<PAGE> 1
Filed pursuant to Rule 424(b) (3).
This pricing supplement relates to Registration
Statement Nos. 333-17913 and 333-63107.
Pricing Supplement No. 124 Dated March 7, 2000
(To Prospectus Dated September 23, 1998 and
Prospectus Supplement Dated September 23, 1998)
PAINE WEBBER GROUP INC.
Multiple Currency
------------------------------------------------------------------
Medium-Term Senior Notes, Series C
------------------------------------------------------------------
Due from Nine Months to 30 Years from Date of Issue
<TABLE>
<S> <C>
Designation: Medium Term Senior Notes, Series C
Original Issue Date: March 13, 2000
Stated Maturity: March 13, 2003
Principal Amount: Yen 9,000,000,000
Specified Currency in which
Denominated: Japanese Yen ("Yen")
Authorized Denomination: Yen 250,000,000 and integral multiples of Yen
250,000,000 in excess thereof
Interest Rate: 1.27%
Day Count: Actual/365 or 366
Regular Record Dates: March 1 and September 1
Interest Payment Dates: Semi-annually on March 13 and September 13
First Payment: September 13, 2000
Paying Agent: The Chase Manhattan Bank
Business Day Jurisdiction: New York, Tokyo
Listing: Not Listed
Issue Price (As a Percentage
of Principal Amount): 100%
Commissions (As a Percentage
of Principal Amount): .35%
Proceeds to Issuer (As a Percentage
</TABLE>
<PAGE> 2
2
<TABLE>
<S> <C>
of Principal Amount): 99.65%
Redemption and Early
Repayment Provision: The Note cannot be redeemed prior to Stated
Maturity except in certain circumstances
related to taxation
Note (s) Represented By: [ ] Global Note
[X] Certificated Note(s)
CUSIP: 69563A LU3
ISIN: US 69563A LU3 3
</TABLE>
ISSUANCE IN JAPANESE YEN
The Japanese yen is the national currency of Japan. Japanese bank
notes are issued by the Bank of Japan, which was established in 1882 and is the
country's central bank and sole bank of issue.
The principal of and interest on the Notes will be payable in Japanese
yen except under the circumstances described under "Foreign Currency
Risks--Payment Currency" in the Prospectus Supplement, in which circumstances
the principal of and interest on the Notes will be payable in U.S. dollars.
Except in such circumstances, holders of Notes will receive payment of the
principal of and interest on such Notes in Japanese yen and will have no right
to elect to receive such payment in U.S. dollars.
EXCHANGE RATE INFORMATION
In recent years, rates of exchange between the U.S. dollar and the
Japanese yen have been highly volatile. The following table sets forth the noon
buying rate for cable transfers in New York City payable in Japanese yen,
expressed in Japanese yen per U.S. dollar as reported by the Federal Reserve
Bank of New York, on the last New York Business Day of the months (and partial
month) indicated. Such rates are provided solely for the convenience of the
reader and should not be construed as a representation that Japanese yen
amounts actually represent such U.S. dollar amounts or that such Japanese yen
amounts could have been, or could be, converted into U.S. dollars at that rate
or at any other rate.
<TABLE>
<CAPTION>
JAPANESE YEN/U.S. $1.00
MONTH-END EXCHANGE RATE
- --------- -------------------------
<S> <C>
1995:
March........................................ 86.85
June......................................... 84.78
September.................................... 99.10
December..................................... 103.28
1996:
March........................................ 107.00
June......................................... 109.48
September.................................... 111.65
December..................................... 115.88
</TABLE>
<PAGE> 3
3
<TABLE>
<S> <C>
1997:
March........................................ 123.72
June......................................... 114.61
September.................................... 120.71
December..................................... 130.45
1998:
March........................................ 133.29
June......................................... 138.29
September.................................... 136.59
December..................................... 113.08
1999:
March........................................ 118.43
June......................................... 120.94
September.................................... 106.82
December..................................... 102.16
2000:
March (as of March 8)........................ 106.89
</TABLE>
The Notes have not been and will not be registered under the
Securities and Exchange Law of Japan (the "Securities and Exchange Law") and
each of PaineWebber International (U.K.) Ltd. and Salomon Brothers
International Limited has agreed that it will not, directly or indirectly,
solicit offers to purchase or, directly or indirectly, offer, sell or deliver
any Notes in Japan or to any resident in Japan except as permitted by the
Securities and Exchange Law and any other applicable laws of Japan.
