Blueprint
Rule
424 (b) (3)
Registration
No. 333-221261
CALCULATION OF REGISTRATION FEE
|
Title of Each Class of Securities Offered
|
Maximum Aggregate
Offering Price
|
Amount of
Registration
Fee(1)(2)
|
|
|
|
|
|
Senior Debt Security
|
$1,000,000.00
|
$124.50
|
(1)
Calculated in accordance with Rule 457 (r) of the Securities Act of
1933.
(2)
The amount in this column has been transmitted to the SEC in
connection with the securities offered by means of this pricing
supplement.
TRADE
DATE: 10/10/2018
PRICING
SUPPLEMENT NO. 7938
DATED October 10, 2018
TO
PROSPECTUS SUPPLEMENT DATED November 3, 2017
AND
BASE PROSPECTUS DATED November 1, 2017
NATIONAL
RURAL UTILITIES COOPERATIVE FINANCE CORPORATION
Medium-Term
Notes, Series D
Due
Nine Months or More from Date of Issue
|
Principal
Amount:
|
$1,000,000.00
|
|
|
|
|
Issue
Price:
|
100% of
Principal Amount
|
|
|
|
|
Original
Issue Date:
|
10/15/2018
|
|
|
|
|
Maturity
Date:
|
10/15/2019
|
|
|
|
|
Interest
Rate:
|
2.82%
per annum
|
|
|
|
|
Regular
Record Dates:
|
Each
January 1 and July 1
|
|
|
|
|
Interest
Payment Dates:
|
Each
January 15 and July 15
|
|
|
|
|
Redemption
Date:
|
None
|
|
|
|
|
Agent’s
Commission:
|
None
|
|
|
|
|
Form of
Note:
|
Certificated
|
|
(Book-Entry
or Certificated)
|
|
|
|
|
|
Other
Terms:
|
None
|
Medium-Term Notes,
Series D may be issued by the Company in an unlimited aggregate
principal amount.
Validity of the Medium-Term
Note
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 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 by 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 Cooperative Association Act, as amended (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 November 3, 2017, which has been filed
as an exhibit to a Current Report on Form 8-K by the Company on
November 3, 2017.