SEC Info - Royal Bank of Canada - ‘424B2’ on 4/18/14

SUMMARY

The information in this “Summary” section is qualified by the more detailed information set forth in this pricing supplement, the product prospectus supplement, the prospectus supplement, and the prospectus.

General:	This pricing supplement relates to an offering of Reverse Convertible Notes (“RevCons” or the “Notes”) linked to the worst performing of two equity securities, (each a “Reference Stock,” and collectively, the “Reference Stocks”). The Notes have a term of nine (9) months.

Issuer:	Royal Bank of Canada (“Royal Bank”)

Issue:	Senior Medium-Term Notes, Series F

Pricing Date:	April 16, 2014

Issue Date:	April 30, 2014

Denominations:	Minimum denomination of $1,000, and integral multiples of $1,000 thereafter.

Designated Currency:	U.S. Dollars

Coupon Rate:	9.00% per annum.

Coupon Payment:	Each coupon will be paid in equal quarterly payments. (30/360)

Coupon Payment Dates:	July 31, 2014, October 31, 2014, and the Maturity Date.

Issuer Call Option:	The Notes may be called at our option on the Issuer Call Date.

Payment if Called:	If the Notes are called, then, on the Call Settlement Date, for each $1,000 principal amount, you will receive $1,000 plus any accrued and unpaid interest to but excluding the Call Settlement Date.

Issuer Call Date:	October 16, 2014.

Call Settlement Date:	Five business days following the Issuer Call Date.

Valuation Date:	January 16, 2015

Maturity Date:	January 30, 2015, unless subject to the Issuer Call Option.

Reference Stocks:	Facebook, Inc. (“FB”) and Microsoft Corporation (“MSFT”).

Worst Performing Reference Stock:	The Reference Stock which has the lowest Percentage Change. “Percentage Change” means, expressed as a percentage, an amount equal to: Final Stock Price - Initial Stock Price Initial Stock Price

Term:	As set forth on the cover page.

Initial Stock Prices:	As set forth on the cover page.

Barrier Prices:	As set forth on the cover page.

Final Stock Prices:	The closing price of each Reference Stock on the Valuation Date.

RBC Capital Markets, LLC


		Callable Reverse Convertible Notes due January 30, 2015 Linked to the Worst Performing of Two Equity Securities

Payment at Maturity (if held to maturity):	For each $1,000 principal amount, $1,000 plus any accrued and unpaid interest at maturity, unless the price of any Reference Stock at any time during any trading day during the Monitoring Period is less than its respective Barrier Price and the price of the Worst Performing Reference Stock is less than its Initial Stock Price. If the trading price for any Reference Stock is less than its Barrier Price on any trading day during the Monitoring Period, and the price of the Worst Performing Reference Stock is less than its Initial Stock Price, then the investor will receive at maturity, instead of the principal amount, in addition to accrued and unpaid interest, the number of shares of the Worst Performing Reference Stock equal to the Physical Delivery Amount, or at our election, the cash value of those shares. Investors could lose some or all of their investment at maturity if there has been a decline in the trading price of any Reference Stock. Investors in the Notes could lose some or all of their investment at maturity if there has been a decline in the trading price of any Reference Stock.

Monitoring Period:	From and excluding the Pricing Date to and including the Valuation Date.

Monitoring Method:	Intra-day Monitoring.

Physical Delivery Amount:	For each $1,000 in principal amount of the Notes, a number of shares of the Worst Performing Reference Stock equal to the principal amount divided by its Initial Stock Price, subject to adjustment as described in the product prospectus supplement. If this number is not a round number, then the number of shares of the Worst Performing Reference Stock to be delivered will be rounded down and the fractional part shall be paid in cash.

Cash Delivery Amount:	The product of the Physical Delivery Amount multiplied by the Final Stock Price of the Worst Performing Reference Stock.

Calculation Agent:	RBC Capital Markets, LLC

Secondary Market:	RBC Capital Markets, LLC (or one of its affiliates), though not obligated to do so, plans to maintain a secondary market in the Notes after the Issuance Date. The amount that an investor may receive upon sale of the Notes prior to maturity may be less than the principal amount of those Notes.

