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Filing under Securities Act Rules 163/433 of free writing prospectuses


Filed Pursuant to Rule 433
Registration No. 333-193070

Term Sheet dated April 6, 2016

5.750% Subordinated Notes due 2025

Issuer: Ally Financial Inc. (Ally)
Expected Ratings: BB- / BB (S&P/Fitch)
Title of Securities: 5.750% Subordinated Notes due 2025 (the Notes)
Legal Format: SEC Registered
Trade Date: April 6, 2016
Settlement Date: April 11, 2016 (T+3)
Final Maturity Date: November 20, 2025
Aggregate Principal Amount: $300,000,000 of additional 5.750% Subordinated Notes due 2025 (the new notes). The new notes will form a single series with, and will have the same CUSIP number as, the $750,000,000 aggregate principal amount of 5.750% Subordinated Notes due 2025 issued on November 20, 2015. Upon completion of this offering, the aggregate principal amount of outstanding notes will be $1,050,000,000. The new notes will have the same terms as the Notes, other than initial issue price and issue date.
Gross Proceeds: $292,428,000 (excluding accrued interest)
Underwriting Discount: 1.000%

Net Proceeds to Ally before

Estimated Expenses:

Coupon: 5.750%
Issue Price: 97.476%, plus accrued interest from November 20, 2015 equal to $6,756,250.
Benchmark Treasury: 1.625% due February 15, 2026
Benchmark Treasury Yield: 1.753%
Spread to Benchmark Treasury: 434.7 bps
Yield to Maturity: 6.100%
Interest Payment Dates: Semi-annually, in arrears on May 20 and November 20 of each year, until maturity, commencing May 20, 2016. The interest payment to be made with respect to the new notes on May 20, 2016 will include accrued interest from and including November 20, 2015.
Optional Redemption: The Notes may be...