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E1BPI FINAL TERMS Banco BPI, S.A. (incorporated with limited liability in the Republic of Portugal) acting through its Lisbon Office Issue of EUR 30,000,000.00 of Index Interest Linked Notes BPI OURO 8% 2007-2012 under the EUR 10,000,000,000 Euro Medium Term Note Programme for the issue of Senior Notes, Dated Subordinated Notes and Undated Subordinated Notes 1/ 12

E1BPI - Portuguese Securities Market Commissionweb3.cmvm.pt/sdi2004/emitentes/docs/fsd12495.pdfE1BPI FINAL TERMS Banco BPI, S.A. (incorporated with limited liability in the Republic

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Page 1: E1BPI - Portuguese Securities Market Commissionweb3.cmvm.pt/sdi2004/emitentes/docs/fsd12495.pdfE1BPI FINAL TERMS Banco BPI, S.A. (incorporated with limited liability in the Republic

E1BPI

FINAL TERMS

Banco BPI, S.A.

(incorporated with limited liability in the Republic of Portugal)

acting through its Lisbon Office

Issue of EUR 30,000,000.00 of Index Interest Linked Notes

BPI OURO 8% 2007-2012

under the EUR 10,000,000,000

Euro Medium Term Note Programme

for the issue of Senior Notes, Dated Subordinated Notes and Undated

Subordinated Notes

1/ 12

Page 2: E1BPI - Portuguese Securities Market Commissionweb3.cmvm.pt/sdi2004/emitentes/docs/fsd12495.pdfE1BPI FINAL TERMS Banco BPI, S.A. (incorporated with limited liability in the Republic

- ---

EJBPI

FINAL TERMS

Banco BPI, S.A.

(incorporated with limited liability in the Republic of Portugal)

acting through its Lisbon Office

Issue of EUR 30,000,000 of Index Linked Interest of

BPI OURO 8% 2007-2012

under the EUR 10,000,000,000

Euro Medium Term Note Programme

for the issue of Senior Notes, Dated Subordinated Notes and Undated Subordinated Notes

29 October 2007

PART A - CONTRACTUAL TERMS

Terms used herein shall be deemed to be defined as such for the purposes of the Conditions set forth in theProspectus dated 2nd March, 2007 which constitutes a base prospectus for the purposes of the ProspectusDirective (Directive 2003/71/EC) (the "Prospectus Directive"). This document constitutes the Final Terms ofthe Notes described herein for the purposes of Article 5.4 of the Prospectus Directive and must be read inconjunction with the Prospectus. Full information on the Issuer and for Notes issued by Banco BPI CaymanLtd or by BPI Capital Finance Ltd, the Guarantor and the offer of the Notes is only available on the basis ofthe combination of these Final Terms and the Prospectus. The Prospectus is available for viewing atwww.ir.bpi.pt. and collection from Rua Tenente Valadim, 284, Porto.

1. (a) Issuer: Banco BPI, S.A.acting through its Lisbon Office

(b) Guarantor: Not Applicable

2. (a) Series Number: 184

(b) Tranche Number: Not Applicable

3. Specified Currency or Currencies: Euro ("EUR")

4. Aggregate Nominal Amount of Notesadmitted to trading:

(a) Series: EUR 30,000,000.00

(b) Tranche: Not Applicable

5. IssuePrice: 100 per cento of the Aggregate Nominal Amount.2/12

Page 3: E1BPI - Portuguese Securities Market Commissionweb3.cmvm.pt/sdi2004/emitentes/docs/fsd12495.pdfE1BPI FINAL TERMS Banco BPI, S.A. (incorporated with limited liability in the Republic

6.

BBPI(a) Specified Denominations: EUR 1,000.00

EUR 1,000.00

31 October 2007, subject to adjustment inaccordance with the Modified FollowingBusiness Day Convention.

Not Applicable

31 October 2012, subject to adjustment inaccordance with the Modified FollowingBusiness Day Convention and subject to theEarly Termination Provisions (defined in Annex1).

fudex Linked futerest

(further particulars specified below inADDITIONAL TERMS AND CONDITIONSOF THE NOTES IN RELATION TO INDEXLINKED INTEREST NOTES and ANNEX 1)

Redemption at par

Not Applicable

Not Applicable

Senior

Not Applicable

Non-syndicated

PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE

15 F'

d R N Pr .. Not Applicable. lxe ate ote 0V1S10ns

Not Applicable

(b) Calculation Amount

7. (a) Issue Date:

(b) futerest Commencement Date:

8. Maturity Date:

9. futerest Basis:

10. Redemption/Payment Basis:

11. Change of futerest Basis orRedemption/Payment Basis:

12. Put/Call Options:

13. (a) Status of the Notes:

(b) Status of the Guarantee:

14. Method of distribution:

16. Floating Rate Note Provisions

17. Zero Coupon Note Provisions

18. Dual Currency futerest Note Provisions

PROVISIONS RELATING TO REDEMPTION

20.

