Bond Chili 3.125% ( US168863CA49 ) in USD

Issuer Chili
Market price refresh price now   98.88 %  ▲ 
Country  Chile
ISIN code  US168863CA49 ( in USD )
Interest rate 3.125% per year ( payment 2 times a year)
Maturity 20/01/2026



Prospectus brochure of the bond Chile US168863CA49 en USD 3.125%, maturity 20/01/2026


Minimal amount /
Total amount /
Cusip 168863CA4
Next Coupon 21/07/2025 ( In 20 days )
Detailed description Chile is a long, narrow South American country extending along the Pacific coast, known for its diverse geography, including the Atacama Desert, Andes Mountains, and Patagonia.

Chile's USD-denominated 3.125% bond (ISIN: US168863CA49, CUSIP: 168863CA4) maturing January 20, 2026, is currently trading at 97.7% of par value, with semi-annual coupon payments.









Prospectus Supplement
To Prospectus Dated January 12, 2016

Republic of Chile
US$1,349,122,000 3.125% Notes due 2026
The 3.125% notes due 2026 (which we refer to as the "notes") will mature on January 21, 2026 and will bear interest at a rate of
3.125% per year. Interest on the notes is payable on January 21 and July 21 of each year, commencing on July 21, 2016. The notes are not
redeemable prior to maturity.
The notes will be issued under an indenture and constitute a separate series of debt securities under the indenture. The indenture
contains provisions regarding future modifications to the terms of the notes that differ from those applicable to Chile's outstanding public
external indebtedness issued prior to December 2, 2014. Under these provisions, which are described beginning on page 7 of the
accompanying prospectus dated January 12, 2016, Chile may amend the payment provisions of any series of debt securities (including the
notes) and other reserve matters listed in the indenture with the consent of the holders of: (1) with respect to a single series of debt
securities, more than 75% of the aggregate principal amount of the outstanding debt securities of such series; (2) with respect to two or
more series of debt securities, if certain "uniformly applicable" requirements are met, more than 75% of the aggregate principal amount of
the outstanding debt securities of all series affected by the proposed modification, taken in the aggregate; or (3) with respect to two or more
series of debt securities, more than 662/3% of the aggregate principal amount of the outstanding notes of all series affected by the proposed
modification, taken in the aggregate, and more than 50% of the aggregate principal amount of the outstanding debt securities of each series
affected by the proposed modification, taken individually.
The notes will constitute direct, general, unconditional and unsubordinated external indebtedness of Chile for which the full faith
and credit of Chile is pledged. The notes rank and will rank without any preference among themselves and equally with all other
unsubordinated external indebtedness of Chile. It is understood that this provision will not be construed so as to require Chile to make
payments under the notes ratably with payments being made under any other external indebtedness.
Application has been made to list the notes on the official list of the Luxembourg Stock Exchange and to admit the notes for
trading on the Euro MTF Market.
The underwriters will deliver the notes to purchasers on January 21, 2016.
Neither the Securities and Exchange Commission nor any state securities commission or regulatory body has approved or
disapproved of these securities or determined that this prospectus supplement or the accompanying prospectus is truthful or
complete. Any representation to the contrary is a criminal offense.
This prospectus supplement, together with the accompanying prospectus dated January 12, 2016, shall constitute a prospectus for
the purpose of the Luxembourg law dated July 10, 2005 (as amended) on prospectuses for securities.
ANY OFFER OR SALE OF NOTES IN ANY MEMBER STATE OF THE EUROPEAN ECONOMIC AREA WHICH HAS
IMPLEMENTED DIRECTIVE 2003/71/EC AND AMENDMENTS THERETO INCLUDING DIRECTIVE 2010/73/EU (THE
"PROSPECTUS DIRECTIVE") MUST BE ADDRESSED TO QUALIFIED INVESTORS (AS DEFINED IN THE PROSPECTUS
DIRECTIVE).
Public Offering
Underwriting
Proceeds to Chile

Price(1)
Discount
(before expenses)
Per note ...........................................................................................
97.627%
0.075%
97.552%(1)
Total for the notes ...........................................................................
US$1,317,107,335
US$1,011,842
US$1,316,095,493
(1)
Plus accrued interest, if any, from January 21, 2016.
Joint lead managers and bookrunners
BofA Merrill Lynch
Citigroup
HSBC
Santander
January 12, 2016


We are responsible for the information contained in this prospectus supplement and the accompanying
prospectus and in any related free-writing prospectus we prepare or authorize. We have not authorized anyone to
give you any other information, and we take no responsibility for any other information that others may give you.
TABLE OF CONTENTS

