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Credit Suisse Group Finance (Guernsey) BASE PROSPECTUS Credit Suisse AG (incorporated with limited liability in Switzerland) and Credit Suisse Group Finance (Guernsey) Limited (incorporated with limited liability in Guernsey, Channel Islands) and Credit Suisse Group AG (incorporated with limited liability in Switzerland) Euro Medium Term Note Programme Notes issued by Credit Suisse Group Finance (Guernsey) Limited will be unconditionally and irrevocably guaranteed by Credit Suisse Group AG (incorporated with limited liability in Switzerland) ________________________________ Under this Euro Medium Term Note Programme (the Programme), each of Credit Suisse AG, acting through its Zurich head office or a designated branch (CS), Credit Suisse Group Finance (Guernsey) Limited (CSG Finance Guernsey) and Credit Suisse Group AG (CSG), in its capacity as an issuer and together with CSG Finance Guernsey and CS, each an Issuer and together the Issuers) may from time to time issue notes (the Notes) denominated in any currency agreed between the Issuer of such Notes (the relevant Issuer) and the relevant Dealer (as defined below). The payments of all amounts due in respect of the Notes issued by CSG Finance Guernsey (Guaranteed Notes) will be unconditionally and irrevocably guaranteed by Credit Suisse Group AG (in such capacity, the Guarantor). Notes may be issued in bearer, registered or uncertificated form (respectively Bearer Notes, Registered Notes and Uncertificated Notes). The Notes may be issued on a continuing basis to one or more of the Dealers specified under ‘‘Description of the Programme’’ and any additional Dealer appointed under the Programme from time to time by CSG or CS (each a Dealer and together the Dealers), which appointment may be for a specific issue or on an ongoing basis. References in this Base Prospectus to the relevant Dealer shall, in the case of an issue of Notes being (or intended to be) subscribed by more than one Dealer, be to all Dealers agreeing to subscribe such Notes. An investment in Notes issued under the Programme involves certain risks. For a discussion of these risks, see ‘’Risk Factors’’. Application has been made to the Commission de Surveillance du Secteur Financier (the CSSF) in its capacity as competent authority under the Luxembourg Act dated 10th July 2005 (the Luxembourg Act) on prospectuses for securities to approve this document as a base prospectus. The CSSF assumes no responsibility for the economic and financial soundness of the transactions contemplated by this Base Prospectus or the quality or solvency of the Issuers in accordance with Article 7(7) of the Prospectus Act 2005. Application has also been made to the Luxembourg Stock Exchange for Notes issued under the Programme to be admitted to trading on the Luxembourg Stock Exchange’s Regulated Market. The Luxembourg Stock Exchange’s Regulated Market is a regulated market for the purposes of Directive 2004/39/EC on Markets in Financial Instruments. Application has also been made for the Notes issued under the Programme to be listed on the Official List of the Luxembourg Stock Exchange. In addition, application has been made to register the Programme on the SIX Swiss Exchange AG (the SIX Swiss Exchange). The CSSF is not the competent authority to approve this document in relation to the Swiss Global Notes and the Swiss Uncertificated Notes (as defined herein). Notice of the aggregate nominal amount of Notes, interest (if any) payable in respect of Notes, the issue price of Notes and certain other information which is applicable to each Tranche (as defined under ‘‘Terms and Conditions of the Notes‘‘) of Notes will be set out in the final terms (the Final Terms) which, with respect to Notes to be listed on the Official List of the Luxembourg Stock Exchange, will be filed with the CSSF or, in respect of Notes to be listed on the SIX Swiss Exchange, will be filed with the SIX Swiss Exchange. Copies of Final Terms in relation to Notes to be listed on the Luxembourg Stock Exchange will also be published on the website of the Luxembourg Stock Exchange (www.bourse.lu) The Programme provides that Notes may be listed or admitted to trading, as the case may be, on the Luxembourg Stock Exchange, the SIX Swiss Exchange or on such other or further stock exchanges or markets as may be agreed between the relevant Obligors (which expression, in relation to any Series (as defined herein) of Notes, means the relevant Issuer and, if the relevant Issuer is CSG Finance Guernsey, the Guarantor) and the relevant Dealer. The Issuers may also issue unlisted Notes and/ or Notes not admitted to trading on any market. CS has, and issues of Notes by CS under the Programme having a maturity of one year or more have, been rated A+ by Standard & Poor’s Credit Market Services Europe Limited (S&P), A by Fitch Italia S.P.A. (Fitch Italy) and A1 by Moody’s Investors Service, Inc. (Moody's