Issuer Call:19.

fuvestor Put:

3/12

Not Applicable

Not Applicable

Not Applicable

Not Applicable

Page 4: E1BPI - Portuguese Securities Market Commissionweb3.cmvm.pt/sdi2004/emitentes/docs/fsd12495.pdfE1BPI FINAL TERMS Banco BPI, S.A. (incorporated with limited liability in the Republic

21.

22.

E1BPIFinal Redemption Amount:

Early Redemption Amount payable onredemption for taxation reasons or on eventof default and/or the method of calculatingthe same (if required or if different from thatset out in Condition 7(e)):

100 per cento of the Calculation Amount

The Calculation Agent will determine andcalculate in its sole discretion the redemptionamount in good faith as representing the fairvalue of the Note as the date of redemption.

GENERAL PROVISIONS APPLICABLE TO THE NOTES

23.

24.

25.

26.

(a) Form ofNotes:

(b) Governing law:

Additional Financial Centre(s) or otherspecial provisions relating to Payment Days:

Talons for future Coupons or Receipts to beattached to Definitive Notes (and dates onwhich such Talons mature):

Details relating to Partly Paid Notes: amountof each payment comprising the Issue Priceand date on which each payment is to bemade and consequences of failure to pay,including any right of the Issuer to forfeit theNotes and interest due on late payment:

27. Details relating to Instalment Notes:

28.

29.

(a) Instalment Amount(s):

(b) Instalment Date(s):

Redenomination applicable:

Other fmal terms:

DISTRIBUTION

Dematerialised book-entry, nominative form(Interbolsa Notes)

Portuguese law

Not Applicable

No.

Not Applicable

Not Applicable

Not Applicable

Redenomination not applicable

Not Applicable

30. (a) If syndicated, names and addresses of Not ApplicableManagers and underwritingcommitments:

(b) Date of Subscription Agreement: Not Applicable

(c) Stabilising Manager (if any): Not Applicable

31. If non-syndicated, name and address of Banco BPI, S.A.relevant Dealer:

32. Total commission and concession: Not Applicable

4/12

Page 5: E1BPI - Portuguese Securities Market Commissionweb3.cmvm.pt/sdi2004/emitentes/docs/fsd12495.pdfE1BPI FINAL TERMS Banco BPI, S.A. (incorporated with limited liability in the Republic

L~.OUT.2007 15:52 3512:3153927BPI DIR.FINANCEIRA #5286 P.:::

IIBPI33. Whether TE.FRA D ar TBFRA C Mas

appJi~a.bJcDfTEFRA rules ncn applicable:

Addiu0n815Cllingrestrictions:

TEPRA not App1iclible

34. Not App&abte

LISTlNG APPLICA'I10N

These Final TertM comprise the final terms requ:iredto !ist and have admi1mdto trading thc issue ar Notesdescrlbed herein pUTSWIIltto thc EUR 10,000,000,000 Bufo Medium Tenn No1e ProgramnJe of aanco BPI,S.A. aoting tbrou;b its Li$bon Office ar tbrough its Caymau IsJands Branch ar tbrough its Mad.cin Bnmch orthtough its San\a Maria Braachar BancoBPICaymmLtd.ar BPICapitalFinance,Ud..

RESPONS1BU.JTY

The lssuer ac""PtarespoJ1Gibilityfor the informaticmoontainedin these Final Tcrms. Th~HUitnricalValuesaí the Indcx included in .Am1ex2 have bcen ~ ftom Bloomberg. The Issuer confirmsthat suchinformationhas been accuratelyreproduoedand rbat se far as it ia aware and is able to asoenain frominfonnation published by Bloombcrg,no faots havc been.omittec1which would render the reproducedinfonnationinaccuratear mis1eading.

