Bond Chili 3.24% ( US168863CF36 ) in USD

Chili

96.56 % ▲

Chile

US168863CF36 ( in USD )

3.24% per year ( payment 2 times a year)

05/02/2028

Prospectus brochure of the bond Chile US168863CF36 en USD 3.24%, maturity 05/02/2028

168863CF3

06/08/2025 ( In 36 days )

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.

The Bond issued by Chili ( Chile ) , in USD, with the ISIN code US168863CF36, pays a coupon of 3.24% per year.
The coupons are paid 2 times per year and the Bond maturity is 05/02/2028

Prospectus Supplement
To Prospectus Dated January 25, 2018
Republic of Chile
US$2,000,000,000 3.240% Notes due 2028
The 3.240% notes due 2028 (which we refer to as the "notes") will mature on February 6, 2028 and will bear interest at a rate of
3.240% per year. Interest on the notes is payable on February 6 and August 6 of each year, commencing on August 6, 2018. Chile may
redeem the notes, in whole or in part, on or after November 6, 2027, at par plus accrued interest as described in the section entitled
"Description of the Notes--Optional Redemption" in this prospectus supplement.
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 25, 2018, 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 was 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 expect to deliver the notes to purchasers on or about February 6, 2018.
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 25, 2018, 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).
The underwriters are offering the notes subject to various conditions. The underwriters expect to deliver the notes to purchasers
on or about February 6, 2018, through the book-entry facilities of The Depository Trust Company, or DTC, and its direct or indirect
participants including Euroclear S.A./N.V., or Euroclear, and Clearstream Banking, société anonyme, or Clearstream.
Public Offering
Underwriting
Proceeds to Chile
Price(1)
Discount
(before expenses)
Per note...........................................................................................
99.941%
0.060%
99.881%(1)
Total for the notes...........................................................................
US$1,998,820,000
US$1,200,000
US$1,997,620,000
(1)
Plus accrued interest, if any, from February 6, 2018.
Joint lead managers and bookrunners
BofA Merrill Lynch
Citigroup
Goldman Sachs &
J.P. Morgan
Co. LLC
January 29, 2018

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
Prospectus Supplement
Page
About this Prospectus Supplement .......................................................................................................................................... S-1
Certain Defined Terms and Conventions................................................................................................................................. S-3
Summary of the Offering......................................................................................................................................................... S-4
Use of Proceeds ....................................................................................................................................................................... S-6
Recent Developments .............................................................................................................................................................. S-7
Description of the Notes ........................................................................................................................................................ S-52
Taxation................................................................................................................................................................................. S-54
Underwriting (Conflicts of Interest) ...................................................................................................................................... S-55
Validity of the Notes.............................................................................................................................................................. S-59
General Information............................................................................................................................................................... S-60
Prospectus
Page
About this Prospectus .................................................................................................................Error! Bookmark not defined.
Forward-Looking Statements .....................................................................................................Error! Bookmark not defined.
Data Dissemination.....................................................................................................................Error! Bookmark not defined.
Use of Proceeds ..........................................................................................................................Error! Bookmark not defined.
Description of the Securities.......................................................................................................Error! Bookmark not defined.
Taxation......................................................................................................................................Error! Bookmark not defined.
Plan of Distribution.....................................................................................................................Error! Bookmark not defined.
Official Statements .....................................................................................................................Error! Bookmark not defined.
Validity of the Securities ............................................................................................................Error! Bookmark not defined.
Authorized Representative..........................................................................................................Error! Bookmark not defined.
General Information....................................................................................................................Error! Bookmark not defined.

ABOUT THIS PROSPECTUS SUPPLEMENT
This prospectus supplement supplements the accompanying prospectus dated January 25, 2018, 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, Citigroup Global Markets 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 Citigroup Global Markets 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 Citigroup Global Markets 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 ("EEA") will be made pursuant to an exemption under the Directive 2003/71/EC, as amended
("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. The Notes are not intended to be offered, sold or otherwise made
available to and should not be offered, sold or otherwise made available to any retail investor in the EEA.
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 prospectus supplement 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 prospectus supplement 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 prospectus supplement relates is available only to
relevant persons and will be engaged in only with relevant persons.
S-1

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-2

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 25, 2018.
Currency of Presentation
Unless otherwise stated, Chile has converted amounts relating to a period into U.S. dollars ("U.S. dollars," "dollars"
or "US$") or Chilean pesos ("pesos," "Chilean pesos" or "Ps.") using the average exchange rate for that period. For amounts
at period end, Chilean pesos are translated into U.S. dollar amounts using the exchange rate at the period end. 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-3

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$2,000,000,000.
Issue Price......................................... 99.941% plus accrued interest, if any, from February 6, 2018.
Maturity Date................................... February 6, 2028.
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 February 6 and August 6 of each year,
commencing on August 6, 2018. The notes will bear interest from February 6, 2018 at
the rate of 3.240% per year.
Optional Redemption ...................... The notes will be subject to redemption at the option of Chile, on terms described
under "Description of the Notes--Optional Redemption" in this prospectus
supplement.
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.
Euro Offering................................... On January 25, 2018, the Republic of Chile also offered 830,000,000 principal
amount of its 1.440% Notes due 2029 (the "euro-denominated notes") in an offering
registered with the Securities and Exchange Commission ("SEC"). Application has
been made to list the euro-denominated notes on the official list of the Luxembourg
Stock Exchange and to admit the euro-denominated 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
this prospectus supplement and the accompanying prospectus.
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
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, for U.S. federal income tax
purposes, are not issued pursuant to a "qualified reopening" of the notes, are not
treated as part of the same "issue" as the notes, or have greater than a de minimis
S-4

amount of original issue discount 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.
Use of Proceeds ................................ Chile is issuing the notes offered hereby contemporaneously with the offer to
purchase dated January 29, 2018. 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.
Listing ............................................... Application was 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 SA/NV, Luxembourg Branch.
Governing Law................................. State of New York.
Trustee .............................................. The Bank of New York Mellon.
Paying Agent and Transfer
Agent in Luxembourg.................. The Bank of New York Mellon SA/NV, Luxembourg Branch.
S-5

