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ELEMENTS are exchange-traded notes designed to track the return of a specific underlying market measure. After their initial offering, ELEMENTS can be bought and sold through a broker or financial advisor on a U.S. securities exchange.

Note: On November 17, 2008, this currency-linked ELEMENTS was voluntarily delisted from NYSE Arca. It can no longer be bought or sold on a U.S. securities exchange and its prices are no longer quoted or listed on a U.S. securities exchange. Deustche Bank Securities Inc., an affiliate of Deutsche Bank AG, London Branch, the issuer of this currency-linked ELEMENTS, has indicated it expects to bid for ELEMENTS offered for sale to it, although it is not required to do so and may cease making bids at any time. Current bid prices for each currency-linked ELEMENTS will be posted on Bloomberg by CUSIP number. For more information please see the press release related to the delisting of the Currency-linked ELEMENTS, which may be accessed here.


Profile
Issuer: Deutsche Bank AG
Primary Exchange: Not Listed on an exchange as of November 17th, 2008
Ticker: Not Applicable. Current bid prices of Deutsche Bank Securities, Inc. ("DBSI"), an affiliate of the issuer,  are posted via the CUSIP number (listed below) on Bloomberg.
DB GBP Overnight Index Bloomberg Ticker: DBMMGBON
Exchange Rate Bloomberg Ticker: GBPUSD
GBP/USD Initial Exchange Rate: 1.9401
CUSIP: 25154H 72 3
Inception Date: February 20, 2008
Maturity Date: February 23, 2023
Initial Index Level: 164.714
Denomination: $10.00
Yearly Fee : 0.40%

Returns
Exchange Rate and Index Returns indicate the percentage change in the GBP/USD Exchange Rate and the DB GBP Overnight Index, respectively, expressed as a percentage from the beginning of the relevant period to the end of the relevant period. Exchange Rate and Index Returns are for illustrative purposes only and do not represent actual ELEMENTS performance. Exchange Rate Returns do not reflect any fees and adjustments that would reduce an investor's actual returns, while Index Returns reflect the fees and adjustments which will reduce any distribution paid to an investor. Indices are not managed and one cannot invest directly in an index.

Investors can trade in the secondary market, to the extent a trading market develops. DBSI has indicated it expects to bid for ELEMENTS offered for sale to it by investors, but it is not required to do so and may cease making bids at anytime. In the alternative, investors may receive a cash payment in U.S. dollars at the scheduled maturity date equal to the Principal Value on the Final Valuation Date plus the accrued Distribution, if any, to the Final Valuation Date or at early repurchase equal to the Daily Repurchase Value (as described below).

ELEMENTS Indicative Values Returns indicate the change in last reported indicative values at or shortly after 4:00 pm Eastern time expressed as a percentage from the beginning of the relevant period to the end of the relevant period.

Daily Repurchase Value
Daily Repurchase Value will equal the Principal Value on the Repurchase Valuation Date plus the accrued but unpaid Distribution to the Repurchase Valuation Date.

Indicative Value
The term indicative value is used to refer to the value at a given time determined based on the following equation: Closing Indicative Value = Principal Value + Accrued Distribution

Principal Value
The Principal Value on any Valuation Date will be an amount in U.S. dollars equal to the British Pound Principal Amount times the Exchange Rate on such Valuation Date.

Distribution
The accrued Distribution on any Valuation Date will be an amount in U.S. dollars equal to the British Pound Principal Amount times the Accrual Factor on such Valuation Date times the Exchange Rate on such Valuation Date.

British Pound Principal Amount
£5.154, the Stated Principal Amount divided by the Initial Exchange Rate.

Exchange Rate
On any Valuation Date, the Exchange Rate is the British pound/U.S. dollar spot exchange rate expressed as the number of U.S. dollars that can be exchanged for one British pound for settlement in two business days, as reported by the Federal Reserve Bank of New York on Reuters page 1FED or any successor page at approximately 10:00 a.m. New York time on such Valuation Date.

