Exhibit 4.3


 


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.


 





	Certificate No.:   	CUSIP No.:  637432 MS1







 


ISIN No.: US637432MS19


 


PRINCIPAL AMOUNT:


 


MATURITY DATE: November 1, 2032


 





	ISSUE DATE: May 23, 2014	CERTIFICATE INTEREST
RATE: 4.023%



 


4.023% COLLATERAL TRUST BOND DUE 2032


 


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 $_____________ 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 November 1 and May 1 of each year commencing on November 1, 2014 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.


 





	 	NATIONAL RURAL UTILITIES
	 	COOPERATIVE FINANCE CORPORATION
	 	 	 
	 	By:	 
	 	 	J. Andrew Don
	 	 	Senior Vice President & Chief Financial Officer







 


(Seal)


 


Attest:


 





	By:	 	 
	 	Assistant Secretary-Treasurer	 







 


Trustee’s Certificate
of


Authentication


This is one of the Bonds


of the series designated therein,


described in the within-


mentioned Indenture


 


Dated:


 


By: U.S. BANK NATIONAL ASSOCIATION,


Trustee


 





	By:		 
	 	Authorized Officer	 







 




    	 



    	 



    

 


REVERSE OF BOND


 


This Bond is one of an
authorized issue of Bonds of the Company known as its “4.023% Collateral Trust Bonds due 2032”, 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 Mortgage Notes,
Mortgages and Loan Agreements, so long as thereafter such Mortgage will comply with the requirements of the Company’s standard
lending practices, as such policies may be amended from time to time. The Indenture also contains provisions permitting the Holders
of specified percentages in principal amount of the Bonds at the time Outstanding, on behalf of the Holders of all Bonds, to waive
compliance by


 






    	 



    	 



    

 


the Company with certain provisions of the Indenture and certain past defaults under the Indenture and their consequences.
Any such consent or waiver by the Holder of this Bond shall be binding upon such Holder and upon all future Holders of this Bond
and of any Bond issued upon the transfer hereof or in exchange herefor or in lieu hereof whether or not notation of such action
is made upon this Bond.








 


As provided in the Indenture,
said Bonds are issuable in series which may vary as in said Indenture provided or permitted. This Bond is one of a series entitled
4.023% Collateral Trust Bonds due 2032.


 


The Company may redeem
the Bonds at any time prior to May 1, 2032, in whole or in part, at a “make-whole” redemption price equal to the greater
of (1) 100% of the principal amount being redeemed or (2) the sum of the present values of the remaining scheduled payments of
the principal and interest (other than accrued interest) on the Bonds being redeemed, discounted to the redemption date on a semi-annual
basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate plus 20 basis points for the Bonds, plus
in each of (1) and (2) above, accrued interest to the redemption date.


 


At any time on or after
May 1, 2032, the Company may redeem the Bonds, at its option, in whole or in part, at a redemption price equal to 100% of the principal
amount of the Bonds to be redeemed, plus accrued and unpaid interest thereon to the redemption date.


 


If the Company elects
to redeem less than all of the Bonds, and such Bonds are at the time represented by a global security, then the depositary will
select by lot the particular interest to be redeemed. If the Company elects to redeem less than all of the Bonds, and such Bonds
are not represented by a global security, the particular Bonds to be redeemed shall be selected by the Trustee from the outstanding
Bonds not previously called for redemption, in a manner the Trustee deems appropriate and fair.


 




    	 



    	 



    




 


Notice of any redemption
will be mailed at least 30 days but not more than 60 days before the date of redemption to each holder of the Bonds to be redeemed.
Unless the Company defaults in payment of the redemption price, on and after the date of redemption, interest will cease to accrue
on such Bonds or the portions called for redemption.


 


If an Event of Default,
as defined in the Indenture, shall occur, the principal of this Bond may become or be declared due and payable immediately, in
the manner and with the effect provided in the Indenture.


 


This Bond is transferable
by the registered owner hereof in person or by attorney authorized in writing at the office or agency of the Company in the Borough
of Manhattan, City and State of New York or any other place or places where such Bond may be paid, upon surrender of this Bond,
and upon any such transfer a new Bond for the same series, for the same aggregate principal amount, will be issued to the transferee
in exchange hereof.


