Filed Pursuant to Rule 433
Registration Nos. 333-155201
333-155201-01
SHELL INTERNATIONAL FINANCE B.V.
6.375% Guaranteed Notes due 2038
Guaranteed as to the Payment of Principal and Interest by
ROYAL DUTCH SHELL PLC
Pricing Term Sheet
December 8, 2008
| | | |
| Issuer | | Shell International Finance B.V. |
| Guarantor | | Royal Dutch Shell plc |
| Ratings | | Aa1/AA+ (Moody’s/S&P) |
| Format | | SEC Registered |
| Size | | $2,750,000,000 |
| Trade Date | | December 8, 2008 |
| Settlement Date | | December 11, 2008 |
| Maturity | | December 15, 2038 |
| Callable | | Make-Whole at Treasury Rate + 50bps, Tax Call |
| Interest Payment Dates | | June 15 and December 15 |
| First Payment Date | | June 15, 2009 |
| Pricing Benchmark | | UST 4.375% due Feb 15, 2038 |
| Spread to Benchmark | | +325bps |
| Yield to Maturity | | 6.415% |
| Coupon | | 6.375% |
| Price | | 99.469% |
| Day Count | | 30/360 |
| Minimum Denomination | | $1,000 and increments of $1,000 |
| Use of Proceeds | | General corporate purposes |
| Listing | | NYSE listing pending |
| Ranking | | Senior |
| Bookrunners | | Barclays Capital Inc. and Merrill Lynch, Pierce, Fenner & Smith Incorporated |
| Billing and Delivering | | Merrill Lynch, Pierce, Fenner & Smith Incorporated |
| CUSIP | | 822582AD4 |
| ISIN | | US822582AD40 |
A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time.
The Issuer has filed a Registration Statement (including a prospectus) with the Securities and Exchange Commission for the Offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the Issuer has filed with the Securities and Exchange Commission for more complete information about the Issuer and this Offering. You may get these documents for free by visiting EDGAR on the SEC website 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 Barclays Capital at 1-888-227-2275 (Extension 2663) or Merrill Lynch & Co. at 1-866-500-5408.
