ANNOUNCEMENT REGARDING PARTIAL COVERAGE AND CERTIFICATION OF PAYMENT OF SHARE CAPITAL INCREASE

22 February 2013

NATIONAL BANK OF GREECE S.A.: National Bank of Greece S.A. (the “Bank”) hereby informs investors that the increase in the Bank's share capital by up to €320,710,088 with the issue of up to 320,710,088 new ordinary registered shares of the Bank, at a new nominal value of €1.00 (the “New Shares”), in exchange for 552,948,427 ordinary registered voting shares of Eurobank Ergasias S.A. (“Eurobank”), of a nominal value of €2.22 each (the “Increase”), as decided by the 2nd Repeat General Meeting of Shareholders of the Bank held on 23 November 2012, was partially covered (84.35%) through the contribution in kind of 466,397,790 Eurobank shares (the “Tendered Shares”).

At its meeting of 19 February 2013 the Bank's Board, having ascertained, in line with article 9a of Codified Law 2190/1920, the value of the Tendered Shares to be €408,564,464.04, affirmed, as per article 13a par. 1 of the same Law, partial coverage of the Increase by the amount of €270,510,718 with the issue of 270,510,718 New Shares of a nominal value of €1.00 each and an issue price of €1.5103 each.

Because of the fractional exchange ratio (58/100), fractional balances of New Shares amounting in total to 22,405 New Shares resulted from the Tendered Shares. These fractional balances will be sold, under the Bank's oversight, via the Athens Exchange, and the proceeds thereof will be paid to the respective beneficiary shareholders of Eurobank via their Original Administrator, as provided for in the Offering Circular (10 January 2013) for the Tender Offer. All charges and fees that may arise in the context of the said sale will be borne by the Bank.  

At its meeting of 22 February 2013 the Bank's Board confirmed payment of the Increase, pursuant to partial coverage thereof, and approved the respective account entries, and specifically the crediting of €270,510,718 to the Bank's share capital and  €138,053,746.04 to the share premium account.

Further to the above, the fully paid-up share capital of the Bank amounts to €2,584,101,200, divided into a) 1,226,601,200 ordinary shares, of a nominal value of €1.00 each, b) 25,000,000 non-voting non-cumulative redeemable preference shares, as per article 4.2.xlvii of the Bank's Articles of Association, of a nominal value of €0.30 each, and c) 270,000,000 redeemable preference shares under Law 3723/2008, as per article 4.2.liv  of the Bank's Articles of Association, of a nominal value of €5.00 each.

The date on which the New Shares will be credited to beneficiaries' accounts and trading thereof commence on the Athens Exchange will be announced by the Bank in due course.