Page
Prospectus Supplement

About this Prospectus Supplement .......................................................................................................................................... S-3
Notice to Prospective Investors in the European Economic Area ........................................................................................... S-3
Notice to Prospective Investors in the United Kingdom .......................................................................................................... S-4
Certain Defined Terms and Conventions ................................................................................................................................. S-5
Summary of the Offering ......................................................................................................................................................... S-6
Use of Proceeds ....................................................................................................................................................................... S-8
Recent Developments .............................................................................................................................................................. S-9
Description of the Notes ........................................................................................................................................................ S-56
Underwriting (Conlicts of Interest) ........................................................................................................................................ S-58
Validity of the Notes .............................................................................................................................................................. S-62
General Information ............................................................................................................................................................... S-63

Prospectus
About this Prospectus .......................................................................................................................................................
1
Forward-Looking Statements ...........................................................................................................................................
1
Data Dissemination ...........................................................................................................................................................
2
Use of Proceeds ................................................................................................................................................................
2
Description of the Securities .............................................................................................................................................
2
Taxation ............................................................................................................................................................................
15
Plan of Distribution ...........................................................................................................................................................
18
Official Statements ...........................................................................................................................................................
19
Validity of the Securities ..................................................................................................................................................
19
Authorized Representative ................................................................................................................................................
20
General Information ..........................................................................................................................................................
20
S-2


ABOUT THIS PROSPECTUS SUPPLEMENT
This prospectus supplement supplements the accompanying prospectus dated January 12, 2016, relating to Chile's
debt securities and warrants. If the information in this prospectus supplement differs from the information contained in the
accompanying prospectus, you should rely on the updated information in this prospectus supplement.
You should read this prospectus supplement along with the accompanying prospectus. Both documents contain
information you should consider when making your investment decision. You should rely only on the information provided
in this prospectus supplement and the accompanying prospectus. Chile has not authorized anyone else to provide you with
different information. Chile and the underwriters are offering to sell the notes and seeking offers to buy the notes only in
jurisdictions where it is lawful to do so. The information contained in this prospectus supplement and the accompanying
prospectus is current only as of their respective dates.
Chile is furnishing this prospectus supplement and the accompanying prospectus solely for use by prospective
investors in connection with their consideration of a purchase of the notes. Chile confirms that:
·
the information contained in this prospectus supplement and the accompanying prospectus is true and correct in
all material respects and is not misleading as of its date;
·
it has not omitted facts, the omission of which makes this prospectus supplement and the accompanying
prospectus as a whole misleading; and
·
it accepts responsibility for the information it has provided in this prospectus supplement and the accompanying
prospectus.
In connection with the offering of the notes, HSBC Securities (USA) Inc., or any person acting for it, may over-allot
the notes or effect transactions with a view to supporting the market price of the notes at a level higher than that which might
otherwise prevail. However, there is no assurance that HSBC Securities (USA) Inc., or any person acting for it, will
undertake any stabilization action. Any stabilization action may begin at any time after the adequate public disclosure of the
final terms of the offer of the notes and, if begun, may be ended at any time, but it must end no later than the earlier of
30 days after the closing date and 60 days after the date of the allotment of the notes. Any stabilization action or
over-allotment must be conducted by the HSBC Securities (USA) Inc., or any person acting for it, in accordance with all
applicable laws and regulations.
NOTICE TO PROSPECTIVE INVESTORS IN THE EUROPEAN ECONOMIC AREA
This prospectus supplement has been prepared on the basis that any offer of notes in any Member State of the
European Economic Area has been made pursuant to an exemption under the Prospectus Directive from the requirement to
publish a prospectus for offers of notes. Accordingly any person making or intending to make an offer in that Member State
of notes which are the subject of the offering contemplated in this prospectus supplement may only do so in circumstances in
which no obligation arises for Chile or any of the underwriters to publish a prospectus pursuant to Article 3 of the Prospectus
Directive in relation to such offer. Neither Chile nor the underwriters have authorized, nor do they authorize, the making of
any offer of notes in circumstances in which an obligation arises for Chile or the underwriters to publish a prospectus for
such offer.
In relation to each Member State of the European Economic Area, with effect from and including the date on which
the Prospectus Directive was implemented in that Member State (the "Relevant Implementation Date"), an offer to the public
of any notes which are the subject of the offering contemplated by this prospectus supplement (the "Securities") may not be
made in that Member State except that an offer to the public in that Member State may be made at any time with effect from
and including the Relevant Implementation Date under the following exemptions under the Prospectus Directive:
A. to any legal entity which is a qualified investor as defined in the Prospectus Directive;
B. to fewer than 150, natural or legal persons (other than qualified investors as defined in the Prospectus
Directive), as permitted under the Prospectus Directive, subject to obtaining the prior consent of the
representative[s]; or
C. in any other circumstances falling within Article 3(2) of the Prospectus Directive,
provided that no such offer of Securities shall require Chile or the underwriters to publish a prospectus pursuant to
Article 3 of the Prospectus Directive or supplement a prospectus pursuant to Article 16 of the Prospectus Directive.
S-3


