ISSUANCE OF OPEN END-INDEX CERTIFICATES (ISIN DE000HV16HF6) LINKED TO THE DOW JONES-AIG INDUSTRIAL METALS TOTAL RETURN SUB-INDEX SM

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1 FINAL TERMS ISSUANCE OF OPEN END-INDEX CERTIFICATES (ISIN DE000HV16HF6) LINKED TO THE DOW JONES-AIG INDUSTRIAL METALS TOTAL RETURN SUB-INDEX SM 16 February 2009 Under the Bayerische Hypo- und Vereinsbank AG Euro Debt Issuance Programme "Dow Jones," "AIG " "Dow Jones-AIG Industrial Metals Total Return Sub-Index SM " and "DJ-AIGINTR SM " are service marks of Dow Jones & Company, Inc. and American International Group, Inc. ("American International Group"), as the case may be, and have been licensed for use for certain purposes by Bayerische Hypo- und Vereinsbank AG.

2 TABLE OF CONTENTS OUTLINE OF THE ISSUE 3 FINAL TERMS OF 16 FEBRUARY ENGLISH TRANSLATION OF THE TERMS AND CONDITIONS (CERTIFICATES) 6 1 (Certificates, Certificate Rights, Issuance of Additional Certificates) 6 2 (Form of Certificates) 6 3 (Calculation and Payment of Redemption Amount; Redemption by Certificate Holder) 6 4 (Index Concept, Adjustments, Special Call Rights) 7 5 (Issuer s Regular Call Rights) 8 6 (Calculation Agent, Paying Agent) 9 7 (Taxes) 9 8 (Market Disruption) 9 9 (Rank) (Substitution of Issuer) (Notices) (Partial Invalidity) (Applicable Law, Place of Performance, Forum) 10 IMPORTANT INFORMATION ON THE INDEX 12 IMPORTANT INFORMATION RELATING TO RISKS OF LOSS IN CONNECTION WITH THE CERTIFICATES 13 DISCLAIMER 16

3 OUTLINE OF THE ISSUE Open End-Index Certificates linked to the Dow Jones-AIG Industrial Metals Total Return Sub-Index SM Issuer Reference Asset Currency Issue Size Bayerische Hypo- und Vereinsbank AG Dow Jones-AIG Industrial Metals Total Return Sub-Index SM (the "Index") Reuters:.DJAIGINTR EUR Certificates Issue Price The initial Issue Price has been determined at EUR Listing Minimum Tradable Size Minimum Transferable Size The Certificates are listed on the Open Market (Freiverkehr) of Frankfurter Wertpapierbörse (Smart Trading) and Baden-Württembergische Wertpapierbörse, Stuttgart (EUWAX) and application will be made for listing on the platform of EuroTLX on 23 February Certificate 1 Certificate Start of this Offering 16 February 2009 Issue Date 27 October 2006 Maturity Date Issuer's Regular Call Rights Redemption Date(s) (by the certificate holder) Payment on the Call Date or Redemption Date Management Fee Calculation of the Redemption Amount WKN ISIN Reuters Page Open End Quarterly, on the last Banking Day of the months March, June, September and December of every year, but not before the last Banking Day of December The redemption must be published at least three months prior to the respective Call Date. Quarterly, on the last Banking Day of the months March, June, September and December of every year, but not before the last Banking Day of December The Issuer grants every certificate holder the right to demand payment of the Redemption Amount per Certificate in accordance with the Terms and Conditions of the Certificates on the Call Date or Redemption Date respectively. 1 % p.a. Index t x 0,1 (less Management Fee) with Index t = is the official closing value of the DJAIGINTR Index which will be published by Dow Jones & Company, Inc. five Trading Days prior to the respective Call Date or Redemption Date. The conversion of the Redemption Amount from USD to EUR will occur on the basis of the official EUR/USD fixing rate of the European Central Bank, which will be determined five Trading Days prior to the respective Call Date or Redemption Date on the Reuters Page ECB37 or any successor page. HV16HF DE000HV16HF6 DEHV16HF=HVBG