Accrual Factor
The Accrual Factor on any Valuation Date is (1) the Index Level on such Valuation Date divided by the Index Level on the prior Distribution Valuation Date (or the Inception Date in the case of any Valuation Date prior to the first Distribution Valuation Date) minus (2) one.

Index Level
The level of the DB GBP Overnight Index will be calculated daily as follows: The Index Level on the Inception Date is 164.714. On each subsequent London Banking Day until the Final Valuation Date, the Index Level will equal (1) the Index Level on the immediately preceding London Banking Day times (2) the sum of (a) one and (b) the product of the Deposit Rate times the Daycount Fraction.

Daycount Fraction
The Daycount Fraction on any London Banking Day will be the number of calendar days that have elapsed from and including the most recent London Banking Day to but excluding the current London Banking Day divided by 365.

Deposit Rate
On any London Banking Day, the Deposit Rate is (1) the SONIA Rate for the immediately preceding London Banking Day minus (2) the sum of (a) 0.25% per annum and (b) the Annual Investor Fee, subject to a minimum of 0%.

SONIA Rate:
The Sterling Overnight Interbank Average Rate, as reported on Reuters page SONIA 1 or any successor page.

To CurrencyBritish Pound Notes

What Are Some of the Risks of the Securities?

An investment in the Securities involves risks and may not be suitable for all investors. Some of these risks are summarized here, but we urge you to read the more detailed explanation of risks in "Risk Factors" in the pricing supplement. Terms used but not defined below have the meaning set forth in the pricing supplement.
  • Uncertain principal repayment - Your principal is not protected. If the Exchange Rate decreases relative to the Initial Exchange Rate you will receive an amount in U.S. dollars less than your original U.S. dollar investment in the Securities upon repurchase or at maturity.

  • Distribution based on the Index and the Exchange Rate - Because the Distribution payable on the Securities is based on the Index (which includes an adjustment for the Annual Investor Fee and the deduction of 0.25% per annum from the SONIA Rate) and the Exchange Rate, the Distribution you receive may be less than the interest you would receive on a conventional debt security that you could purchase today with the same maturity as the Securities.

  • Currency risk - The return on the Securities is linked to the performance of the Exchange Rate which, in turn, is linked to the values of the U.S. dollar and the British pound. Currency prices may change unpredictably, affecting the Exchange Rate and, consequently, the value of your Securities in unforeseeable ways.

  • Restrictions on repurchases by Deutsche Bank - You must offer at least $2,500,000 stated principal amount of Securities (250,000 Securities) to Deutsche Bank for your offer for repurchase to be considered.

  • Your offer for repurchase is irrevocable - You will not be able to rescind your offer for repurchase after it is received by DBSI, so you will be exposed to market risk in the event market conditions change after DBSI receives your offer.

  • Call risk - Your securities may be called by Deutsche Bank if the SONIA Rate decreases to or below 0.65% on any London Banking Day.

  • Issuer risk - The Securities are a senior unsecured obligation of Deutsche Bank, acting through its London branch. The repayment of the principal and the payment of any Distributions and returns based on the Exchange Rate at maturity are dependent on Deutsche Bank and its ability to pay. This risk is in addition to the risks posed by the Exchange Rate and the Index.

  • A trading market for the Securities may not develop - We are not required to maintain any listing of the Securities on any exchange. These Securities are no longer listed on any exchange.

Uncertain Tax Treatment - Significant aspects of the tax treatment of the Securities are uncertain. You should consult your tax advisor as to the specific consequences to you of owning and disposing of Securities.
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Merrill Lynch, Pierce, Fenner & Smith Incorporated is a registered broker-dealer and a wholly-owned subsidiary of Bank of America Corporation.
Securities Products: Are Not FDIC Insured Are Not Bank Guaranteed May Lose Value

In considering ELEMENTS as an investment, an investor should review the ELEMENTS prospectus for the particular offering and discuss the security with legal, tax and financial advisors before taking any action. In the event of any inconsistency between this website and the prospectus for a particular offering of ELEMENTS, you should rely on the prospectus in evaluating that offering. Please review Legal Information and Privacy Statement for additional important legal information and the terms and conditions governing use of this website.