For the purpose of the above provisions, the expression "an offer to the public" in relation to any notes in any
Member State means the communication in any form and by any means of sufficient information on the terms of the offer
and the notes to be offered so as to enable an investor to decide to purchase or subscribe the notes, as the same may be varied
in the Member State by any measure implementing the Prospectus Directive in the Member State and the expression
"Prospectus Directive" means Directive 2003/71/EC (as amended) and includes any relevant implementing measure in the
Member State.
This EEA selling restriction is in addition to any other selling restrictions set out in this prospectus supplement.
NOTICE TO PROSPECTIVE INVESTORS IN THE UNITED KINGDOM
This document is for distribution only to persons who (i) have professional experience in matters relating to
investments falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005
(as amended, the "Financial Promotion Order"), (ii) are persons falling within Article 49(2)(a) to (d) ("high net worth
companies, unincorporated associations etc") of the Financial Promotion Order, (iii) are outside the United Kingdom, or (iv)
are persons to whom an invitation or inducement to engage in investment activity (within the meaning of section 21 of the
Financial Services and Markets Act 2000 (the "FSMA")) in connection with the issue or sale of any notes may otherwise
lawfully be communicated or caused to be communicated (all such persons together being referred to as "relevant persons").
This document is directed only at relevant persons and must not be acted on or relied on by persons who are not relevant
persons. Any investment or investment activity to which this document relates is available only to relevant persons and will
be engaged in only with relevant persons.
Each underwriter has represented, warranted and agreed that:
A. it has only communicated or caused to be communicated and will only communicate or cause to
be communicated an invitation or inducement to engage in investment activity (within the meaning of Section
21 of the FSMA) received by it in connection with the issue or sale of the Securities in circumstances in which
Section 21(1) of the FSMA does not apply to Chile; and
B. it has complied and will comply with all applicable provisions of the FSMA with respect to
anything done by it in relation to the Securities in, from or otherwise involving the United Kingdom.

S-4


CERTAIN DEFINED TERMS AND CONVENTIONS
Defined Terms
Terms used but not defined in this prospectus supplement have the meanings ascribed to them in the accompanying
prospectus dated January 12, 2016.
Currency of Presentation
Unless otherwise stated, Chile has converted historical amounts into U.S. dollars ("U.S. dollars," "dollars" or
"US$") or pesos ("pesos," "Chilean pesos" or "Ps.") at historical annual average exchange rates. Translations of pesos to
dollars have been made for the convenience of the reader only and should not be construed as a representation that the
amounts in question have been, could have been or could be converted into dollars at any particular rate or at all.
S-5


SUMMARY OF THE OFFERING
This summary highlights information contained elsewhere in this prospectus supplement and the accompanying
prospectus. It is not complete and may not contain all the information that you should consider before investing in the notes.
You should read this prospectus supplement and the accompanying prospectus carefully.
Issuer .................................................. Republic of Chile.


Aggregate Principal Amount ............. US$1,349,122,000.


Issue Price .......................................... 97.627% plus accrued interest, if any, from January 21, 2016.


Maturity Date ..................................... January 21, 2026.


Form of Securities .............................. Chile will issue the notes in the form of one or more registered global securities
without coupons.


Denominations ................................... Chile will issue the notes in denominations of US$200,000 and integral multiples of
US$1,000 in excess thereof.


Interest ............................................... Chile will pay interest semi-annually, on January 21 and July 21 of each year,
commencing on July 21, 2016. The notes will bear interest from January 21, 2016 at
the rate of 3.125% per year.


Redemption ........................................ Chile may not redeem the notes before their maturity date. At the maturity date, Chile
will redeem the notes at par.


Status ................................................. The notes will constitute direct, general, unconditional and unsubordinated external
indebtedness of Chile for which the full faith and credit of Chile is pledged. The notes
rank and will rank without any preference among themselves and equally with all
other unsubordinated external indebtedness of Chile. It is understood that this
provision will not be construed so as to require Chile to make payments under the
notes ratably with payments being made under any other external indebtedness.