Signed on behalf af the Issuer:

BY: ~~..~..~~~Duly authoJ18~

5/12

Page 6: E1BPI - Portuguese Securities Market Commissionweb3.cmvm.pt/sdi2004/emitentes/docs/fsd12495.pdfE1BPI FINAL TERMS Banco BPI, S.A. (incorporated with limited liability in the Republic

mBPI

PART B - OTHER INFORMATION

1. ADDITIONAL RISK Not ApplicableFACTORS

2. LISTING ANDADMISSIONTOTRADING

(i) Listing: Mercado Regulamentado da Euronext Lisbon.

(ii) Admission to

trading: Application wiIl be made for the Notes to be admitted to trading sixmonths after the Issue Date.

(iii) Estimate of total

expenses relatedto admission to

trading:

EUR 2,625.00

3. RATINGS

Ratings: The Notes to be issued have been rated:

S&P: AMoody's: AIFitch: A+

The above disc10sure reflects the rating aIlocated to the Notes, with amaturity of more than one year, issued under the Programme generaIlyand not to this specific issue ofNotes. Index Linked Interest Noteswould have to be rated on a case-by-case basis.

4. NOTIFICATION

The CSSF has provided the Comissão do Mercado de Valores Mobiliários with a certificate ofapproval attesting that the Prospectus has been drawn up in accordance with the ProspectusDirective.

S. PUBLIC OFFERS

Offer Period: From 14 September 2007 to 26 October 2007.

The subscription period may terminate earlier if theamount subscribed achieves the Aggregate NominalAmount of the Notes.

Offer Price: 100 per cent. of the Specified Denomination

6/12

Page 7: E1BPI - Portuguese Securities Market Commissionweb3.cmvm.pt/sdi2004/emitentes/docs/fsd12495.pdfE1BPI FINAL TERMS Banco BPI, S.A. (incorporated with limited liability in the Republic

IIBPIDetails of the minimum and/or maximum Minimum Amount: EUR 1,000.00amount of application:

Maximum Amount: depends on the amount availableat the time of subscription.

Description of possibility to reducesubscriptions and manner for refundingexcess amount paid by applicants:

The amount subscribed by each investor may becanceIled or reduced during the subscription periodby order or the investor to the Financial Intermediary(if reduced subject to the Minimum Amount ofapplication).

Details of the method and time limits for The Notes will be issued on the Issue Date againstpaying up and delivering the Notes: payment to the Issuer of the net subscription amount.

Manner and date in which results of the offer The results of the offer wiIl be made public at theare to be made public: CMVM website and wiIl be available at Banco BPI

Offices.

Categories of potential investors to whichthe Notes are offered:

Offers may be made by the Financial Intermediariesin Portugal to any person. In other EEA countries,offers wiIl only be made by the FinancialIntermediaries pursuant to an exemption from theobligation under the Prospectus Directive asimplemented in such countries to publish aprospectus.

Indication whether dealing may begin before No dealings in the Notes on a regulated market fornotification is made: the purposes of the Investment Services Directive

93/22/EC may take place prior to the Issue Date.

Amount of any expenses and taxes There are neither expenses nor taxes specificaIlyspecificaIly charged to the subscriber or charged to the subscriber.purchaser:

6. INTERESTS OF NATURAL AND LEGAL PERSONS INVOLVED IN THE ISSUE

Save for any fees payable to the Dealers, so far as the Issuer is aware, no person involved in the issueof the Notes has an interest material to the offer.

7. ESTIMATED NET PROCEEDS AND TOTAL EXPENSES

(i) Estimated net proceeds: Aggregate Nominal Amount ofNotes minus EstimatedTotal Expenses.

(ii) Estimated Total Expenses: Listing fees: EUR 2,625.00

8. YIELD

Indication of yield: Not Applicable

9. mSTORIC INTEREST RATES

Not Applicable7/12

Page 8: E1BPI - Portuguese Securities Market Commissionweb3.cmvm.pt/sdi2004/emitentes/docs/fsd12495.pdfE1BPI FINAL TERMS Banco BPI, S.A. (incorporated with limited liability in the Republic

I1BPI10. PERFORMANCE OF INDEX/FORMULA

See Annex 2.

