The securities have not been, and will not be, registered under the
United States Securities Act of 1933 and may not be offered or sold in the
United States absent registration or an exemption from registration. There will
be no public offer of securities in the United States.

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