4 FINAL TERMS OF 16 FEBRUARY 2009 No. ZB 18 Bayerische Hypo- und Vereinsbank AG Issue of Open End-Index Certificates linked to the Dow Jones-AIG Industrial Metals Total Return Sub-Index SM under the EUR Debt Issuance Programme of Bayerische Hypo- und Vereinsbank AG Terms used herein shall be deemed to be defined as such for the purposes of the Terms and Conditions (Certificates) (the "Conditions") set forth in the Prospectus dated 26 June 2006, which have been incorporated by reference into the Prospectus dated 11 March 2008 and the Supplemental Prospectuses dated 26 March 2008 and 28 May 2008 which together constitute a prospectus (the "Base Prospectus") for the purposes of the Prospectus Directive (Directive 2003/71/EC) (the "Prospectus Directive"). This document constitutes the Final Terms relating to the issue of Certificates described herein for the purposes of Article 5.4 of the Prospectus Directive and must be read in conjunction with such Prospectus, as so supplemented. Full information on the Issuer and the offer of the Certificates is only available on the basis of the combination of these Final Terms, the Prospectus and the Supplemental Prospectuses. The Prospectus and the Supplemental Prospectuses are available for viewing at Arabellastraße 12, MCD1CS, Munich, and copies may be obtained from there. The English translation of the Terms and Conditions of the Certificates (including the details that would otherwise be specified below) has been attached to this document as Annex 1. Part A: General Information 1. Form of Terms and Conditions: Consolidated 2. Issuer: Bayerische Hypo- und Vereinsbank AG 3. (i) Series Number: ZB 18 (ii) Tranche Number: 1 4. Type of Instrument: Certificates 5. Specified Currency Euro ("EUR") 6. Number of securities admitted to trading: (i) Series: Certificates (ii) Tranche: Certificates 7. Principal Amount per Certificate: Not Applicable 8. Issue Price: The initial Issue Price has been determined after the Issue Date at EUR Issue Date: 27 October Maturity Date: Open End Governing law, Language 38. Governing Law German law 39. Language of Terms and Conditions: German only, the English translation of the Terms and Conditions has been attached to this document as Annex 1.

5 Distribution 51. Notification: The Bundesanstalt für Finanzdienstleistungsaufsicht (BaFin), Frankfurt am Main, has provided the Finanzmarktaufsicht (FMA), Austria, the Commission de Surveillance du Secteur Financière (CSSF), Luxemburg, and the Commissione Nazionale per le Società e la Borsa (CONSOB), Italy, with a certificate of approval attesting that the Prospectus has been drawn up in accordance with the Prospectus Directive. Part B: Other Information 53. Listing (i) Listing: The Certificates are listed on the Open Market (Freiverkehr) of Frankfurter Wertpapierbörse (Smart Trading) and Baden- Württembergische Wertpapierbörse, Stuttgart (EUWAX) and application will be made for listing on the market of EuroTLX on 23 February (ii) Admission to trading: Not Applicable 54. Ratings: The instruments to be issued are not expected to be rated. 62. Operational Information (i) ISIN Code: DE000HV16HF6 (ii) Common Code: Not Applicable (iii) WKN: (iv) Other relevant security codes: (v) New Global Note intended to be held in a manner which would allow Eurosystem eligibility: (vi) Clearing System: (vii) Delivery: (viii) Dealer's/Lead Manager's security account number: HV16HF Not Applicable Not Applicable Clearstream Banking AG, Frankfurt am Main Delivery against payment Account 2013 at Clearstream Banking AG, Frankfurt am Main 63. Details relating to public offer: 200,000 Certificates Minimum Tradable Size: 1 Certificate The Certificates will be offered to the public in Germany, Austria and Italy.

