Obligation Brazilia 8.75% ( US105756BF62 ) en USD

Société émettrice Brazilia
Prix sur le marché 100 %  ▼ 
Pays  Bresil
Code ISIN  US105756BF62 ( en USD )
Coupon 8.75% par an ( paiement semestriel )
Echéance 03/02/2025 - Obligation échue



Prospectus brochure de l'obligation Brazil US105756BF62 en USD 8.75%, échue


Montant Minimal 1 000 USD
Montant de l'émission 2 250 000 000 USD
Cusip 105756BF6
Notation Standard & Poor's ( S&P ) NR
Notation Moody's NR
Description détaillée Le Brésil est un pays d'Amérique du Sud, le plus grand et le plus peuplé du continent, possédant une grande diversité biologique et culturelle.

L'Obligation émise par Brazilia ( Bresil ) , en USD, avec le code ISIN US105756BF62, paye un coupon de 8.75% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 03/02/2025

L'Obligation émise par Brazilia ( Bresil ) , en USD, avec le code ISIN US105756BF62, a été notée NR par l'agence de notation Moody's.

L'Obligation émise par Brazilia ( Bresil ) , en USD, avec le code ISIN US105756BF62, a été notée NR par l'agence de notation Standard & Poor's ( S&P ).







Prospectus Supplement
424B5 1 d424b5.htm PROSPECTUS SUPPLEMENT
Table of Contents
PROSPECTUS SUPPLEMENT

Filed Pursuant to Rule 424(b)(5)
(To Prospectus dated January 5, 2005)

Registration Statement No. 333-121603

US$1,250,000,000



Federative Republic of Brazil

8.75% GLOBAL BONDS DUE 2025

Brazil will pay interest on the global bonds on February 4 and August 4 of each year, commencing on August 4,
2005. The global bonds will mature on February 4, 2025.
The global bonds will be designated Collective Action Securities and, as such, will contain provisions regarding
acceleration and future modifications to their terms that differ from those applicable to much of Brazil's
outstanding public external indebtedness. Under these provisions, which are described in the sections entitled
"Description of the Global Bonds--Default; Acceleration of Maturity" and "--Amendments and Waivers" in this
prospectus supplement and "Collective Action Securities" in the accompanying prospectus, Brazil may amend
the payment provisions of the global bonds and certain other terms with the consent of the holders of 75% of the
aggregate principal amount of the outstanding global bonds.
Application has been be made to list the global bonds on the Luxembourg Stock Exchange.
Neither the Securities and Exchange Commission nor any other regulatory body has approved or
disapproved of these securities or passed upon the accuracy or adequacy of this prospectus supplement or
the accompanying prospectus. Any representation to the contrary is a criminal offense.


Per Global Bond
Total



Public offering price(1)

98.610%
US$1,232,625,000
Underwriting discount

0.300%
US$3,750,000
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Proceeds, before expenses, to Brazil
(1)

98.310%
US$1,228,875,000
(1) Plus accrued interest from February 4, 2005, if settlement occurs after that date.
The global bonds will be ready for delivery in book-entry form only through the facilities of The Depository
Trust Company, or DTC, against payment on or about February 4, 2005.

Deutsche Bank
UBS Investment Bank



January 31, 2005
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You should rely only on the information contained in or incorporated by reference in this prospectus
supplement and the accompanying prospectus. Brazil has not authorized anyone else to provide you with
different information. Brazil is not making an offer of these securities in any state where the offer is not
permitted. You should not rely on any other information in making your investment decision.

TABLE OF CONTENTS

Prospectus Supplement

Page


About This Prospectus Supplement

S-2
Forward-Looking Statements

S-4
Summary of the Offering

S-5
Use of Proceeds

S-7
Recent Developments

S-7
Description of the Global Bonds
S-13
Global Clearance and Settlement
S-19
Taxation
S-23
Underwriting
S-27
Validity of the Global Bonds
S-29
Official Statements and Documents
S-29
General Information
S-30
Prospectus
Where You Can Find More Information

