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XS0527527369 ( en USD )

27/07/2015 - Obligation échue

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50 000 000 USD

La Banque internationale pour la reconstruction et le développement (IBRD), membre du Groupe de la Banque mondiale, fournit des prêts et des services consultatifs aux pays à revenu intermédiaire et à revenu faible pour soutenir leur développement économique.

L'Obligation émise par IBRD-Global ( Etats-unis ) , en USD, avec le code ISIN XS0527527369, paye un coupon de 0% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 27/07/2015

INTERNATIONAL BANK FOR RECONSTRUCTION AND
DEVELOPMENT

Global Debt Issuance Facility

No. 3889

USD 50,000,000 Notes linked to UYU/USD FX & to the S&P 500®
Risk Control 10% Excess Return Index due July 27, 2015

JPMorgan

The date of these Final Terms is July 22, 2010
1

EXECUTIVE SUMMARY
The following is an executive summary of the provisions of the Notes only and is qualified in its entirety by
reference to the more detailed information contained elsewhere in the Final Terms and Prospectus. Capitalized
terms used in this summary have the meanings set forth elsewhere in the Final Terms.
Issuer:
International Bank for Reconstruction and Development
Securities:
USD 50,000,000 Notes linked to UYU/USD FX and to the S&P 500® Risk
Control 10% Excess Return Index (the "Notes"). Issued under the Issuer's
Global Debt Issuance Facility.
Credit Rating:
The Notes are expected to be rated AAA by Standard and Poor's, a division of
the McGraw-Hill Companies, Inc., upon issuance.
Aggregate Nominal Amount:
USD 50,000,000
Issue Price:
100%
Denomination:
USD 100,000 and integral multiples of USD 10,000 in excess thereof
Issue Date:
July 27, 2010
Trade Date:
July 13, 2010
Maturity Date:
July 27, 2015
Interest Basis:
Zero Coupon
Business Day:
New York and Montevideo subject to postponement in accordance with the
provisions set forth in Terms 18 and 19.
Calculation Amount:
USD 10,000
Participation Rate:
163%
Final Redemption Amount:
Subject to the occurrence of a Mandatory Early Redemption, the Final
Redemption Amount per Calculation Amount on the Maturity Date is an
amount in USD equal to the UYU Linked Principal and the Supplemental
Payment Amount, as further set forth under Term 17 "Final Redemption
Amount of each Note (Condition 6)".
UYU Linked Principal:
An amount in USD equal to the UYU Amount divided by the UYU Rate.
Supplemental Payment Amount:
An amount in USD equal to the greater of (i) the product of the Calculation
Amount, the Underlying Index Return and the Participation Rate, and (ii) zero.
Mandatory Early Redemption
Certain events as further set forth under Term 22 "Mandatory Early
Amount:
Redemption" will cause the Notes to be redeemed early as of the Mandatory
Early Redemption Date at the Mandatory Early Redemption Amount.
A Mandatory Redemption Event includes a Bankruptcy in respect of
JPMorgan, a termination of the Associated Swap Transaction or an Index
Cancellation, as notified by the Calculation Agent to the Issuer, the Global
Agent and the Noteholders.
UYU Rate:
The UYU/USD fixing rate, expressed as the amount of UYU per one USD as
determined on the UYU Valuation Date.
UYU Amount:
UYU 1,047,500,000 (equivalent to USD 50,000,000 at the UYU rate of 20.95)
2

Underlying Index Return:
The performance of the Underlying Index from the Initial Index Level to the
Final Index Level expressed as a percentage and calculated as follows:
(Final Index Level - Initial Index Level) / Initial Index Level
Underlying Index:
The S&P 500® Risk Control 10% Excess Return Index (Bloomberg Ticker
Symbol: SPXT10UE).
UYU Valuation Date:
The date that falls ten (10) Business Days prior to the Maturity Date, subject to
postponement in accordance with the provision set forth under Term 18 "UYU
Related Disruption Events and Fallbacks".
Initial Index Level:
95.885 (namely, the Underlying Index's Closing Level on the Initial Valuation
Date).
Final Index Level:
Underlying Index's Closing Level observed on the Final Valuation Date as
determined by the Calculation Agent.
Final Valuation Date:
Ten (10) Business Days prior to the Maturity Date, subject to postponement
pursuant to the provisions set forth under Term 19 "Index Related Market
Disruption Events".
Adjustment to Underlying Index:
The Underlying Index is subject to adjustment or substitution by the
Calculation Agent in certain circumstances provided under the provisions set
forth under Term 19 "Index Related Market Disruption Events", including (but
not limited to) if the Index Sponsor discontinues publication of the Underlying
Index.
Market Disruption Events:
Certain events that prevent the Calculation Agent from calculating the
Underlying Index closing level on the Final Valuation Date and from
calculating the Underlying Index Return. The Calculation Agent will determine
whether or not one has occurred.
A Market Disruption Event includes a trading or exchange disruption for
component securities of the Underlying Index on its principal trading
exchange, a trading or exchange disruption on a related exchange in respect of
futures or options relating to the Underlying Index that the Calculation Agent
determines is material, and an unexpected closure of the principal trading
exchange or a related exchange prior to the scheduled closing time, all as more
fully described elsewhere herein.
Dealer:
J.P. Morgan Securities Ltd..
Calculation Agent:
JPMorgan Chase Bank, N.A.
Clearing Systems:
Euroclear/Clearstream
Rank:
The Notes constitute direct, unsecured obligations of the Issuer ranking pari
passu, without any preference among themselves, with all their other
obligations that are unsecured and unsubordinated. The Notes are not
obligations of any government.
Applicable law:
English law.
Risk factors:
Noteholders should consider carefully the factors set out under "Risk Factors"
in the Final Terms and the Prospectus before reaching a decision to buy the
Notes.