Concurrent Offering ........................... On the date of this prospectus supplement, Chile is also offering 1,200,000,000
aggregate principal amount of its 1.750% Notes due 2026 (the "Euro notes") in an
offering registered with the Securities and Exchange Commission ("SEC").
Application has been made to list the Euro notes on the official list of the
Luxembourg Stock Exchange and to admit the Euro notes for trading on the Euro
MTF Market.


Withholding Tax and Additional

Amounts ......................................... Chile will make all payments on the notes without withholding or deducting any taxes
imposed by Chile or any political subdivision thereof or taxing authority therein,
subject to certain specified exceptions. For more information, see "Description of the
Securities--Debt Securities--Additional Amounts" in the accompanying prospectus.


Taxation ............................................. For a general summary of United States federal income tax consequences resulting
from the purchase, ownership and disposition of a note, holders should refer to the
discussion set forth under the heading "Taxation--United States Federal Taxation" in
the accompanying prospectus.


Use of Proceeds ................................. Chile is issuing the notes offered hereby contemporaneously with the offer to
purchase. Chile expects to apply a portion of the proceeds of the notes to pay the
purchase price for old notes that are validly tendered and accepted in the offer to
purchase and the balance for general governmental purposes.


Further Issues ..................................... Chile may from time to time, without the consent of the holders, increase the size of
the issue of the notes, or issue additional debt securities having the same terms and
S-6


conditions as the notes in all respects, except for the issue date, issue price and first
payment on those additional notes or debt securities; provided, however, that any
additional debt securities subsequently issued that are not fungible with the previously
outstanding notes for U.S. federal income tax purposes shall have a separate CUSIP,
ISIN or other identifying number from the previously outstanding notes. Additional
debt securities issued in this manner will be consolidated with and will form a single
series with the previously outstanding notes.


Listing ................................................ Application has been made to list the notes on the official list of the Luxembourg
Stock Exchange and to admit the notes for trading on the Euro MTF Market.


Listing Agent ..................................... The Bank of New York Mellon (Luxembourg) S.A.


Governing Law .................................. New York.


Trustee ............................................... The Bank of New York Mellon.


Paying Agent and Transfer
Agent in Luxembourg .................... The Bank of New York Mellon (Luxembourg) S.A.


Conflict of Interest ............................. Banco Santander, S.A., an affiliate of Santander Investment Securities Inc., may be

receiving 5% or more of the net offering proceeds, not including underwriting

compensation. For this reason, Santander Investment Securities Inc. is deemed to

have a "conflict of interest" under Rule 5121 ("Rule 5121") of the Financial Industry

Regulatory Authority, Inc. Accordingly, this offering is being made in compliance

with the requirements of FINRA Rule 5121. Pursuant to FINRA Rule 5121,

Santander Investment Securities Inc. will not sell to an account holder with a

discretionary account any security with respect to which the conflict exists, unless

Santander Investment Securities Inc. has received specific written approval of the

transaction from the account holder and retains documentation of the approval in its

records.

S-7


USE OF PROCEEDS
The net proceeds to Chile from the sale of the notes will be approximately US$1,315,795,493, after deduction of the
underwriting discount and certain expenses estimated at US$300,000 in the aggregate. Chile is issuing the notes offered
hereby contemporaneously with the offer to purchase. Chile expects to apply a portion of the proceeds of the notes to pay the
purchase price for old notes that are validly tendered and accepted in the offer to purchase and the balance for general
governmental purposes.

S-8



RECENT DEVELOPMENTS
The information contained in this section supplements the information about Chile corresponding to
the headings below that is contained in Exhibit 99.D to Chile's annual report on Form 18-K for the fiscal year
ended December 31, 2014. To the extent the information in this section differs from the information contained
in such annual report, you should rely on the information in this section. Capitalized terms not defined in this
section have the meanings ascribed to them in the annual report.
CERTAIN DEFINED TERMS AND CONVENTIONS
Exchange Rates
For your convenience, Chile has provided translations of certain amounts into U.S. dollars at the rates
specified below unless otherwise indicated.