Listing:	None

Settlement:	DTC global notes

Terms Incorporated in the Master Note:	All of the terms appearing above the item captioned “Secondary Market” on the cover page and on pages P2 and P3 of this pricing supplement and the terms appearing under the caption “General Terms of the Notes” in the product prospectus supplement.

RBC Capital Markets, LLC


		Callable Reverse Convertible Notes due January 30, 2015 Linked to the Worst Performing of Two Equity Securities

ADDITIONAL TERMS OF YOUR NOTES

You should read this pricing supplement together with the prospectus dated July 23, 2013, as supplemented by the prospectus supplement dated July 23, 2013 and the product prospectus supplement dated July 26, 2013, relating to our Senior Global Medium-Term Notes, Series F, of which these Notes are a part. Capitalized terms used but not defined in this pricing supplement will have the meanings given to them in the product prospectus supplement. In the event of any conflict, this pricing supplement will control. The Notes vary from the terms described in the product prospectus supplement in several important ways. You should read this pricing supplement carefully.

This pricing supplement, together with the documents listed below, contains the terms of the Notes and supersedes all prior or contemporaneous oral statements as well as any other written materials including preliminary or indicative pricing terms, correspondence, trade ideas, structures for implementation, sample structures, brochures or other educational materials of ours. You should carefully consider, among other things, the matters set forth in “Risk Factors” in the prospectus supplement dated July 23, 2013 and “Additional Risk Factors Specific to the Notes” in the product prospectus supplement dated July 26, 2013, as the Notes involve risks not associated with conventional debt securities. We urge you to consult your investment, legal, tax, accounting and other advisors before you invest in the Notes. You may access these documents on the SEC website at www.sec.gov as follows (or if that address has changed, by reviewing our filings for the relevant date on the SEC website):

Prospectus dated July 23, 2013:

http://www.sec.gov/Archives/edgar/data/1000275/000121465913004043/f722130424b3.htm

Prospectus Supplement dated July 23, 2013:

http://www.sec.gov/Archives/edgar/data/1000275/000121465913004045/j716130424b3.htm

Product Prospectus Supplement dated July 26, 2013:

http://www.sec.gov/Archives/edgar/data/1000275/000121465913004119/f725136424b5.htm

Our Central Index Key, or CIK, on the SEC Website is 1000275. As used in this pricing supplement, the “Company,” “we,” “us,” or “our” refers to Royal Bank of Canada.

RBC Capital Markets, LLC


		Callable Reverse Convertible Notes due January 30, 2015 Linked to the Worst Performing of Two Equity Securities

HYPOTHETICAL EXAMPLES OF AMOUNTS PAYABLE AT MATURITY

The examples set forth below are provided for illustration purposes only. The assumptions in each of the examples are purely hypothetical and do not relate to the actual performance of any Reference Stock. The hypothetical terms do not purport to be representative of every possible scenario concerning increases or decreases in the price of each Reference Stock on the Valuation Date relative to its price on the Pricing Date. We cannot predict the actual performance of each Reference Stock.

The table below illustrates the Payment at Maturity of the notes (excluding the final Coupon Payment) for a hypothetical range of performance for the Worst Performing Reference Stock assuming an Initial Stock Price of $100.00, a Barrier Price of $55.00 and an initial investment of $1,000, and assuming the notes are not called and that the price of one or more of the Reference Stocks has fallen below its applicable Barrier Price during the Monitoring Period. Hypothetical Final Stock Prices are shown in the first column on the left. For this purpose, we have assumed that there will be no anti-dilution adjustments to the Final Stock Price and no market disruption events. The second column shows the Payment at Maturity for a range of Final Stock Prices on the Valuation Date. The third column shows the Physical Delivery Amount as a number of shares of the Worst Performing Reference Stock. The fourth column shows the Cash Delivery Amount, should we elect to deliver the Cash Delivery Amount instead of the Physical Delivery Amount. If the notes are redeemed prior to maturity, the hypothetical examples below will not be relevant, and you will receive on the applicable Call Settlement Date, for each $1,000 principal amount, $1,000 plus any accrued and unpaid interest to but excluding the Call Settlement Date. If the price of none of the Reference Stocks falls below the Barrier Price during the Monitoring Period, the hypothetical examples below will not be relevant, and you will receive at maturity for each $1,000 principal amount, $1,000 plus the final Coupon Payment.