6 ANNEX 1 ENGLISH TRANSLATION OF THE TERMS AND CONDITIONS (CERTIFICATES) Open End-Index Certificates (ISIN DE000HV16HF6) linked to the Dow Jones-AIG Industrial Metals Total Return Sub-Index SM 1 (Certificates, Certificate Rights, Issuance of Additional Certificates) 1. Bayerische Hypo- und Vereinsbank AG (hereinafter referred to as the "Issuer") has issued 200,000 Open End-Index Certificates (the "Certificates") linked to the Dow Jones-AIG Industrial Metals Total Return Sub-Index SM (the "Index"). In accordance with the Terms and Conditions of these Certificates, certificate holders have the right to demand of the Issuer, within five Banking Days after the Redemption Date or Call Date (as defined below) payment of a per-certificate Redemption Amount (the "Redemption Amount"). "Banking Day" pursuant to these Terms and Conditions, except otherwise explicitly specified, is each day, on which payments in Euro over the Trans European Automated Real Time Gross Settlement Express Transfer System ("TARGET") can be conducted. 2. The Issuer reserves the right, without approval of the certificate holders, from time to time to issue additional Certificates on the same terms, in such manner as to consolidate them with these Certificates and have them constitute a single issue together with the latter. In that event, the term "Certificates" also includes such additionally issued Certificates. 2 (Form of Certificates) The Certificates issued by the Issuer are evidenced by a global holder certificate deposited with Clearstream Banking AG, Frankfurt am Main (hereinafter referred to as the "Clearing System"). Certificates are transferable as jointly held interests in the global holder certificate. There is no right to have individual Certificates printed and issued. 3 (Calculation and Payment of Redemption Amount; Redemption by Certificate Holder) 1. Every certificate holder has the right to demand redemption of the Certificates by the Issuer (the "Right of Redemption"). Redemption may only take place on the Redemption Dates listed below. "Redemption Date" is the last Banking Day of the months of March, June, September and December of every year, but not before the month of December The certificate holder shall exercise the Right of Redemption no later than the tenth Banking Day prior to the desired Redemption Date, by submitting a written declaration to the Paying Agent according to 6 (hereinafter the "Declaration of Redemption") and transferring the Certificates to the Paying Agent, either by (i) irrevocable instructions to the Paying Agent to withdraw the Certificates from the securities depository the Issuer maintains, if applicable, or by (ii) delivery of the Certificates to the Paying Agent s Account No with the Clearing System. 3. A Declaration of Redemption must contain, among other things: a. the name and address of the certificate holder; b. the security identification number and the number of Certificates for which the Right of Redemption is being exercised; and c. the designation of an account maintained at a credit institution to which the Redemption Amount is to be transferred. 4. A Declaration of Redemption is binding and irrevocable. A declaration is void if it reaches the Paying Agent after the tenth Banking Day prior to the respective Redemption Date or if the Certificates to which the Declaration of Redemption relates are not delivered, or not delivered on time, to the Paying Agent. If the stated number of Certificates for which redemption is sought shown in the Declaration of Redemption deviates from the number of Certificates transferred to the Paying Agent, the Declaration of Redemption shall be deemed to have been submitted for the

7 number of Certificates corresponding to the smaller of the two numbers. Any surplus Certificates are transferred back to the certificate holder at the latter s expense and risk. 5. The per-certificate Redemption Amount is calculated on the Redemption Date or Call Date according to the following formula: Index t * 0,1 (less Management Fee) Whereas: Management Fee means 1 % p.a. Index t = is the official closing value of the Index which will be published by Dow Jones & Company, Inc. five Trading Days prior to the respective Call Date or Redemption Date respectively. The conversion of the Redemption Amount from USD to EUR will occur on the basis of the official EUR/USD Fixing Rate of the European Central Bank, which will be published five Trading Days prior to the respective Call Date or Redemption Date on the Reuters Page ECB37 or any successor page. "Trading Day" in the manner of these Terms and Conditions is every day on which transactions over the Home Exchange can be conducted. The Redemption Amount is rounded up or down to two decimal places, with Euro rounded up. 6. The Redemption Amount is determined by the Calculation Agent and is final and binding on all participants (provided no obvious error is present). 7. The Issuer undertakes to pay all amounts owed under the Terms and Conditions of these Certificates in EUR within five Banking Days after the Redemption Date or Call Date by remittance to the Clearing System for immediate forwarding to the certificate holders. Upon redemption of the Certificates on the respective Redemption Date, all rights in the Certificates redeemed expire. 8. "Home Exchanges" means those exchanges on which the individual items contained in the Index are traded and which are determined by the Calculation Agent pursuant to the liquidity of the individual items traded. In the event of a significant change in market conditions on the relevant Home Exchange, such as, e.g., relevant market prices finally ceasing to be determined on the relevant Home Exchange and their being determined on another commodity exchanges or significantly reduced liquidity, the Issuer is authorized, but not required, to designate another commodities exchange as the Home Exchanges for the individual items contained in the Index (the "Substitute Exchange") by giving notice under 11. "Determining Futures Exchanges" means those exchanges on which derivatives on the Index or the individual items contained in the Index are traded and conducted. In the event of a significant change in market conditions on the Determining Futures Exchanges, such as, e.g., final cessation of the quotation of the corresponding derivatives or significantly reduced liquidity, the Issuer is authorized, but not required, to designate another futures exchanges as the Determining Futures Exchanges (the "Substitute Futures Exchange") by giving notice according to 11. In the event of a substitution every reference to the Home Exchanges or the Determining Futures Exchanges shall be deemed to refer to the Substitute Exchange or Substitute Futures Exchange. 4 (Index Concept, Adjustments, Special Call Rights) 1. The basis for the computation of the Redemption Amount is the Index with its applicable regulations (the "Index Concept") developed and maintained by Dow Jones & Company, Inc. (the "Index Determining Unit"), as well as the means and method of computation, determination, and publication of the Index by the Index Determining Unit. This also applies, if changes in the computation of the Index, in the composition and/or weighting of the quotations on the basis of which the Index is computed, or other measures are undertaken during the period of validity of the Certificates that influence the Index Concept, unless the following provisions specify otherwise. If the Index is no longer computed and published by the Index Determining Unit, but by a different person, company, or institution (the "New Index Determining Unit"), the Issuer has the right either, if the Issuer deems it appropriate, to compute the Redemption Amount as specified in 3 (5) on the basis of the Index computed and published by the New Index Determining Unit or to call in the Certificates at the Settlement Amount as specified in 4 (5). If a successor index or a