 


The Bonds of this series
are issuable only as registered Bonds without coupons in minimum denominations of $2,000 and integral multiples of $1,000 in excess
thereof. As provided in, and subject to the provisions of, the Indenture, Bonds of this series are exchangeable for other Bonds
of this series of any authorized denominations, of a like aggregate principal amount, as requested by the Holder surrendering the
same.


 


No service charge will
be made for any such transfer or exchange, but the Company or the Trustee may require payment of a sum sufficient to cover any
tax or other governmental charge payable in connection therewith.


 


Prior to due presentment
for transfer at any office or agency of the Company designated for such purpose, the Company, the Trustee and any agent of the
Company or the Trustee may treat the person in whose name this Bond is registered as the owner hereof for the purpose of receiving
payment as herein provided and for all other purposes whether or not this


 






    	 



    	 



    

 


Bond be overdue, and neither the Company, the Trustee
nor any such agent shall be affected by notice to the contrary.











 


No reference herein to
the Indenture and no provision of this Bond or of the Indenture shall alter or impair the obligation of the Company, which is absolute
and unconditional, to pay the principal of, and interest on this Bond at the times, place and rate, and in the coin or currency,
herein prescribed.


 


The following terms shall
have the following meanings:


 


“Business Day”
means each Monday, Tuesday, Wednesday, Thursday and Friday which is not a day on which banking institutions in the Borough of Manhattan,
City and State of New York are authorized by law to close.


 


“Comparable Treasury
Issue’’ means the United States Treasury security selected by an Independent Investment Banker as having a maturity
comparable to the remaining term of the Bonds being redeemed that would be utilized, at the time of selection and in accordance
with customary financial practice, in pricing new issues of corporate debt securities of comparable maturity to the remaining term
of such Bonds.


 


“Comparable Treasury
Price’’ means with respect to any redemption date, (A) the average of the Reference Treasury Dealer Quotations for
the redemption date, after excluding the highest and lowest Reference Treasury Dealer Quotations for that redemption date, or (B)
if the Company obtains fewer than four Reference Treasury Dealer Quotations, the average of all the Reference Treasury Dealer Quotations
obtained.


 


“Independent Investment
Banker’’ means one of the Reference Treasury Dealers appointed by the trustee after consultation with the Company.


 








“Reference Treasury
Dealer’’ means (1) J.P. Morgan Securities LLC and its successor; provided, however, that if J.P. Morgan Securities
LLC ceases to be a primary U.S.


 






    	 



    	 



    

 


Government securities dealer in the United States, the Company will appoint another primary U.S.
Government securities dealer of its own selection as a substitute and (2) any other U.S. Government securities dealers selected
by the Company, provided that there shall not be less than three such dealers (including J.P. Morgan Securities LLC or its successor)
with respect to any redemption date.


 


“Reference Treasury
Dealer Quotations’’ means, for each Reference Treasury Dealer and any redemption date, the average, as determined by
the trustee, of the bid and ask prices for the Comparable Treasury Issue (expressed in each case as a percentage of its principal
amount) quoted in writing to the Trustee by the Reference Treasury Dealer at 5:00 p.m. New York City time on the third business
day preceding the redemption date for the bonds being redeemed.


 


“Treasury Rate’’
means, for any redemption date, the rate per annum equal to the semi-annual equivalent yield to maturity of the Comparable Treasury
Issue, assuming a price for the Comparable Treasury Issue (expressed as a percentage of its principal amount) equal to the Comparable
Treasury Price for the redemption date.


 


All terms used in this
Bond which are defined in the Indenture shall have the meanings assigned to them in the Indenture.


 




    	 



    	 



    

 


ASSIGNMENT


 





For value received the
undersigned sells, assigns and transfers unto (name, address including zip code and taxpayer I.D. or Social Security number of
assignee)_____________________________________________________________________________________________________________________________________________________________
the within Certificate and does hereby irrevocably constitute and appoint __________________________________________________________________
attorney to transfer the said Certificate on the books kept for registration thereof with full power of substitution on the premises.







 





Dated: _______________________


 


	 	______________________________


Signature by or on behalf of Assignor