Structured Product Red Herrings: Rule 433 and Rule 424(b) -

Red herrings for most offerings of structured products registered with the Securities and Exchange Commission (the “SEC”) under the Securities Act of 1933, as amended (the “Securities Act”), are usually prepared and filed in one of two ways:

..Preliminary pricing supplements (“PPSs”), which are filed with the SEC under Rule 424(b) under the Securities Act; or

..“Free writing prospectuses,” which are filed with the SEC under Rule 433.

This article explains the difference between these two, and describes some of the reasons why market practice varies as to their use.