8 New Index Determining Unit is selected, each reference to an Index contained in these Terms and Conditions of the Certificates refers to the successor index or the New Index Determining Unit, if the context so permits. 2. If the cancellation right specified in 4 (5) is not exercised, the computation of the adjusted exchange ratio or the determination of the modification of the other characteristics of the Certificates ("Adjustment") are handled in accordance with the following provisions. If an Adjustment is required due to a modification undertaken by the Index Determining Unit, the Calculation Agent will undertake this Adjustment in accordance with the regulations specified below. An Adjustment of the characteristics of the Certificates that determine the computation of the Redemption Amount will only be undertaken, if the Issuer is of the opinion that the determining Index Concept and/or the computation method or the basis of the Index has been changed so significantly that the continuity of the Index or the comparability with the Index computed on the old basis is no longer assured and,due to this measure, the Determining Futures Exchange changes, or doesn't change the derivatives on the Index only because there are no derivatives on the Index outstanding. If the regulations of the Determining Futures Exchange do not require an Adjustment of the derivatives due to this measure, the characteristics of the Certificates will not be modified. If the period of validity of derivatives relating to the Index at the Determining Futures Exchange is terminated early, the regulations specified in 4 (5) apply. 3. If an Adjustment can be made on the basis of applicable legal provisions, market conditions, and normal market usage, and in line with (procedural) technical processing, such Adjustment shall be handled by the Calculation Agent such that it essentially corresponds to the actual Adjustment undertaken by the Index Determining Unit, where the economic situation of the certificate holder remains largely unchanged to the extent possible. If an Adjustment is not undertaken only because there are no outstanding derivatives relating to the Index at the Determining Futures Exchange or no derivatives based on the Index are traded, the Calculation Agent will undertake the Adjustment in accordance with the existing regulations of the Determining Futures Exchange or, if there are no such regulations, in accordance with the trade customs of the Determining Futures Exchange. Should neither regulations nor trade customs apply, the Calculation Agent shall undertake the Adjustment such that the economic situation of the certificate holder remains largely unchanged to the extent possible despite the Adjustment. 4. The Issuer will issue a notification regarding the need and the result of the Adjustment without delay in accordance with If (i) the Determining Futures Exchange calls in the outstanding derivatives corresponding to the Index, or (ii) if there are no derivatives corresponding to the Index outstanding or traded at the Determining Futures Exchange, the Calculation Agent, in cooperation with an independent expert, reaches the conclusion that no suitable Adjustment can reflect the changes that have occurred, or (iii) the Issuer in accordance with 4 (1) deems it not appropriate to compute the Redemption Amount on the basis of the Index computed and published by the New Index Determining Unit, or (iv) the determination of the Index is terminated with finality, or (v) a Substitute Exchange or Substitute Futures Exchange cannot be determined by the Issuer in accordance with 3 (8), the Issuer is entitled, but not obligated, to call in the Certificates early by an announcement in accordance with 11 with specification of the Settlement Amount (as defined below). The call is effective on the date of the announcement in accordance with 11. In this case, the Calculation Agent shall determine the appropriate market price of the Certificates (the "Settlement Amount") after consultation with an independent expert selected by it and shall transfer the Settlement Amount to Clearstream AG within five Banking Days after determination by bank transfer for disbursement to the certificate holders. The Issuer shall publish the Settlement Amount without delay in accordance with The computation of the Adjustment in accordance with 4 (2) by the Calculation Agent and the determination of the Settlement Amount in accordance with 4 (5) are binding for the certificate holder and the Issuer, unless there are obvious errors. 5 (Issuer s Regular Call Rights) 1. The Issuer has the right, quarterly, on the last Banking Day of the months of March, June, September and December of every year but not before the last Banking Day of December 2008 (each being a "Call Date") to call all, but not a portion, of the Certificates.