Exchange Rate(1)
At September 30, 2015 .............................................................
Ps.704.68 per US$
1.00
At October 31, 2015 .................................................................
Ps.690.34 per US$
1.00
At November 30, 2015 .............................................................
Ps.712.63 per US$
1.00
At December 31, 2015..............................................................
Ps.707.34 per US$
1.00
Average for year ended December 31, 2015 ............................
Ps.654.25 per US$
1.00

(1) As reported by the Central Bank in accordance with paragraph 2 of article 44 of its Constitutional Organic Act.
The Central Bank reported the exchange rate for Chile's formal exchange market at Ps.715.84 per US$1.00 as
of January 7, 2016. The Federal Reserve Bank of New York does not report a noon buying rate for Chilean
pesos.
REPUBLIC OF CHILE
Recent Political History
On October 13, 2015, President Bachelet announced her decision to initiate a process intended to
conclude with a constitutional reform and the adoption of a new Constitution by 2018. The process begins with
an initial stage of civic and constitutional education that will conclude in March 2016. After that, a second
stage, referred to as "Citizen's Dialogue" ("Dialogo Ciudadano"), will begin, and is expected to lead to the
announcement of the "Citizens' Foundations for a New Constitution" ("Bases Ciudadanas para la Nueva
Constitución"). These conclusions and proposals are scheduled to be submitted to President Bachelet during the
fourth quarter of 2016. A bill will be submitted to Congress by the end of 2016 to establish the procedures to
amend the current Constitution. A 2/3 majority vote will be required to amend the existing Constitution. The
draft of the new Constitution is expected to be submitted to Congress during the second half of 2017.
President Bachelet has proposed different alternatives for the drafting process of the new Constitution:
(i) a commission comprised of members of both houses of Congress; (ii) a constitutional convention formed by
citizens and members of Congress; (iii) a constitutional assembly; and (iv) a plebiscite for all voters to decide
among the preceding alternatives, with a majority requirement still to be proposed. The mechanism has to be
approved by a 3/5 majority vote in Congress during 2017, after the scheduled presidential and congressional
elections. Lastly, unless the alternative for the drafting of the Constitution was determined by a plebiscite as
previously described, the new Constitution must be ratified by a plebiscite, with a majority requirement still to
be proposed.
International and Regional Relations
On September 24, 2015, the International Court of Justice dismissed the preliminary objection to
jurisdiction raised by Chile and decided it had jurisdiction to entertain the application filed by Bolivia on April
24, 2013 in the matter entitled "Obligation to Negotiate Access to the Pacific Ocean (Bolivia v. Chile)."
Measures Implemented To Deter Terrorism and Money Laundering
In connection with measures to combat the financing of terrorism, on May 28, 2015, an administrative
procedure was implemented to facilitate the preventive freezing of assets by the Financial Analysis Unit,
pursuant to an amendment to the law that created the Financial Analysis Unit, enacted on February 18, 2015,
which purports to strengthen preventive action against money laundering and the financing of terrorism. In
S-9Error! Unknown document property name.



addition, Chile approved Resolution 2,253, issued on December 17, 2015, of the United Nations Security
Council, to which it was a member until December 31, 2015, to strengthen measures against terrorist
organizations.
THE ECONOMY
Gross Domestic Product (2010 to the Present)
For the nine months ended September 30, 2015, GDP increased by 2.2% compared to the same period
in 2014, consumption increased by 2.2% and exports decreased by 1.2%. During that period, aggregate
domestic demand increased by 2.5%, gross fixed capital formation increased by 0.5% and imports decreased by
1.7%, in each case compared to the first nine months of 2014.
Economic Performance Indicators
The following table sets forth certain macroeconomic performance indicators for the fiscal quarters
indicated:
Current
GDP
Domestic
Account
Growth
Demand

(millions of US$)
(in %)
Growth (in %)
2015



First quarter .................................................
529
2.5
1.2
Second quarter .............................................
32
1.9
2.1
Third quarter ................................................
(2,595)
2.2
3.6

Source: Chilean Central Bank.
The following tables present GDP and expenditures measured at current prices and in chained volume
at previous year prices, each for the periods indicated:
GDP and Expenditures
(at current prices for period indicated, in billions of Chilean pesos)
January/September
January/September

2014
2015
GDP .................................................................................
107,769
115,334
Aggregate Domestic Demand ..........................................
105,966
114,892
Gross Fixed Capital Formation ....................................
23,610
25,139
Change in Inventories ..................................................
172
635
Total Consumption .......................................................
82,185
89,118
Private Consumption ................................................
68,890
74,143
Government Consumption ........................................
13,295
14,975
Total Exports ...................................................................
36,759
35,524
Total Imports ...................................................................
34,956
35,082
Net Exports ......................................................................
1,803
442

Source: Chilean Central Bank.
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