Form 424B3 NATIONAL RURAL UTILITIES
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Rule 424 (b)
(3)
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Registration No.:
333-249702
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NATIONAL RURAL UTILITIES COOPERATIVE FINANCE
CORPORATION ("National Rural")
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Member
Capital Securities
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Trade
Date
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August
11, 2022
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Pricing
Supplement No.
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718
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| Pricing Supplement Date |
August
11, 2022
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| Prospectus Supplement Date |
June
17, 2022
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Base Prospectus
Date
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October 28,
2020
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Principal
Amount
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$80,000.00
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Issue
Price
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100%
of Principal Amount
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Original Issue
Date
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August 16,
2022
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Maturity
Date
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August
16,
2052
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Interest
Rate
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5.50%
per annum
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Regular
Record Dates
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Each March
15 and September15
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Interest Payment Dates
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Each
April 1 and October1
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First
Coupon Date
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October 3,
2022
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Product
Ranking
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Subordinate to all existing and future senior
indebtedness of National Rural and all existing subordinated
indebtedness of National Rural that is held by or transferable by
non-members of National Rural. |
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Optional
Redemption
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Redeemable
at the option of National Rural, in whole or in part, at any time
after August 16, 2027 at a redemption price equal to 100% of the
principal amount to be redeemed together with accrued and unpaid
interest, if any, to the redemption date.
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Option to
Extend Interest Payment Period
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National
Rural will have the right to extend the interest payment period to
a period not exceeding 10 consecutive semi-annual interest payment
periods. At the end of a deferral period, National Rural must
pay all interest then accrued and unpaid together with interest
thereon at the same rate as specified for the
securities.
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Restrictions on Transfer
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The
securities can only be sold or transferred to other National Rural
voting members upon the written consent of National
Rural.
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Agents
Commission
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None
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Form
of Note (Book-Entry or
Certificated)
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Certificated
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| Denominations/Multiples |
$25,000/$5,000
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Listing
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None
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Member
Capital Securites may be issued by the Company in an unlimited
aggregate principal amount.
Validity of the Member Capital Securities
In the
opinion of Hogan Lovells US LLP, as counsel to the Company, when
the notes offered by this pricing supplement have been executed and
issued by the Company and authenticated by the trustee pursuant to
the indenture, and delivered against payment as contemplated
herein, such notes will constitute valid and binding obligations of
the Company, subject to the effect of (a) bankruptcy, insolvency,
reorganization, receivership, moratorium and other laws affecting
creditors' rights (including, without limitation, the effect of
statutory and other law regarding fraudulent conveyances,
fraudulent transfers and preferential transfers), and (b) the
exercise of judicial discretion and the application of principles
of equity, good faith, fair dealing, reasonableness,
conscionability and materiality (regardless of whether the
applicable agreements are considered in a proceeding in equity or
at law).
This
opinion is based as to matters of law solely on applicable
provisions of the following, as currently in effect: (i) the
District of Columbia General Cooperative Association Act of 2010
(the "Cooperative Association Act") and (ii) the laws of the State
of New York (but not including any laws, statutes, ordinances,
administrative decisions, rules or regulations of any political
subdivision below the state level). In addition, this opinion is
subject to customary assumptions about the trustee's authorization,
execution and delivery of the indenture and its authentication of
the notes and the validity, binding nature and enforceability of
the indenture with respect to the trustee, all as stated in the
letter of such counsel dated October 30, 2020, which has been filed
as an exhibit to a Current Report on Form 8-K by the Company on
October 30, 2020.
Calculation of Filing Fee Tables
424(b)(3)
(Form
Type)
National Rural Utilities Cooperative Finance
Corporation
(Exact
Name of Registrant as Specified in its Charter)
Table 1: Newly Registered Securities
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Security
Type
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Security
Class Title
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Fee
Calculation or Carry Forward Rule
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Amount
Registered
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Proposed
Maximum Offering Price Per Unit
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Maximum
Aggregate Offering Price
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Fee
Rate
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Amount
of Registration Fee
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Fees to Be Paid
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Debt
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Member Capital
Securities, Series 2022
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457(r)
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$80,000
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100%
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$80,000
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0.0000928
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$7.42
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Total
Offering Amount
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$80,000
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Net Fee
Due
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$7.42
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