11. PERFORMANCE OF RATE[S] OF EXCHANGE

Not Applicable

12. OPERATIONAL INFORMATION

(i)

(ii)

(iii)

(iv)

(v)

(vi)

ISIN Code:

Common Code:

Any c1earingsystem(s) other thanEuroclear Bank S.A./N.V.,Clearstream Banking, sociétéanonyme or Interbolsa and therelevant identification number(s):

Delivery:

Names and addresses of

Additional Paying Agent(s) (ifany):

Intended to be held in a mannerwhich would allow Eurosystemeligibility:

13. POST-ISSUANCE INFORMATION

Not Applicable.

14. OTHER REGULATED MARKETS

PTBBBTOM0002

032164064

Central de Valores Mobiliários identification number:BBBTOM

Sistema de Liquidação Real Time

Not Applicable

No

To the lrnowledge of the Issuer, securities of the same class as the Notes are already admitted totrading on the regulated markets of: Luxembourg Stock Exchange and Euronext Lisbon.

8/12

Page 9: E1BPI - Portuguese Securities Market Commissionweb3.cmvm.pt/sdi2004/emitentes/docs/fsd12495.pdfE1BPI FINAL TERMS Banco BPI, S.A. (incorporated with limited liability in the Republic

-- _. --- -.---. -

BBPIADDITIONAL TERMS AND CONDITIONS OF THE NOTES IN RELATION TO INDEX

LINKED INTEREST, EQUITY LINKED INTEREST, INDEX LINKED REDEMPTION OREQUITY LINKED REDEMPTION NOTES

SCHEDULE TO THE FINAL TERMS FOR INDEX LINKED INTEREST NOTES

This Schedule (the "Schedule") is supplemental to, and forms part of, the Final Terms relating to the issue ofNotes described herein. The conditions set out in this Schedule shaIl apply to the Notes and terms defined inthe Notes wiIl, unless defined otherwise herein, have the same meaning in this Schedule.

1. Interest Basis: Index Linked Interest

(further particulars specified below)

2. Redemption/Payment Basis: At par

3. Index Linked Interest Note Provisions Applicable

Whether the Notes relate to a basket

of indices or a single index, theidentity of the relevant IndexlIndicesand details of the relevant sponsors:

Single Index ("Index","Underlying") - See Annex 1.

"Commodity" or

Formula for ca1culating interest rate See Annex 1.including provisions for determiningcoupon where calculation byreference to IndexlIndices isimpossible or impracticable andother back up provisions:

Calculation Agent responsible for Banco BPI, S.A.ca1culatingthe interest due:

Exchange(s): Not Applicable

Related Exchange(s): Not Applicable

Redemption Amount: 100 per cento of the Calculation Amount.

Valuation Date: See Annex 1.

Valuation Time: See Annex 1.

Disrupted Day: Applicable. See Annex 1.

Other terms or special conditions: See Annex 1.

4. Equity Linked Interest Note Provisions Not Applicable

5. Index Linked Redemption Notes: Not Applicable

6. Equity Linked Redemption Notes: Not Applicable

7. Additional Disruption Events: Not Applicable9/12

Page 10: E1BPI - Portuguese Securities Market Commissionweb3.cmvm.pt/sdi2004/emitentes/docs/fsd12495.pdfE1BPI FINAL TERMS Banco BPI, S.A. (incorporated with limited liability in the Republic

- - ---------.-.--

EiBPIANNEX 1: INDEX LINKED INTEREST NOTE PROVISIONS

In the event of any inconsistency between the Terms and Conditions and the provisions of this Annex,the provisions of this Annex shall prevail.

Index Linked Interest:

The Index Interest per Note, payable on the Maturity Date, subject to the Early TenninationProvisions, will be linked to the Index in accordance with the following procedure:

On the Maturity Date:

I) Compute the Index Performance:

Index Performance = Average Price / Initial Price - I

Where:

Initial Price means the arithmetic average of the Reference Price of the Underlying on the InitialValuation Dates.

Average Price means the arithmetic average of the Reference Price of the Underlying on theAveraging Dates.

Initial Valuation Dates: the first lO Business Days starting on the Issue Date (10 observations),subject to adjustment in accordance with the Business Day Convention.

Averaging Dates: 16 October 2008, 16 October 2009, 16 October 2010, 16 October 2011 and16 October 2012, subject to adjustment in accordance with the Business Day Convention.

Business Day: any day on which commercial banks are open for business including dealings inforeign exchange and foreign currency deposits in London and New York.

Business Day Convention: Modified Following Business Day Convention.

Underlying: Gold (Bloomberg Ticker: GOLDLNPM <Index». The value ofthe underlying ispublished on the following website: http://www.lbma.org.uklstatistics_current.htm.