2
Data Dissemination

2
Use of Proceeds

2
Debt Securities

3
Collective Action Securities

11
Warrants

13
Governing Law

13
Arbitration and Enforceability

14
Plan of Distribution

15
Validity of the Securities

16
Official Statements

16
Authorized Representative

16
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ABOUT THIS PROSPECTUS SUPPLEMENT
Brazil, having made all reasonable inquiries, confirms that this prospectus supplement and the accompanying
prospectus contain all information with respect to Brazil and the global bonds that is material in the context of the
issue and offering of the global bonds, and that such information is true and accurate in all material respects and
is not misleading, that the opinions and intentions expressed herein are honestly held and that, to the best of
Brazil's knowledge and belief, there are no other facts the omission of which would make any such information
or the expression of any such opinions and intentions materially misleading. Brazil accepts responsibility
accordingly.
Prospective investors should rely on the information provided in this prospectus supplement, the accompanying
prospectus and the documents incorporated by reference in this prospectus supplement and the accompanying
prospectus. No person is authorized to make any representation or give any information not contained in this
prospectus supplement, the accompanying prospectus or the documents incorporated by

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reference in this prospectus supplement and the accompanying prospectus. Any such representation or
information not contained in this prospectus supplement, the accompanying prospectus or the documents
incorporated by reference in this prospectus supplement and the accompanying prospectus must not be relied
upon as having been authorized by Brazil or the underwriters. Please see "General Information--Where You Can
Find More Information" for information on the documents that are incorporated by reference in this prospectus
supplement and the accompanying prospectus.
Brazil is not offering to sell or soliciting offers to buy any securities other than the global bonds offered under
this prospectus supplement, nor is Brazil offering to sell or soliciting offers to buy the global bonds in places
where such offers are not permitted by applicable law. You should not assume that the information in this
prospectus supplement or the accompanying prospectus, or the information Brazil has previously filed with the
Securities and Exchange Commission, or the "SEC", and incorporated by reference in this prospectus supplement
and the accompanying prospectus, is accurate as of any date other than their respective dates. Brazil's economic,
fiscal or political circumstances may have changed since such dates.
The global bonds described in this prospectus supplement are debt securities of Brazil being offered under
registration statement no. 333-121603 filed with the SEC under the U.S. Securities Act of 1933, as amended. The
accompanying prospectus is part of that registration statement. The accompanying prospectus provides you with
a general description of the securities that Brazil may offer, and this prospectus supplement contains specific
information about the terms of this offering and the global bonds. This prospectus supplement also adds, updates
or changes information provided or incorporated by reference in the accompanying prospectus. Consequently,
before you invest, you should read this prospectus supplement together with the accompanying prospectus as
well as the documents incorporated by reference in this prospectus supplement and the accompanying prospectus.
Those documents (such as Brazil's annual report on Form 18-K for 2003, which was filed on June 30, 2004, as
amended from time to time) contain information regarding Brazil, the global bonds and other matters. The
registration statement, any post-effective amendments thereto, the various exhibits thereto, and the documents
incorporated therein by reference, contain additional information about Brazil and the global bonds. All of those
documents may be inspected at the office of the SEC. Our SEC filings are also available to the public from the
SEC's website at http://www.sec.gov. Certain terms used but not defined in this prospectus supplement are
defined in the prospectus.
References to "US$" or "$" in this prospectus supplement are to U.S. dollars; references to "R$" are to Brazilian
reais; and references to "" are to euros.
The distribution of this prospectus supplement and the accompanying prospectus and the offering of the global
bonds in certain jurisdictions may be restricted by law. Persons who receive copies of this prospectus supplement
and the accompanying prospectus should inform themselves about and observe any of those restrictions. See
"Underwriting" in this prospectus supplement.
Brazil is a foreign sovereign state. Consequently, it may be difficult for investors to obtain or realize upon
judgments of courts in the United States against Brazil. For more information, see "Arbitration and
Enforceability" in the accompanying prospectus.
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FORWARD-LOOKING STATEMENTS
Brazil has made forward-looking statements in this prospectus supplement and the accompanying prospectus.
Statements that are not historical facts are forward-looking statements. These statements are based on Brazil's
current plans, estimates, assumptions and projections. Therefore, you should not place undue reliance on them.
Forward-looking statements speak only as of the date they are made, and Brazil undertakes no obligation to
update any of them in light of new information or future events.
Forward-looking statements involve inherent risks. Brazil cautions you that many factors could affect the future
performance of the Brazilian economy. These factors include, but are not limited to:


·
External factors, such as:


· interest rates in financial markets outside Brazil;


· the impact of changes in the credit rating of Brazil;


· the impact of changes in the international prices of commodities;


· economic conditions in Brazil's major export markets; and

· the decisions of international financial institutions regarding the terms of their financial arrangements

with Brazil.


