ORDER; OR (III) FALL WITHIN ARTICLE
22(2)(A) THROUGH (D) ("HIGH NET WORTH COMPANIES, UNINCORPORATED ASSOCIATIONS,
ETC.") OF THE PCIS EXEMPTIONS ORDER; OR (IV) ARE PERSONS TO WHICH THE TOWER
TRUST MAY LAWFULLY BE PROMOTED IN ACCORDANCE WITH SECTION 4.12 OF THE UNITED
KINGDOM FINANCIAL CONDUCT AUTHORITY'S CONDUCT OF BUSINESS SOURCEBOOK (ALL SUCH
PERSONS, TOGETHER WITH FPO PERSONS, THE "RELEVANT PERSONS"). THIS PRICING
SUPPLEMENT MUST NOT BE ACTED ON OR RELIED ON BY PERSONS IN THE UK WHO ARE NOT
RELEVANT PERSONS. IN THE UK, ANY INVESTMENT OR INVESTMENT ACTIVITY TO WHICH THIS
PRICING SUPPLEMENT RELATES, INCLUDING THE OFFERED SECURITIES, IS AVAILABLE ONLY
TO RELEVANT PERSONS AND WILL BE ENGAGED IN ONLY WITH RELEVANT PERSONS.
PROSPECTIVE INVESTORS IN THE UK ARE ADVISED THAT ALL, OR MOST, OF THE
PROTECTIONS AFFORDED BY THE UK REGULATORY SYSTEM WILL NOT APPLY TO AN INVESTMENT
IN THE TOWER TRUST AND THAT COMPENSATION WILL NOT BE AVAILABLE UNDER THE UK
FINANCIAL SERVICES COMPENSATION SCHEME.
NOTICE TO INVESTORS: THE EUROPEAN ECONOMIC AREA AND UNITED KINGDOM
THE OFFERED SECURITIES ARE NOT INTENDED TO BE OFFERED, SOLD OR OTHERWISE MADE
AVAILABLE TO AND SHOULD NOT BE OFFERED, SOLD OR OTHERWISE MADE AVAILABLE TO ANY
RETAIL INVESTOR IN THE EUROPEAN ECONOMIC AREA ("EEA") OR IN THE UK. FOR THESE
PURPOSES, A RETAIL INVESTOR MEANS A PERSON WHO IS ONE (OR MORE) OF: (I) A RETAIL
CLIENT AS DEFINED IN POINT (11) OF ARTICLE 4(1) OF DIRECTIVE 2014/65/EU (AS
AMENDED, "MIFID II" ); (II) A CUSTOMER WITHIN THE MEANING OF DIRECTIVE (EU)
2016/97, WHERE THAT CUSTOMER WOULD NOT QUALIFY AS A PROFESSIONAL CLIENT AS
DEFINED IN POINT (10) OF ARTICLE 4(1) OF MIFID II; OR (III) NOT A QUALIFIED
INVESTOR ("QUALIFIED INVESTOR") AS DEFINED IN REGULATION (EU) 2017/1129 (THE
"PROSPECTUS REGULATION").
CONSEQUENTLY NO KEY INFORMATION DOCUMENT REQUIRED BY REGULATION (EU) NO
1286/2014 (AS AMENDED, THE "PRIIPS REGULATION") FOR OFFERING OR SELLING THE
OFFERED SECURITIES OR OTHERWISE MAKING THEM AVAILABLE TO RETAIL INVESTORS IN THE
EEA OR IN THE UK HAS BEEN PREPARED AND THEREFORE OFFERING OR SELLING THE OFFERED
SECURITIES OR OTHERWISE MAKING THEM AVAILABLE TO ANY RETAIL INVESTOR IN THE EEA
OR IN THE UK MAY BE UNLAWFUL UNDER THE PRIIPS REGULATION.
THIS PRICING SUPPLEMENT IS NOT A PROSPECTUS FOR PURPOSES OF THE PROSPECTUS
REGULATION. THIS PRICING SUPPLEMENT HAS BEEN PREPARED ON THE BASIS THAT ANY
OFFER OF OFFERED SECURITIES IN THE EEA OR IN THE UK WILL BE MADE ONLY TO A
QUALIFIED INVESTOR. ACCORDINGLY, ANY PERSON MAKING OR INTENDING TO MAKE AN OFFER
IN THE EEA OR IN THE UK OF OFFERED SECURITIES WHICH ARE THE SUBJECT OF THE
OFFERING CONTEMPLATED IN THIS PRICING SUPPLEMENT MAY DO SO ONLY WITH RESPECT TO
QUALIFIED INVESTORS. NEITHER THE TOWER TRUST, NOR ANY INITIAL PURCHASER HAS
AUTHORIZED, NOR DO THEY AUTHORIZE, THE MAKING OF ANY OFFER OF OFFERED SECURITIES
IN THE EEA OR IN THE UK OTHER THAN TO QUALIFIED INVESTORS.
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This Pricing Supplement is qualified in its entirety by reference to, and must
be read
in conjunction with, the