9 2. The Issuer must give notice of the call at least three months in advance of the respective Call Date in accordance with 11. The notice is irrevocable and must indicate the Call Date. 3. In the event of a call by the Issuer, redemption of each Certificate is made in accordance with 3 (5), (6) and (7), for which the fifth Trading Day prior to the respective Call Date is looked at in determining the respective repurchase price. 4. The certificate holder s right to demand redemption of the Certificates on the Redemption Dates is not affected by a call by the Issuer. 6 (Calculation Agent, Paying Agent) 1. The Paying Agent is Bayerische Hypo- und Vereinsbank AG, Munich (the "Paying Agent"). The Paying Agent, by giving notice under 11, may appoint other banks as Paying Agents and may revoke the appointment of particular Paying Agents. 2. The Calculation Agent is Bayerische Hypo- und Vereinsbank AG, Munich (the "Calculation Agent"). 3. Should any circumstances arise that lead to the Paying Agent or Calculation Agent no longer being able to act as Paying Agent or Calculation Agent, the Issuer is thereupon authorized to appoint another bank of international standing as Paying Agent or another person or institution with the relevant expertise as Calculation Agent. The Issuer shall promptly give notice under 11 of the appointment of another Paying Agent and/or Calculation Agent. 4. The Paying Agent and the Calculation Agent are exempted from the restrictions of the German Civil Code (BGB) 181 and similar restrictions, if any, in the laws of other countries. 7 (Taxes) Except as provided below, any taxes or other charges are to be paid by the certificate holders. In the event of a change in tax laws in the Federal Republic of Germany, or the country of origin of the Index, or of the individual items contained in the Index, of the resulting in statutorily mandated deduction or retention of taxes, charges or territorial charges ("Withholding Taxes"), the Issuer is at any time authorized, based on the then prevailing market conditions, to call all, but not just a portion, of the outstanding Certificates for the Settlement Amount pursuant to 4 (5), upon giving a minimum of 30 days notice of the call. 8 (Market Disruption) If a relevant Index value needed to calculate the Redemption Amount or call amount is not reported, or trading in one or more of the individual items contained in the Index on the relevant Home Exchanges (referred to, along with the futures exchanges listed below, as the "Exchanges"), or trading on the relevant futures exchanges in the derivatives based on the Index or individual items contained therein is suspended or is or becomes substantially restricted ("Market Disruption") and no arrangement is made regarding the Market Disruption by the Determining Futures Exchange, the determination date is postponed to the next Banking Day (as hereinafter defined) on which a Market Disruption no longer exists. The maturity date is postponed accordingly. Should the Market Disruption continue for longer than 30 consecutive Banking Days, the Issuer in its sound judgment shall designate a substitute value for the missing Index value, that in its judgment corresponds to prevailing market conditions around 10:00 a.m. (Munich local time) on this thirty-first day and that to a broad extent takes account of the economic position of the certificate holders. However, if within these 30 Banking Days comparable derivatives based on the Index expire and are paid on the Determining Futures Exchange, the settlement price established by the Determining Futures Exchange for the comparable derivatives will be taken into account in determining the respective form of redemption. In that case, the expiration date for comparable derivatives will be taken as the due date and the provisions of 3 shall apply accordingly. A curtailment of trading hours on the Exchanges mentioned in paragraph 1 does not in and of itself count as a Market Disruption. Within the meaning of the Terms and Conditions of these Certificates, a "Banking Day" is a day on which transactions over the Home Exchanges of the individual items contained in the Index can be conducted.