We make no representation or warranty as to which of the Reference Stocks will be the Worst Performing Reference Stock for purposes of calculating the payment, if any, we will deliver or pay on the Maturity Date.

Hypothetical Final Stock Price of the Worst Performing Reference Stock	Payment at Maturity as Percentage of Principal Amount	Physical Delivery Amount as Number of Shares of the Worst Performing Reference Stock	Cash Delivery Amount
$125.00	100.00%*	n/a*	n/a*
$100.00	100.00%*	n/a*	n/a*
$80.00	100.00%*	n/a*	n/a*
$70.00	100.00%*	n/a*	n/a*
$55.00	100.00%*	n/a*	n/a*
$54.90	Physical or Cash Delivery Amount	10.00	$549.00
$40.00	Physical or Cash Delivery Amount	10.00	$400.00
$25.00	Physical or Cash Delivery Amount	10.00	$250.00
$0.00	Physical or Cash Delivery Amount	10.00	$0.00

*Although the price of one or more of the Reference Stocks has fallen below its Barrier Price during the Monitoring Period, the investor will receive at maturity the Principal Amount plus the Coupon Payment.

RBC Capital Markets, LLC


		Callable Reverse Convertible Notes due January 30, 2015 Linked to the Worst Performing of Two Equity Securities

Hypothetical Examples of Amounts Payable at Maturity

The following hypothetical examples illustrate how the total returns set forth in the table above are calculated.

Example 1: The price of the Worst Performing Reference Stock increases by 25% from the Initial Stock Price of $100.00 to the Final Stock Price of $125.00. Because the Final Stock Price of the Worst Performing Reference Stock is greater than its Initial Stock Price of $100.00, the investor receives at maturity, in addition to any accrued and unpaid coupon on the securities, a cash payment of only $1,000.00 per security, despite the 25% appreciation in the value of the Worst Performing Reference Stock.

Example 2: The price of the Worst Performing Reference Stock decreases by 30% from the Initial Stock Price of $100.00 to the Final Stock Price of $70.00, but none of the Reference Stocks falls below their respective Barrier Prices during the Monitoring Period. Although the Final Stock Price of the Worst Performing Reference Stock is less than its Initial Stock Price, none of the Reference Stocks falls below its Barrier Price on a trading day during the Monitoring Period. The investor receives at maturity, in addition to any accrued and unpaid coupon on the securities, a cash payment of $1,000.00 per security, despite the 30% decline in the value of such Worst Performing Reference Stock.

Example 3: The price of the Worst Performing Reference Stock decreases by 30% from the Initial Stock Price of $100.00 to the Final Stock Price of $70.00, and one or more of the Reference Stocks falls below its Barrier Price during the Monitoring Period. The Final Stock Price of the Worst Performing Reference Stock is less than its Initial Stock Price, and the price of one or more of the Reference Stocks fell below its Barrier Price on a trading day during the Monitoring Period. The investor receives at maturity the Physical Delivery Amount (or at our option, the Cash Delivery Amount), in addition to any accrued and unpaid coupon on the securities. The value of the Physical Delivery Amount (or Cash Delivery Amount, if applicable) that the investor receives is $700 per $1,000 in principal amount of the notes, representing a 30% loss of your principal amount. This $700 payment, together with the $67.50 of interest payable per $1,000 in principal amount of the Notes over their term, results in the loss of 23.25% of a $1,000 investment.

* * *

The Payments at Maturity shown above are entirely hypothetical; they are based on market prices for the Reference Stocks that may not be achieved on the Valuation Date and on assumptions that may prove to be erroneous. The actual market value of your Notes on the Maturity Date or at any other time, including any time you may wish to sell your Notes, may bear little relation to the hypothetical Payments at Maturity shown above, and those amounts should not be viewed as an indication of the financial return on an investment in the Notes or on an investment in any Reference Stock. Please read “Additional Risk Factors Specific to Your Notes” and “Hypothetical Returns on Your Notes” in the accompanying product prospectus supplement.

