Filed Pursuant to Rule 433
Registration No. 333-166755
September 7, 2010
Burlington Northern Santa Fe, LLC
$250,000,000 3.60% Debentures due September 1, 2020
Final Term Sheet
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| Issuer: | | Burlington Northern Santa Fe, LLC |
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| Note Type: | | Senior Unsecured Debentures |
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| Ratings: | | A3/BBB+ (stable/stable) |
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| Offering Format: | | SEC Registered |
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| Trade Date: | | September 7, 2010 |
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| Settlement Date: | | September 10, 2010 (T+3) |
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| Maturity Date: | | September 1, 2020 |
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Final Terms | | | | |
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| Principal Amount: | | $250,000,000 |
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| Benchmark: | | UST 2.625% due August 15, 2020 |
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| Benchmark Yield: | | 2.616% |
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| Re-offer Spread: | | T + 100 bps |
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| Re-offer Yield: | | 3.616% |
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| Coupon: | | 3.60% |
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| Price to Public: | | 99.868% |
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| Coupon Dates: | | March 1 and September 1 |
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| First Coupon Date: | | March 1, 2011 |
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| Make Whole Call: | | T +15bps (at any time before June 1, 2020) |
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| Par Call: | | At any time on or after June 1, 2020 |
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| Day Count Convention: | | 30/360 |
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| Denomination: | | $2,000 x $1,000 |
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| CUSIP / ISIN: | | 12189LAB7 / US12189LAB71 |
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| Joint Book-Running Managers: | | Banc of America Securities LLC |
| | | Barclays Capital Inc. |
| | | Wells Fargo Securities, LLC |
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| Co-Managers: | | BNP Paribas Securities Corp. |
| | | BNY Mellon Capital Markets, LLC |
| | | Mitsubishi UFJ Securities (USA), Inc. |
| | | RBC Capital Markets Corporation |
Note: 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 SEC 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 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 or emailing Banc of America Securities LLC at 1 (800) 294-1322 ordg.prospectus_distribution@bofasecurities.com or by calling or emailing Barclays Capital Inc. toll-free at 1-888-603-5847 or barclaysprospectus@broadridge.com or calling or emailing Wells Fargo Securities, LLC toll free at 1-800-326-5897 or prospectus.specialrequests@wachovia.com.