10 9 (Rank) The obligations arising under the Certificates represent direct, unconditional and unsecured obligations of the Issuer and, to the extent not otherwise provided by law, have at least the same rank as all other unsecured and nonsubordinated Issuer obligations. 10 (Substitution of Issuer) 1. Assuming there is no delay in payment of the Certificates, the Issuer may at any time, without approval of the certificate holders, put an Affiliated Company (as defined below) in its place as primary obligor on all obligations of the Issuer arising under the Certificates (the "New Issuer"), to the extent that a. the New Issuer assumes all obligations of the Issuer arising under the Certificates; b. the Issuer (hereinafter referred to in this capacity as "Guarantor") guarantees proper payment of the amounts coming due under the Terms and Conditions of these Certificates; c. the Issuer and the New Issuer have obtained all required approvals and are able to transfer the payment obligations arising under these Certificates in the currency hereby required to the primary Paying Agent, without the need for retention of any taxes or charges collected by or in the country in which the New Issuer or the Issuer has its head office or in which it is considered a resident for tax purposes; d. the New Issuer has undertaken to indemnify all certificate holders for any taxes, charges or other public charges that are imposed on the certificate holders by reason of the substitution. e. For purposes of this 10, "Affiliated Company" means an affiliated company within the meaning of Section 15 of the German Stock Corporation Act (Aktiengesetz). 2. Such substitution of the Issuer is to be announced in accordance with In the event of such substitution, every mention of the Issuer herein shall be deemed to refer to the New Issuer. 11 (Notices) All notices related to the Certificates shall be published in at least one mandatory newspaper designated by the securities exchange on which the Certificates are listed. 12 (Partial Invalidity) 1. Should any provision in the Terms and Conditions of these Certificates be or become invalid or unenforceable in whole or in part, the remaining provisions are not affected thereby. Any gap arising as a result of invalidity or unenforceability of the Terms and Conditions of these Certificates is to be filled with a provision that corresponds to the meaning and intent of these Terms and Conditions and are in the interests of the participants. 2. The Issuer is authorized, without consent of the certificate holders, (i) to correct obvious typing or arithmetic errors or other obvious mistakes as well as (ii) to change and/or supplement contradictory or incomplete provisions, for which, in cases described in (ii), only such changes and/or additions are allowable as, in light of the Issuer s interests, are reasonable for the certificate holders, i.e., which do not fundamentally impair the financial position of the certificate holder. Notice of changes and/or additions to the Terms and Conditions of these Certificates shall be given without delay, pursuant to (Applicable Law, Place of Performance, Forum) 1. The form and content of the Certificates, as well as the rights and duties of the Issuer and the certificate holders, shall be determined in accordance with the law of the Federal Republic of Germany. 2. The place of performance is Munich.

11 3. To the extent permitted by law, all legal disputes arising from matters governed by the Terms and Conditions of these Certificates shall be brought before the court in Munich. Munich, 16 February 2009 Bayerische Hypo- und Vereinsbank AG

12 IMPORTANT INFORMATION ON THE INDEX Dow Jones-AIG Industrial Metals Total Return Sub-Index SM The Dow Jones-AIG Total Return Sub-Indices reflect in each case a portion of the Dow Jones-AIG Commodity Index SM ("DJ-AIGCI SM "). Therefore selected commodities are observed and weighted according to their proportion in the DJAIGCI SM. The Dow Jones-AIG Industrial Metals Total Return Sub-Index SM contains the commodities aluminium, copper, nickel and zinc. For the calculation of the sub-indices the same rules are consulted, which apply to the DJ-AIGCI SM as well. For special information on the calculation, composition and weighting of the individual Dow Jones-AIG Total Return Sub-Indices and the Dow Jones-AIG Commodity Index SM we refer to the internet page The information contained therein will additionally be made available to the public free of charge at the offices of Bayerische Hypo- und Vereinsbank AG, MCD1CS, Arabellastr. 12, Munich.

13 IMPORTANT INFORMATION RELATING TO RISKS OF LOSS IN CONNECTION WITH THE CERTIFICATES These Final Terms are not a substitute for obtaining necessary advice from your bank. Risk Please note the following when purchasing Certificates: Open End-Index Certificates By purchasing Open End-Index Certificates you are entitled to receive the payment of a Redemption Amount on the Redemption or Call Dates as specified in the Terms and Conditions of the Certificates. An automatic payment of the Redemption Amount is not foreseen at any time. The precondition for payment is either the redemption by the certificate holder in accordance with 3, or the call by the Issuer in accordance with 5 of the respective Terms and Conditions for the Certificates. Due to the call right of the Issuer, the lifetime of the Open End-Index Certificates may be reduced. In that case one cannot trust that the price of the Certificates will recover in time prior to the respective Call Date. The payment of the Redemption Amount is derived from the value of the underlying Reference Asset on one or more days specified in the Terms and Conditions of the Certificates. Basic Principles The Issue Price for the Certificates is based on the pricing models used by the Issuer and may include hidden premiums on top of the mathematical value determined using such models. The Issuer will be entitled to determine the amount of any such premium, which may deviate from the premium charged by other issuers for comparable products. These premiums may also include commissions paid to third parties for services relating to derivative securities placement or a respective discount of the issue price. They may also result in a reduction of the market price for the securities over time. Sole debtor of the Certificates is the Issuer. The certificate holder may request payments under these Terms and Conditions only from the Issuer. Hence, the certificate holder takes the position of a creditor and so the credit risk of Bayerische Hypo- und Vereinsbank AG. The Certificates are non-subordinated, unsecured, contractual liabilities of the Issuer. Should the Issuer get into financial difficulties or become insolvent, the amount invested into the Certificates might be partially or completely lost. The development of the price for the Certificate is indirectly linked to the performance of the Reference Asset. The market value of the Certificates cannot generally be regarded as a precise reflection of the performance of the Reference Asset since factors such as market expectations and the liquidity of the Reference Assets' components affect the price development of the Certificates. Please note that the purchase of Certificates does not entitle the purchaser to receive on the Redemption Date or Call Date a Redemption Amount already fixed today. Any change in the value of the underlying Reference Asset may also lead to the value of the Certificate falling considerably below the price paid for it in line with the performance of the Reference Asset. This may lead to a partial or total loss of the capital you invest (i.e. the price of the Certificate itself, plus any other costs). If the value of the Certificates on the Redemption Date or Call Date is less than the purchase price paid for the Certificates, investors will not get back all the money they invested. In such case, the capital loss will be equal to the difference between the purchase price paid for the Certificates and their value on the Redemption Date or Call Date. If the Issuer liquidates any hedging arrangement for the Certificate, this may have a negative impact on the market price of the Reference Asset and therefore also on the value of the Certificates, particularly at the end of the lifetime of the Certificate. The value of the Certificates may also be affected by the Issuer's credit rating on the capital market and supply and demand on the secondary market. As regards profit expectations, you will have to take into consideration any additional costs for the purchase or sale of the Certificates.