Payments on your Notes are economically equivalent to the amounts that would be paid on a combination of other instruments. For example, payments on your Notes are economically equivalent to the amounts that would be paid on a combination of an interest-bearing bond purchased, and an option sold, by the investor (with an implicit option premium paid over time to the investor). The discussion in this paragraph does not modify or affect the terms of the offered Notes or the United States or Canadian income tax treatment of the offered Notes as described under “Supplemental Discussion of Canadian Tax Consequences” and “Supplemental Discussion of U.S. Federal Income Tax Consequences” in the accompanying product prospectus supplement.

RBC Capital Markets, LLC


		Callable Reverse Convertible Notes due January 30, 2015 Linked to the Worst Performing of Two Equity Securities

SELECTED RISK CONSIDERATIONS

An investment in the Notes involves significant risks. Investing in the Notes is not equivalent to investing directly in the Reference Stocks. These risks are explained in more detail in the section “Additional Risk Factors Specific to Your Notes” in the product prospectus supplement. In addition to the risks described in the prospectus supplement and the product prospectus supplement, you should consider the following:

Principal at Risk — Investors in the Notes could lose some or a substantial value of their principal amount if there is a decline in the trading price of any Reference Stock between the Pricing Date and the Valuation Date. The rate of interest payable on the Notes, which will be payable for less than one year, may not be sufficient to compensate for any such loss.

Notes Are Linked to the Worst Performing Reference Stock — If any of the Reference Stocks has a Final Stock Price that is less than its Barrier Price, your return will be linked to the worst performing of the two Reference Stocks. It is possible that each of the Reference Stocks will have a negative Percentage Change.

The Notes Are Subject to Early Redemption — The Notes may be called at our discretion on the Issuer Call Date. If the Notes are called, then, on the Call Settlement Date, for each $1,000 in principal amount, you will receive $1,000 plus any accrued and unpaid interest to but excluding the Call Settlement Date. You will not receive any interest payments after the Call Settlement Date. You may be unable to reinvest your proceeds from the call in an investment with a return that is as high as the return on the Notes would have been if they had not been called.

Market Disruption Events and Adjustments — The payment at maturity and the Valuation Date are subject to adjustment as described in the product prospectus supplement. For a description of what constitutes a market disruption event as well as the consequences of that market disruption event, see “General Terms of the Notes—Consequences of Market Disruption Events” in the product prospectus supplement.

The Initial Estimated Value of the Notes Is Less than the Price to the Public - The initial estimated value set forth on the cover page of this pricing supplement does not represent a minimum price at which we, RBCCM or any of our affiliates would be willing to purchase the Notes in any secondary market (if any exists) at any time. If you attempt to sell the Notes prior to maturity, their market value may be lower than the price you paid for them and the initial estimated value. This is due to, among other things, changes in the price of the Reference Stocks, the borrowing rate we pay to issue securities of this kind, and the inclusion in the price to the public of the referral fee described below and the estimated costs relating to our hedging of the Notes. These factors, together with various credit, market and economic factors over the term of the Notes, are expected to reduce the price at which you may be able to sell the Notes in any secondary market and will affect the value of the Notes in complex and unpredictable ways. Assuming no change in market conditions or any other relevant factors, the price, if any, at which you may be able to sell your Notes prior to maturity may be less than your original purchase price, as any such sale price would not be expected to include the referral fee and the hedging costs relating to the Notes. In addition to bid-ask spreads, the value of the Notes determined for any secondary market price is expected to be based on the secondary rate rather than the internal funding rate used to price the Notes and determine the initial estimated value. As a result, the secondary price will be less than if the internal funding rate was used. The Notes are not designed to be short-term trading instruments. Accordingly, you should be able and willing to hold your Notes to maturity.