·
Internal factors, such as:


· general economic and business conditions in Brazil;


· present and future exchange rates of the Brazilian currency;


· foreign currency reserves;


· the level of domestic debt;


· domestic inflation;


· the ability of Brazil to effect key economic reforms;


· the level of foreign direct and portfolio investment; and


· the level of Brazilian domestic interest rates.

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SUMMARY OF THE OFFERING
The following summary is qualified in its entirety by, and should be read in conjunction with, the more detailed
information appearing elsewhere in this prospectus supplement and the accompanying prospectus.
Issuer
Federative Republic of Brazil
Title of Security
8.75% Global Bonds due 2025
Aggregate Principal Amount
US$1,250,000,000
Maturity Date
February 4, 2025
Interest Rate
8.75% per annum
Interest Payment Dates
February 4 and August 4 of each year, starting August 4, 2005
Price to Public
98.610% of the principal amount
Form
Brazil will issue the global bonds in the form of one or more book-entry
securities in fully registered form, without coupons. Brazil will not issue
the global bonds in bearer form.
Denominations
Brazil will issue the global bonds in denominations of US$1,000 and
integral multiples of US$1,000.
Payment of Principal and Interest Principal and interest on the global bonds will be payable in U.S. dollars
or other legal tender, coin or currency of the United States of America.
Status
The global bonds will rank equal in right of payment with all of Brazil's
existing and future unsecured and unsubordinated external indebtedness.
Redemption
The global bonds will not be redeemable prior to maturity and are not
entitled to the benefit of any sinking fund.
Negative Pledge
The global bonds will contain certain covenants, including restrictions
on the incurrence of certain liens.
Default
The global bonds will contain events of default, the occurrence of which
may result in the acceleration of Brazil's obligations under the global
bonds prior to maturity upon notice by holders of at least 25% of the
aggregate principal amount of the outstanding global bonds.

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Collective Action Clauses
The global bonds will be designated Collective Action Securities and, as
such, will contain provisions regarding acceleration and voting on
amendments, modifications, changes and waivers that differ from those
applicable to much of Brazil's outstanding public external indebtedness
and described in the accompanying prospectus. The provisions
described in this prospectus supplement will govern the

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global bonds. These provisions are commonly referred to as "collective action
clauses". These provisions are described in the sections entitled "Description of
the Global Bonds--Default; Acceleration of Maturity" and "--Amendments and
Waivers" in this prospectus supplement and "Collective Action Securities" in the
accompanying prospectus.
Listing
Application has been made to list the global bonds on the Luxembourg
Stock Exchange.
Fiscal Agent
The global bonds will be issued pursuant to a fiscal agency agreement,
dated as of November 1, 1996, as amended by Amendment No. 1
thereto, dated as of April 28, 2003, Amendment No. 2 thereto, dated as
of March 30, 2004, and Amendment No. 3 thereto, dated as of June 28,
2004, between Brazil and JPMorgan Chase Bank, N.A., as fiscal agent,
paying agent, transfer agent and registrar.
Taxation
For a discussion of the Brazilian and United States tax consequences
associated with the global bonds, see "Taxation--Brazilian Taxation"
and "--United States Federal Income and Estate Taxation" in this
prospectus supplement and "Debt Securities--Payment of Additional
Amounts" in the accompanying prospectus. Investors should consult
their own tax advisors in determining the foreign, United States federal,
state, local and any other tax consequences to them of the purchase,
ownership and disposition of the global bonds.
Further Issues
From time to time, without the consent of holders of the global bonds,
and subject to the required approvals under Brazilian law, Brazil may
create and issue additional debt securities with the same terms and
conditions as those of the global bonds (or the same except for the
amount of the first interest payment and the issue price), provided that
such additional debt securities do not have, for purposes of U.S. federal
income taxation (regardless of whether any holders of such debt
securities are subject to the U.S. federal tax laws), a greater amount of
original issue discount than the global bonds have as of the date of
issuance of such additional debt securities. See "Description of the
Global Bonds--Further Issues of the Global Bonds" in this prospectus
supplement.

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