Reference Price: the price for a Pricing Date will be that day's afternoon Gold fixing price pertroy ounce of Gold, for delivery in London through a member of the London Bullion MarketAssociation ("LBMA") authorized to effect such delivery, stated in U.s. Dollars, as calculatedby the London Gold Market on that Pricing Date.

Pricing Date: is a day in respect of which a Re1evantPrice is to be determined for the purposesof determining the Index Linked Interest or the Early Termination Amount.

2) Compute the Index Linked Interest per Calculation Amount:

Index Linked Interest = Calculation Amount x 50% x Max {O%,Index Performance}

10/12

Page 11: E1BPI - Portuguese Securities Market Commissionweb3.cmvm.pt/sdi2004/emitentes/docs/fsd12495.pdfE1BPI FINAL TERMS Banco BPI, S.A. (incorporated with limited liability in the Republic

mBPIEarly Termination Provisions:

If on any Early Termination Observation Date (t) the Underlying Referenee Priee is greater thanor equal to the Early Termination Levei (t), the Notes will be early redeemed at par plus the EarlyTermination Amount (t) (the "Early Termination Amount") on the eorresponding EarlyTermination Date (t) (the "Early Termination Date"). For the avoidanee of doubt, if earlytermination applies, the Early Termination Amount is paid on the Early Termination Date and theIssuer shaIl have no further obligations under this issue ofNotes.

EarlyTermination I Early TerminationDate (t) I Levei (t)

---,Early Termination I

Amount (t)c--i---;-Early-=rermin;ion

Observation Date (t)

--r-- - - - - -, --

1 16 October 2009 31 October 2009 I

31 October 2010 r116% x Strike 16% x Calculation

Amount I

~

I2 16 October 2010 124% x Strike

-

24% x CalculationAmount

t 32% x CalculationAmount13 16 October 2011 31 October 2011 132% x Strike

__ 1 1

Early Termination Observation Dates and Early Termination Dates are subjeet to adjustment inaeeordanee with the Business Day Convention speeified above.

The Initial Valuation Dates, Averaging Dates and Early Termination Observation Dates are deemedto be Prieing Dates.

Additional Provisions:

The definitions and provisions eontained in the 2005 ISDA Commodity Definitions (the"Commodity Definitions") as published by the Intemational Swaps and Derivatives Assoeiation Ine.("ISDA") are ineorporated into this Final Terms. The foIlowing Market Disruption Events wiIlapply: Priee Souree Disruption, Trading Disruption, and Disappearanee of Commodity RefereneePriee.

The definitions of § IIndex Linked Interest Notes or Index Linked Redemption Notes of theProspeetus are not applieable to this Final Terms.

If any disruption event oeeurs and the Relevant Priee is not available, the Calculation Agent shaIldetermine the appropriate Relevant Priee aeting in good faith and in a eommerciaIly reasonablemanner. Save for manifest error those ealeulations and determinations wiIl be fmal and definitive.

11/ 12

Page 12: E1BPI - Portuguese Securities Market Commissionweb3.cmvm.pt/sdi2004/emitentes/docs/fsd12495.pdfE1BPI FINAL TERMS Banco BPI, S.A. (incorporated with limited liability in the Republic

mBPIANNEX 2: mSTORICAL VALUES OF THE INDEX

-----------------

-----------

-----------

----------

Annual price return and volatility of the underlying during the last tive years:

Date I Gold Price Return- - - - - - - - - - --2002.:Q9-1<L, _ _ 3'L9:10 _'_ __ __ _ _

~0_03-99-10 _ _ _ 380.:f)Q_: 19.08%--J2004-09-10 401.35 5.62%

>-2005-09-10.. -- 448.25- - -11.69% I2006-09-10 I 610.00 36.08%- - --- - -- -- - ---12007-09-10 ,701.00 14.92%- - - - - - - - -- - --Vo'-~tili~ _L_ _ _ __F~7~ __ _ _

12 / 12

800

700

600

500

400

300

200..... !:: ..... !:: ..... ..... !:: ..... ..... !:: ..... ..... !:: .....Q) tU Q) tU Q) tU Q) tU Q) tU

CZ! ...... CZ! ...... CZ! ...... CZ!'7

CZ! ......I I I I I I I I I

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I -.:t \OI \O \O

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o o o o oo o o o o o o o o o o o o o oN N N N N N N N N N N N N N N