RBC Capital Markets, LLC


		Callable Reverse Convertible Notes due January 30, 2015 Linked to the Worst Performing of Two Equity Securities

The Initial Estimated Value of the Notes on the Cover Page of this Pricing Supplement Is an Estimate Only, Calculated as of the Time the Terms of the Notes Were Set - The initial estimated value of the Notes is based on the value of our obligation to make the payments on the Notes, together with the mid-market value of the derivative embedded in the terms of the Notes. See “Structuring the Notes” below. Our estimate is based on a variety of assumptions, including our credit spreads, expectations as to dividends, interest rates and volatility, and the expected term of the Notes. These assumptions are based on certain forecasts about future events, which may prove to be incorrect. Other entities may value the Notes or similar securities at a price that is significantly different than we do.

The value of the Notes at any time after the Pricing Date will vary based on many factors, including changes in market conditions, and cannot be predicted with accuracy. As a result, the actual value you would receive if you sold the Notes in any secondary market, if any, should be expected to differ materially from the initial estimated value of your notes.

RBC Capital Markets, LLC


		Callable Reverse Convertible Notes due January 30, 2015 Linked to the Worst Performing of Two Equity Securities

U.S. FEDERAL TAX INFORMATION

RevCon 78010UWX1: 0.43% of each stated interest payment (9.00% in total) will be treated as an interest payment and 8.57% of each stated interest payment will be treated as payment for the Put Option for U.S. federal income tax purposes.

Please see the discussion (including the opinion of our counsel Morrison & Foerster LLP) in the product prospectus supplement dated July 25, 2013 under “Supplemental Discussion of U.S. Federal Income Tax Consequences,” which applies to your Notes, and is supplemented by the following disclosure:

Dividend Equivalent: Under proposed U.S. Treasury Department regulations, withholding due to any payment being treated as a “dividend equivalent” (as discussed on page PS-28 of the product prospectus supplement) will begin no earlier than January 1, 2016. In addition, the U.S. Treasury Department and Internal Revenue Service have announced that they intend to limit this withholding to equity-linked instruments issued on or after the date that is 90 days after the date of publication in the U.S. Federal Register of final regulations addressing dividend equivalent withholding.

RBC Capital Markets, LLC


		Callable Reverse Convertible Notes due January 30, 2015 Linked to the Worst Performing of Two Equity Securities

INFORMATION REGARDING THE REFERENCE STOCKS

Each Reference Stock is registered under the Securities Exchange Act of 1934 (the “Exchange Act”). Companies with securities registered under that Act are required to file periodically certain financial and other information specified by the Securities and Exchange Commission (the “SEC”). Information provided to or filed with the SEC can be inspected and copied at the public reference facilities maintained by the SEC or through the SEC’s website at www.sec.gov. In addition, information regarding each Reference Stock may be obtained from other sources including, but not limited to, press releases, newspaper articles and other publicly disseminated documents.

The following information regarding each issuer of the Reference Stocks is derived from publicly available information.

We have not independently verified the accuracy or completeness of reports filed by each issuer with the SEC, information published by it on its respective website or in any other format, information about it obtained from any other source or the information provided below.

Facebook, Inc. operates a social networking website. The company's website allows people to communicate with their family, friends, and coworkers. The company develops technologies that facilitate the sharing of information, photographs, website links, and videos. Its Class A common stock trades on the Nasdaq Global Select Market under the symbol “FB.”

Information filed with the SEC under the Exchange Act can be located by referencing its CIK number: 0001326801

Microsoft Corporation develops, manufactures, licenses, sells, and supports software products. The company offers operating system software, server application software, business and consumer applications software, software development tools, and Internet and intranet software. The company also develops video game consoles and digital music entertainment devices. Its common stock trades on the Nasdaq Global Select Market under the symbol “MSFT.”

Information filed with the SEC under the Exchange Act can be located by referencing its CIK number: 0000789019

RBC Capital Markets, LLC

P10


		Callable Reverse Convertible Notes due January 30, 2015 Linked to the Worst Performing of Two Equity Securities

HISTORICAL INFORMATION

The following graphs set forth the recent historical performances of each Reference Stock. In addition, below each graph is a table setting forth the intra-day high, intra-day low and period-end closing prices of each Reference Stock. The information provided in each table is for the four calendar quarters of 2011, 2012 and 2013, the first calendar quarter of 2014 and for the period from April 1, 2014 to April 16, 2014.