14 Any dividends falling due during the lifetime of the Certificate will be used to finance the earnings mechanism and will not be distributed to the certificate holder. If, during the term of the Certificate, the market price of the Certificate falls below the purchase price and you feel that the market price will not recover at all before the Redemption Date or Call Date, it would be worth considering selling the Certificate and accepting a partial loss to avoid even greater losses. If, contrary to expectations, the market price of the Certificate rises after you have sold it, you may only take advantage of this by repurchasing the Certificate including the payment of any associated costs. Transactions Excluding or Limiting Risk Do not assume that you will be able to enter into transactions at any time during the lifetime of the Certificate to exclude or limit the risks to which you are subject. These risks will depend on market factors and associated conditions. It may be the case that such transactions are only available at an unfavourable market price and that you will suffer a corresponding loss in this way. Financing Transactions in Certificates If you do decide to go ahead and purchase Certificates, the transaction should be financed using your own surplus funds so that any losses can be borne without difficulty. If you nonetheless decide to finance the transaction using a loan, please ensure you can meet any interest and redemption payments in the event of a loss being incurred on the transaction. Do not assume that you will be able to finance the loan with any profits made from the Certificate transaction. If you finance a Certificate transaction by a loan, you will have to set your profit expectations for the transaction at a higher level, since you will have to take both the Certificate acquisition costs and the loan costs (interest, redemption payments, processing fees) into account.

15 Notice Prior to the purchase of these Certificates please read the Terms and Conditions together with the Base Prospectus and see a specialist for advice. This important information relating to risks of loss are not an integral part of the Terms and Conditions; no claims can be derived thereof.

