The Board of Directors of Nordea Bank AB (publ) has decided, in accordance with
an authorisation given by the Annual General Meeting on 25 March 2010, on a
directed offer for the acquisition of shares to the subscriber of C-shares in
Nordea, ie Royal Bank of Scotland plc ("RBS"). The offer is part of the
implementation of Nordea's Long Term Incentive Programme 2010 and includes all
5,125,000 C-shares which Nordea will issue.

Acquisition will be made during the period 5 May - 20 May 2010. Payment for
acquired shares will be made in cash, and the price per share will be EUR 1 plus
an administration fee. The price is expected to amount to approximately EUR
1.003 per share. Acquisition also includes a so-called interim share, designated
by Euroclear Sweden AB as a "paid subscription share" (Swedish "BTA") relating
to a C-share. Nordea currently holds 11,908,074 own ordinary shares and no own
C-shares or paid subscription shares relating to a C-share.

RBS has informed Nordea that it intends to accept the offer.

After all 5,125,000 C-shares have been acquired, the Board of Directors intends
to convert them to ordinary shares.

For further information:
Steen Christensen, Group Human Resources, +45 3333 3049
Helena Östman, Group Identity and Communications, +46 8 614 84 64




The information in this press release is such that Nordea shall announce
publicly according to Act (1991:980) regarding trading with financial
instruments and/or Act (2007:528) regarding the securities market.



[HUG#1409095]





    Press release (PDF): http://hugin.info/1151/R/1409095/361736.pdf