We obtained the information regarding the historical performance of each Reference Stock in the charts below from Bloomberg Financial Markets.

We have not independently verified the accuracy or completeness of the information obtained from Bloomberg Financial Markets. The historical performance of each Reference Stock should not be taken as an indication of future performance, and no assurance can be given as to the market prices of each Reference Stock on the Valuation Date. We cannot give you assurance that the performance of each Reference Stock will not result in the loss of all or part of your investment.

RBC Capital Markets, LLC

P11


		Callable Reverse Convertible Notes due January 30, 2015 Linked to the Worst Performing of Two Equity Securities

Period-Start Date	Period-End Date	High Intra-Day Price of the Reference Stock in ($)	Low Intra-Day Price of the Reference Stock in ($)	Period-End Closing Price of the Reference Stock in ($)
1/1/2011	3/31/2011	N/A	N/A	N/A
4/1/2011	6/30/2011	N/A	N/A	N/A
7/1/2011	9/30/2011	N/A	N/A	N/A
10/1/2011	12/30/2011	N/A	N/A	N/A

1/1/2012	3/30/2012	N/A	N/A	N/A
4/1/2012	6/29/2012	43.00	25.52	31.12
7/1/2012	9/28/2012	32.88	17.55	21.65
10/1/2012	12/31/2012	28.87	18.80	26.63

1/1/2013	3/28/2013	32.50	24.73	25.58
4/1/2013	6/28/2013	29.07	22.67	24.86
7/1/2013	9/30/2013	51.59	24.15	50.24
10/1/2013	12/31/2013	58.57	43.56	54.66

1/1/2014	3/31/2014	72.58	51.85	60.24
4/1/2014	4/16/2014	63.90	55.44	59.72

PAST PERFORMANCE IS NOT INDICATIVE OF FUTURE RESULTS.

RBC Capital Markets, LLC

P12


		Callable Reverse Convertible Notes due January 30, 2015 Linked to the Worst Performing of Two Equity Securities

Period-Start Date	Period-End Date	High Intra-Day Price of the Reference Stock in ($)	Low Intra-Day Price of the Reference Stock in ($)	Period-End Closing Price of the Reference Stock in ($)
1/1/2011	3/31/2011	29.46	24.69	25.36
4/1/2011	6/30/2011	26.87	23.65	26.00
7/1/2011	9/30/2011	28.15	23.79	24.89
10/1/2011	12/30/2011	27.50	24.26	25.96

1/1/2012	3/30/2012	32.95	26.39	32.25
4/1/2012	6/29/2012	32.89	28.33	30.59
7/1/2012	9/28/2012	31.60	28.54	29.78
10/1/2012	12/31/2012	30.25	26.26	26.73

1/1/2013	3/28/2013	28.66	26.28	28.61
4/1/2013	6/28/2013	35.73	28.12	34.53
7/1/2013	9/30/2013	36.42	30.95	33.31
10/1/2013	12/31/2013	38.98	32.81	37.43

1/1/2014	3/31/2014	41.50	34.63	40.99
4/1/2014	4/16/2014	41.66	38.90	40.40

PAST PERFORMANCE IS NOT INDICATIVE OF FUTURE RESULTS.

RBC Capital Markets, LLC

P13


		Callable Reverse Convertible Notes due January 30, 2015 Linked to the Worst Performing of Two Equity Securities

SUPPLEMENTAL PLAN OF DISTRIBUTION (CONFLICTS OF INTEREST)

We expect that delivery of the Notes will be made against payment for the Notes April 30, 2014, which is the tenth (10th) business day following the Pricing Date (this settlement cycle being referred to as “T+10”). For additional information as to the relationship between us and RBC Capital Markets, LLC, please see the section “Plan of Distribution—Conflicts of Interest” in the prospectus dated July 23, 2013.

