Unless this
certificate is presented by an authorized representative of The
Depository Trust Company, a New York Corporation
(“DTC”), to the Company or its agent for registration
of transfer, exchange, or payment, and any certificate issued is
registered in the name of Cede & Co. or in such other name as
is requested by an authorized representative of DTC (and any
payment is made to Cede & Co. or to such other entity as is
requested by an authorized representative of DTC), ANY TRANSFER,
PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY
PERSON IS WRONGFUL inasmuch as the registered owner hereof, Cede
& Co., has an interest herein.
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CUSIP No.:
84755TAD9
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PRINCIPAL AMOUNT: $250,000,000
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MATURITY DATE: September 16,
2012
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ISSUE DATE: September 16, 2009
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CERTIFICATE
INTEREST RATE: 2.625%
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2.625% COLLATERAL TRUST BOND DUE
2012
National
Rural Utilities Cooperative Finance Corporation, a District of
Columbia cooperative association (hereinafter called the
“Company”, which term includes any successor
corporation under the Indenture referred to on the reverse hereof),
for value received, hereby promises to pay to Cede & Co., or
registered assigns, the principal sum of $250,000,000 on the
Maturity Date set forth above; and to pay interest thereon from the
Issue Date set forth above at the Certificate Interest Rate set
forth above, until the principal hereof is paid or made available
for payment.
Interest
on the Bonds will be payable on March 16 and September 16
of each year commencing on September 16, 2010 to the persons
in whose names such Bonds are registered at the close of business
on the fifteenth calendar day preceding the payment date, or if not
a Business Day, the next succeeding Business Day. Interest on the
Bonds will accrue from and including the date of issue or from and
including the last date in respect of which interest has been paid,
as the case may be, to, but excluding, the relevant interest
payment date, date of
redemption or
the date of maturity, as the case may be. Interest on the Bonds
will be computed on the basis of a 360-day year of twelve 30-day
months.
If
any of the interest payment dates or the maturity date falls on a
day that is not a Business Day, the payment of interest or
principal will be postponed to the next succeeding Business Day,
but the payment made on such dates will be treated as being made on
the date payment was first due and the holders of the Bonds will
not be entitled to any further interest or other payments with
respect to such postponements.
Reference
is hereby made to the further provisions of this Bond set forth on
the reverse hereof which further provisions shall for all purposes
have the same effect as if set forth at this place.
Unless
the certificate of authentication hereon has been executed by or on
behalf of U.S. Bank National Association, as Trustee under the
Indenture, or its successor thereunder, by manual signature, this
Bond shall not be entitled to any benefit under such Indenture, or
be valid or obligatory for any purpose.
IN
WITNESS WHEREOF, the Company has caused this instrument to be duly
executed under its corporate seal.
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NATIONAL RURAL
UTILITIES
COOPERATIVE FINANCE CORPORATION
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By:
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Steven L.
Lilly
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Senior Vice
President, Financial Services & Chief Financial Officer
Assistant Secretary-Treasurer
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By:
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Assistant
Secretary-Treasurer
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Trustee’s Certificate of
Authentication
This is one of
the Bonds of the series designated therein, described in the
within-mentioned Indenture
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By:
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U.S. BANK
NATIONAL ASSOCIATION,
Trustee
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By:
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Authorized
Officer
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This
Bond is one of an authorized issue of Bonds of the Company known as
its “2.625% Collateral Trust Bonds due 2012”, issued
and to be issued in one or more series under, and all equally and
ratably secured (except as any sinking or other fund may afford
additional special security for the Bonds of any particular series)
by, an Indenture dated as of October 25, 2007 (as amended,
supplemented and modified and in effect from time to time, the
“Indenture”), executed by the Company to U.S. Bank
National Association, as Trustee (herein called the
“Trustee”, which term includes any successor Trustee
under the Indenture), to which Indenture reference is hereby made
for a description of the nature and extent of the securities and
other property assigned, pledged, transferred and mortgaged
thereunder the rights of the Holders of said Bonds and of the
Trustee and of the Company in respect of such security, and the
terms upon which said Bonds are to be authenticated and
delivered.
The
Indenture permits, with certain exceptions as therein provided, the
amendment thereof and the modification of the rights and
obligations of the Company and the rights of the Holders of the
Bonds under the Indenture at any time by the Company with the
consent of the Holders of not less than a majority in aggregate
principal amount of the Bonds at the time Outstanding as defined in
the Indenture. The Indenture also permits, without the consent of
the holders of any Bonds, the parties to any Mortgage Notes pledged
under the Indenture, and any Mortgages or Loan Agreements pursuant
to which they were issued, to modify, alter, supplement or amend
such Mo
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