Inc). CSG has, and issues of Notes by CSG or of Guaranteed Notes under the Programme having in each case a maturity of one year or more have, been rated A by S&P, A by Fitch Italy and A2 by Moody's Inc. Each of S&P and Fitch Italy is established in the European Union and registered under Regulation (EC) No. 1060/2009 (as amended) (the CRA Regulation). Moody’s Inc is not established in the European Union and has not applied for registration under the CRA Regulation. In general, and subject to certain exceptions (including the exception outlined below), European regulated investors are restricted from using a credit rating for regulatory purposes if such a credit rating is not issued by a credit rating agency established in the European Union and registered under the CRA Regulation unless the rating is provided by a credit rating agency operating in the European Union before 7 June 2010 which has submitted an application for registration in accordance with the CRA Regulation and such registration is not refused. Subject to the fulfilment of the conditions set out in Article 4(3) of the CRA Regulation, a credit rating agency established in the European Union and registered in accordance with the CRA Regulation (an EU CRA) may endorse (for regulatory purposes in the European Union) credit ratings issued outside the European Union where (i) the credit rating activities resulting in the issuing of the credit rating are undertaken in whole or in part by a credit rating agency or credit rating agencies belonging to the same group (a non-EU CRA); and (ii) the EU CRA has verified and is able to demonstrate on an ongoing basis to ESMA that the conduct of the credit rating activities by the non-EU CRA resulting in the issuing of the credit rating to be endorsed fulfils requirements which are “at least as stringent as” the requirements of the CRA Regulation. Commission Implementing Decision 2012/628/EU provides that the United States legal and supervisory framework for credit rating agencies shall be considered as equivalent to the requirements of the CRA Regulation. Moody's Investors Service Limited (which has been registered under the CRA Regulation and appears on the list of registered credit rating agencies on ESMA's website - http://www.esma.europa.eu/page/List-registered-and-certified-CRAs) currently endorses credit ratings issued by Moody's Inc for regulatory purposes in the European Union. There can be no assurance that Moody’s Investors Service Limited will continue to endorse credit ratings issued by Moody’s Inc. Notes issued under the Programme may be rated or unrated by any one or more of the rating agencies referred to above. Where a Tranche of Notes is rated, such rating will be disclosed in the applicable Final Terms and will not necessarily be the same as the rating assigned to the Programme by the relevant rating agency. A security rating is not a recommendation to buy, sell or hold securities and may be subject to suspension, reduction or withdrawal at any time by the assigning rating agency. Credit Suisse The date of this Base Prospectus is 16th May 2013. 2 This Base Prospectus comprises a base prospectus in relation to each Issuer and the Guarantor for the purposes of Article 5.4 of Directive 2003/71/EC as amended (which includes the amendments made by Directive 2010/73/EU to the extent that such amendments have been implemented in a Member State of the European Economic Area) (the Prospectus Directive) and for the purposes of the Luxembourg Act. The Issuers and the Guarantor accept responsibility for the information contained in this Base Prospectus and the Final Terms for each Tranche of Notes issued under the Programme. To the best of the knowledge of the Issuers and the Guarantor (each having taken all reasonable care to ensure that such is the case) the information contained in this Base Prospectus is in accordance with the facts and does not omit anything likely to affect the import of such information. Copies of Final Terms will be available from the registered office of the relevant Issuer and the specified office set out below of each of the Paying Agents (as defined below). This Base Prospectus is to be read in conjunction with all documents which are deemed to be incorporated herein by reference (see “Documents Incorporated by Reference”). This Base Prospectus shall be read and construed on the basis that such documents are incorporated by reference and form part of this Base Prospectus. The Dealers have not independently verified the information contained herein. Accordingly, no representation, warranty or undertaking, express or implied, is made and no responsibility or liability is accepted by the Dealers as to the accuracy or completeness of the information contained or incorporated by reference in this Base Prospectus or any other information provided by the Issuers or the Guarantor in connection with the Programme.
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