Under Rule 15c6-1 of the Securities Exchange Act of 1934, trades in the secondary market generally are required to settle in three business days, unless the parties to any such trade expressly agree otherwise. Accordingly, purchasers who wish to trade the notes more than three business days prior to the original Issue Date will be required to specify alternative settlement arrangements to prevent a failed settlement.

We will pay a referral fee to an agent for the investors in the Notes that is equal to 2.10% of the principal amount of the Notes.

STRUCTURING THE NOTES

The Notes are our debt securities, the return on which is linked to the performance of the Reference Stocks. As is the case for all of our debt securities, including our structured notes, the economic terms of the Notes reflect our actual or perceived creditworthiness at the time of pricing. In addition, because structured notes result in increased operational, funding and liability management costs to us, we typically borrow the funds under these Notes at a rate that is more favorable to us than the rate that we might pay for a conventional fixed or floating rate debt security of comparable maturity. Using this relatively lower implied borrowing rate rather than the secondary market rate, is a factor that reduced the initial estimated value of the Notes at the time their terms were set. Unlike the estimated value included in this pricing supplement, any value of the Notes determined for purposes of a secondary market transaction may be based on a different funding rate, which may result in a lower value for the Notes than if our initial internal funding rate were used.

In order to satisfy our payment obligations under the Notes, we may choose to enter into certain hedging arrangements (which may include call options, put options or other derivatives) on the issue date with RBCCM or one of our other subsidiaries. The terms of these hedging arrangements take into account a number of factors, including our creditworthiness, interest rate movements, the volatility of the Reference Stocks, and the tenor of the Notes. The economic terms of the Notes and their initial estimated value depend in part on the terms of these hedging arrangements.

The lower implied borrowing rate is a factor that reduces the economic terms of the Notes to you. The initial offering price of the Notes also reflects the referral fee and our estimated hedging costs. These factors result in the initial estimated value for the Notes on the Pricing Date being less than their public offering price. See “Selected Risk Considerations—The Initial Estimated Value of the Notes Is Less than the Price to the Public” above.

RBC Capital Markets, LLC

P14


		Callable Reverse Convertible Notes due January 30, 2015 Linked to the Worst Performing of Two Equity Securities

VALIDITY OF THE NOTES

In the opinion of Norton Rose Fulbright Canada LLP, the issue and sale of the Notes has been duly authorized by all necessary corporate action of the Bank in conformity with the Indenture, and when the Notes have been duly executed, authenticated and issued in accordance with the Indenture, the Notes will be validly issued and, to the extent validity of the Notes is a matter governed by the laws of the Province of Ontario or Québec, or the laws of Canada applicable therein, and will be valid obligations of the Bank, subject to applicable bankruptcy, insolvency and other laws of general application affecting creditors’ rights, equitable principles, and subject to limitations as to the currency in which judgments in Canada may be rendered, as prescribed by the Currency Act (Canada). This opinion is given as of the date hereof and is limited to the laws of the Provinces of Ontario and Quebec and the federal laws of Canada applicable thereto. In addition, this opinion is subject to customary assumptions about the Trustee’s authorization, execution and delivery of the Indenture and the genuineness of signatures and certain factual matters, all as stated in the letter of such counsel dated July 24, 2013, which has been filed as Exhibit 5.1 to Royal Bank’s Form 6-K filed with the SEC on July 24, 2013.

In the opinion of Morrison & Foerster LLP, when the Notes have been duly completed in accordance with the Indenture and issued and sold as contemplated by the prospectus supplement and the prospectus, the Notes will be valid, binding and enforceable obligations of Royal Bank, entitled to the benefits of the Indenture, subject to applicable bankruptcy, insolvency and similar laws affecting creditors’ rights generally, concepts of reasonableness and equitable principles of general applicability (including, without limitation, concepts of good faith, fair dealing and the lack of bad faith). This opinion is given as of the date hereof and is limited to the laws of the State of New York. This opinion is subject to customary assumptions about the Trustee’s authorization, execution and delivery of the Indenture and the genuineness of signatures and to such counsel’s reliance on the Bank and other sources as to certain factual matters, all as stated in the legal opinion dated July 24, 2013, which has been filed as Exhibit 5.2 to the Bank’s Form 6-K dated July 24, 2013.