USE OF PROCEEDS
The net proceeds to Chile from the sale of the notes will be approximately US$ 1,997,576,000, after deduction of the
underwriting discount and certain expenses estimated at US$244,000 in the aggregate, a portion of which will be reimbursed
by the underwriters. Chil is issuing the notes offered hereby contemporaneously with an offer to purchase dated January 29,
2018 (the "offer to purchase"). Chile expects to apply a portion of the proceeds of the notes to pay the purchase price for old
notes of Chile that are validly tendered and accepted in the offer to purchase, and the balance for general governmental
purposes.
S-6

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, 2016, as amended. 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 exchange
rates set forth in the following table, unless otherwise indicated.
Exchange Rate(1)
At January 31, 2017 .................................................................
Ps.648.87 per US$1.00
At February 28, 2017 ...............................................................
Ps.645.19 per US$1.00
At March 31, 2017 ...................................................................
Ps.662.66 per US$1.00
At April 28, 2017 .....................................................................
Ps.664.28 per US$1.00
At May 30, 2017 ......................................................................
Ps.675.31 per US$1.00
At June 30, 2017 ......................................................................
Ps.663.21 per US$1.00
At July 31, 2017.......................................................................
Ps.651.58 per US$1.00
At August 31, 2017 ..................................................................
Ps.628.36 per US$1.00
At September 29, 2017.............................................................
Ps.636.85 per US$1.00
At October 31, 2017.................................................................
Ps.636.49 per US$1.00
At November 30, 2017.............................................................
Ps.642.41 per US$1.00
At December 29, 2017 .............................................................
Ps.615.22 per US$1.00
Average for the year ended December 31, 2017......................
Ps.649.33 per US$1.00
(1)
As reported by the Chilean Central Bank in accordance with paragraph 2 of article 44 of its Constitutional
Organic Act.
The Chilean Central Bank reported the exchange rate for Chile's formal exchange market at Ps.607.25 per
US$1.00 as of January 10, 2018. The Federal Reserve Bank of New York does not report a noon buying rate for
Chilean pesos.
S-7

REPUBLIC OF CHILE
Political Parties
Presidential and Congressional Elections
On November 19, 2017, Presidential elections were held in Chile. Among the several candidates, Sebastián
Piñera, a center-right candidate and former President obtained approximately 36.6% of the votes and Alejandro
Guillier, the candidate from the incumbent government coalition and current Senator, obtained approximately 22.7%
of the votes. As no candidate obtained the absolute majority required to secure the presidency, a runoff election took
place on December 17, 2017 between Mr. Piñera and Mr. Guillier, in which Mr. Piñera obtained approximately
54.6% of the votes. Mr. Piñera will take office on March 11, 2018, succeeding current president Michelle Bachelet.
The following tables detail the results of the presidential and congressional elections held in 2017:
2017 Presidential Election Vote
(%)
1st round
Runoff
Center-Left(1)......................................
22.7
45.4
Center-Right(2) ...................................
36.6
54.6
Left(3) .................................................
20.3
--
Right(4) ...............................................
7.9
--
Others.................................................
12.5
--
(1)
"Center-Left" is an alliance of parties that changed its name from "Concertación" to "Nueva Mayoría" in
2013. For the 2017 presidential election, it included the following political parties: Partido Radical
Socialdemócrata, Partido por la Democracia, Partido Socialista, Partido Comunista, Izquierda Ciudadana and
Movimiento Amplio Social. The candidate representing the Center-Left alliance in the 2017 elections was Mr.
Alejandro Guillier.
(2)
"Center-Right" parties created a coalition called "Chile Vamos" in 2015. For the 2017 presidential
election, Chile Vamos included the following political parties: Unión Demócrata Independiente, Renovación
Nacional, Evolución Política and Partido Regionalista Independiente. The candidate representing the Center-Right
alliance in the 2017 elections was Mr. Sebastián Piñera.
(3)
Ms. Sánchez's candidacy was supported by Partido Humanista, Partido Igualdad, Partido Liberal de
Chile, Poder and Revolución Democrática.
(4)
Mr José Antonio Kast ran as an independent presidential candidate, formerly a member of Unión
Demócrata Independiente.
(5)
"Others" corresponds to candidates Ms. Carolina Goic, Mr. Marco Enríquez-Ominami, Mr. Eduardo Artés
and Mr. Alejandro Navarro.
Congressional Elections (Senate)
(number of senators)
2017
Revolución Democrática (Left) ..................................
1
Partido por la Democracia (Left) ..............................
4
Partido Demócrata Cristiano (Center) ......................
3
Evolución Política (Center-Right)..............................
2
Renovación Nacional (Center-Right) ........................
6
Unión Demócrata Independiente (Right) ...................
4
Partido Socialista (Left)............................................
3
S-8

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