16 DISCLAIMER The Open End-Index Certificates are not sponsored, endorsed, sold or promoted by Dow Jones & Company, Inc. ("Dow Jones ), American International Group, Inc. ("American International Group"), AIG Financial Products Corp. ("AIG-FP") or any of their subsidiaries or affiliates. None of Dow Jones, American International Group, AIG-FP or any of their subsidiaries or affiliates makes any representation or warranty, express or implied, to the owners of or counterparts to the Open End-Index Certificates or any member of the public regarding the advisability of investing in securities or commodities generally or in the Open End-Index Certificates particularly. The only relationship of Dow Jones, American International Group, AIG-FP or any of their subsidiaries or affiliates to the Licensee is the licensing of certain trademarks, trade names and service marks and of the DJ-AIGCI SM, which is determined, composed and calculated by Dow Jones in conjunction with AIG-FP without regard to Bayerische Hypo- und Vereinsbank AG or the Open End-Index Certificates. Dow Jones and AIG-FP have no obligation to take the needs of Bayerische Hypo- und Vereinsbank AG or the owners of the Open End-Index Certificates into consideration in determining, composing or calculating DJ-AIGCI SM. None of Dow Jones, American International Group, AIG-FP or any of their respective subsidiaries or affiliates is responsible for or has participated in the determination of the timing of, prices at, or quantities of the Open End-Index Certificates to be issued or in the determination or calculation of the equation by which the Open End-Index Certificates are to be converted into cash. None of Dow Jones, American International Group, AIG-FP or any of their subsidiaries or affiliates shall have any obligation or liability, including, without limitation, to Open End-Index Certificates customers, in connection with the administration, marketing or trading of the Open End-Index Certificates. Notwithstanding the foregoing, AIG-FP, American International Group and their respective subsidiaries and affiliates may independently issue and/or sponsor financial products unrelated to the Open End-Index Certificates currently being issued by Licensee, but which may be similar to and competitive with the Open End-Index Certificates. In addition, American International Group, AIG-FP and their subsidiaries and affiliates actively trade commodities, commodity indexes and commodity futures (including the Dow Jones- AIG Commodity Index SM and Dow Jones-AIG Commodity Index Total Return SM ), as well as swaps, options and derivatives which are linked to the performance of such commodities, commodity indexes and commodity futures. It is possible that this trading activity will affect the value of the Dow Jones-AIG Commodity Index SM, and Open End-Index Certificates. The Final Terms relate only to Open End-Index Certificates and does not relate to the exchange-traded physical commodities underlying any of the Dow Jones-AIG Commodity Index SM components. Purchasers of the Open End-Index Certificates should not conclude that the inclusion of a futures contract in the Dow Jones-AIG Commodity Index SM is any form of investment recommendation of the futures contract or the underlying exchange-traded physical commodity by Dow Jones, American International Group, AIG-FP or any of their subsidiaries or affiliates. The information in the Final Terms regarding the Dow Jones-AIG Commodity Index SM components has been derived solely from publicly available documents. None of Dow Jones, American International Group, AIG-FP or any of their subsidiaries or affiliates has made any due diligence inquiries with respect to the Dow Jones-AIG Commodity Index SM components in connection with Open End-Index Certificates. None of Dow Jones, American International Group, AIG-FP or any of their subsidiaries or affiliates makes any representation that these publicly available documents or any other publicly available information regarding the Dow Jones-AIG Commodity Index SM components, including without limitation a description of factors that affect the prices of such components, are accurate or complete. NONE OF DOW JONES, AMERICAN INTERNATIONAL GROUP, AIG-FP OR ANY OF THEIR SUBSIDIARIES OR AFFILIATES GUARANTEES THE ACCURACY AND/OR THE COMPLETENESS OF THE DOW JONES-AIG COMMODITY INDEX SM OR ANY DATA INCLUDED THEREIN AND NONE OF DOW JONES, AMERICAN INTERNATIONAL GROUP, AIG-FP OR ANY OF THEIR SUBSIDIARIES OR AFFILIATES SHALL HAVE ANY LIABILITY FOR ANY ERRORS, OMISSIONS, OR INTERRUPTIONS THEREIN. NONE OF DOW JONES, AMERICAN INTERNATIONAL GROUP, AIG-FP OR ANY OF THEIR SUBSIDIARIES OR AFFILIATES MAKES ANY WARRANTY, EXPRESS OR IMPLIED, AS TO RESULTS TO BE OBTAINED BY BAYERISCHE HYPO- UND VEREINSBANK AG, OWNERS OF THE OPEN END-INDEX CERTIFICATES, OR ANY OTHER PERSON OR ENTITY FROM THE USE OF THE DOW JONES-AIG COMMODITY INDEX SM OR ANY DATA INCLUDED THEREIN. NONE OF DOW JONES, AMERICAN INTERNATIONAL GROUP, AIG-FP OR ANY OF THEIR SUBSIDIARIES OR AFFILIATES MAKES ANY EXPRESS OR IMPLIED WARRANTIES, AND EXPRESSLY DISCLAIMS ALL WARRANTIES OF MERCHANTABILITY

17 OR FITNESS FOR A PARTICULAR PURPOSE OR USE WITH RESPECT TO THE DOW JONES-AIG COMMODITY INDEX SM OR ANY DATA INCLUDED THEREIN. WITHOUT LIMITING ANY OF THE FOREGOING, IN NO EVENT SHALL DOW JONES, AMERICAN INTERNATIONAL GROUP, AIG-FP OR ANY OF THEIR SUBSIDIARIES OR AFFILIATES HAVE ANY LIABILITY FOR ANY LOST PROFITS OR INDIRECT, PUNITIVE, SPECIAL OR CONSEQUENTIAL DAMAGES OR LOSSES, EVEN IF NOTIFIED OF THE POSSIBILITY THEREOF. THERE ARE NO THIRD PARTY BENEFICIARIES OF ANY AGREEMENTS OR ARRANGEMENTS AMONG DOW JONES, AIG-FP AND BAYERISCHE HYPO- UND VEREINSBANK AG, OTHER THAN AMERICAN INTERNATIONAL GROUP.

18 Issuer UniCredit Group Bayerische Hypo- und Vereinsbank AG Certificates & Structured Securities (MCD1CS) Arabellastraße 12 D Munich