RBC Capital Markets, LLC

Term of Notes		Cusip		Coupon Rate		Price to Public		Agent’s Commission		Proceeds to Royal Bank of Canada
9 months		78010UWX1		9.00% per annum		$2,580,000 100%		$0 %0		$2,580,000 100%

This ‘424B2’ Filing	Date	Other Filings

	1/1/16
	1/30/15
	1/16/15
	10/31/14	10-D, 424B2, FWP
	10/16/14
	7/31/14	10-D, 424B2, FWP
	4/30/14	10-D, 424B2, FWP
Filed on:	4/18/14
	4/16/14	424B2
	4/1/14	424B2, FWP
	7/26/13	424B2, 424B5
	7/25/13	424B2, 424B5
	7/24/13	6-K, FWP
	7/23/13	424B2, 424B3, 6-K, F-3/A
		List all Filings

Royal Bank of Canada – ‘424B2’ on 4/18/14

On: Friday, 4/18/14, at 4:23pm ET · Accession #: 1214659-14-2887 · File #: 333-189888

Previous ‘424B2’: ‘424B2’ on 4/17/14 · Next: ‘424B2’ on 4/21/14 · Latest: ‘424B2’ on 4/26/24

Prospectus — Rule 424(b)(2)
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Dates Referenced Herein and Documents Incorporated by Reference


	RBC Capital Markets®	Filed Pursuant to Rule 424(b)(2) Registration Statement No. 333-189888


Final Pricing Supplement Dated April 16, 2014 to the Product Prospectus Supplement Dated July 26, 2013, Prospectus Supplement Dated July 23, 2013, and Prospectus, Dated July 23, 2013		$2,580,000 Callable Reverse Convertible Notes Linked to the Worst Performing of Two Equity Securities

Issuer:	Royal Bank of Canada	Listing:	None
Pricing Date:	April 16, 2014	Principal Amount:	$1,000 per RevCons
Issue Date:	April 30, 2014	Coupon Payments:	Each coupon will be paid in equal quarterly payments (30/360), unless the Notes are previously called

Reference Stocks	Initial Stock Prices	Barrier Prices
Facebook, Inc. (“FB”)	59.72	32.85 (55% of the Initial Stock Price, rounded to two decimal places)

Microsoft Corporation (“MSFT”)	40.40	22.22 (55% of the Initial Stock Price, rounded to two decimal places)

Final Stock Price:	The closing price of each Reference Stock on the Valuation Date.
Issuer Call Option:	We may call the Notes at our option on the Issuer Call Date. The Call Price will be 100% of the principal amount, plus any accrued and unpaid interest to but excluding the Call Settlement Date.
Payment at Maturity (if held to maturity):	For each $1,000 principal amount, $1,000 plus any accrued and unpaid interest at maturity, unless the price of any Reference Stock at any time during any trading day during the Monitoring Period is less than its respective Barrier Price and the price of the Worst Performing Reference Stock is less than its Initial Stock Price.
	If the trading price for any Reference Stock is less than its Barrier Price on any trading day during the Monitoring Period, and the price of the Worst Performing Reference Stock is less than its Initial Stock Price, then the investor will receive at maturity, instead of the principal amount, in addition to accrued and unpaid interest, the number of shares of the Worst Performing Reference Stock equal to the Physical Delivery Amount, or at our election, the cash value of those shares.
	Investors could lose some or all of their investment at maturity if there has been a decline in the trading price of any Reference Stock.
Monitoring Period:	From and excluding the Pricing Date to and including the Valuation Date
Physical Delivery Amount:	For each $1,000 principal amount, a number of shares of the Worst Performing Reference Stock equal to the principal amount divided by its Initial Stock Price, subject to adjustment as described in the product prospectus supplement.

Royal Bank of Canada – ‘424B2’ on 4/18/14

On: Friday, 4/18/14, at 4:23pm ET · Accession #: 1214659-14-2887 · File #: 333-189888

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Prospectus — Rule 424(b)(2)Filing Table of Contents

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Prospectus — Rule 424(b)(2)
Filing Table of Contents