3

Final Terms dated July 22, 2010
International Bank for Reconstruction and Development
Issue of USD 50,000,000 Notes
linked to UYU/USD FX & to the S&P 500® Risk Control 10% Excess Return Index
due 27 July 2015
under the Global Debt Issuance Facility
Terms used herein shall be deemed to be defined as such for the purposes of the terms and
conditions (the "Conditions") set forth in the Prospectus dated May 28, 2008. This document constitutes
the Final Terms of the Notes described herein and must be read in conjunction with such Prospectus.
Certain additional investment considerations are set forth in the Schedule and Annex hereto.
SUMMARY OF THE NOTES
1. Issuer:
International Bank for Reconstruction and Development
("IBRD")
2. (i) Series Number:
3889
(ii) Tranche Number:
1
3. Specified Currency or Currencies
United States Dollars ("USD").
(Condition 1(d)):
4. Aggregate Nominal Amount:

(i) Series:
USD 50,000,000
(ii) Tranche:
USD 50,000,000
5. Issue Price:
100 per cent. of the Aggregate Nominal Amount
6.

(i) Specified Denominations
USD 100,000 and integral multiples of USD 10,000 in excess thereof
(Condition 1(b)):
(ii) Calculation Amount
USD 10,000
(Condition 5(j)):
7. Issue Date:
July 27, 2010
8. Maturity Date (Condition 6(a)):
July 27, 2015 unless postponed pursuant to Term 18 or Term 19;
subject to Mandatory Early Redemption as specified in Term 22
9. Interest Basis (Condition 5):
Zero Coupon (further particulars specified below)
10. Redemption/Payment Basis
Currency-linked Redemption and Index-linked Redemption as set out
(Condition 6):
in Term 17
11. Change of Interest or
Not Applicable
Redemption/Payment Basis:
12. Call/Put Options (Condition 6):
Not Applicable
13. Status of the Notes (Condition 3):
Unsecured and unsubordinated
14. Listing:
Luxemburg Stock Exchange
15. Method of distribution:
Non-syndicated
PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE
16. Zero Coupon Note Provisions
Applicable for the purpose of Condition 5(c) only provided that the
(Condition 5(c)):
Early Redemption Amount of the Notes shall be calculated as set out
in Term 23
(i) Amortization Yield
Solely for purposes of calculating the Rate of Interest for any overdue
4

(Condition 6(c)(ii)):
principal under Condition 5(c), the Amortization Yield shall equal
7.5% per cent per annum.

(ii) Day Count Fraction
Solely for purposes of calculating the Rate of Interest for any overdue
(Condition 5(l)):
principal under Condition 5(c), the Day Count Fraction shall be

30/360.
(iii) Any other formula/basis of
Not Applicable
determining amount payable:

PROVISIONS RELATING TO REDEMPTION
17. Final Redemption Amount of each The Final Redemption Amount per Calculation Amount payable on
Note (Condition 6):
the Maturity Date shall be an amount in USD calculated by the
Calculation Agent in accordance with the following:

UYU Linked Principal + Supplemental Payment Amount

Whereby
"UYU Linked Principal" means an amount in USD equal to the
UYU Amount divided by the UYU Rate for the relevant UYU
Valuation Date;
"Supplemental Payment Amount" means an amount in USD equal
to the greater of (i) the product of the Calculation Amount, the
Underlying Index Return and the Participation Rate, and, (ii) zero;
and
"UYU" means Uruguayan Peso.

18. UYU Related Disruption Events
In the event of the occurrence of an Unscheduled Holiday or a
and Fallbacks:
Disruption Event on a day which but for such occurrence would have
been the UYU Valuation Date, the Calculation Agent shall apply each
of the following paragraphs (each a "Disruption Fallback") for the
determination of the UYU Rate, in the order set forth below, until the
UYU Rate can be determined in accordance with this Term 18.
(1) Valuation Postponement: the UYU Rate will be determined on
the first Business Day that is not an Unscheduled Holiday, or on
the Business Day first following the day on which the Disruption
Event ceases to exist, as applicable, unless the UYU Valuation
Date has not occurred on or before the 30th consecutive day after
the Scheduled UYU Valuation Date (any such period being a
"Deferral Period"). In such event, the UYU Rate will be
determined in accordance with the next applicable Disruption
Fallback on the next day after the Deferral Period that would
have been a Business Day but for the Unscheduled Holiday, or
on the next day after the Deferral Period that is a Business Day
in the event of a continuing Disruption Event (the "Postponed
UYU Valuation Date").
(2) Fallback Reference Price: the UYU Rate will be determined by
the Calculation Agent on the relevant Postponed UYU Valuation
Date pursuant to the Dealer Poll. If the UYU Rate cannot be
determined pursuant to the Dealer Poll then the UYU Rate will
be determined in accordance with the next applicable Disruption
Fallback.
(3) Calculation Agent Determination: the UYU Rate (or a method
for determining the UYU Rate) will be determined by the
5

Calculation Agent on the Postponed UYU Valuation Date in its
sole and absolute discretion.

In the event the Scheduled UYU Valuation Date becomes subject to a
Disruption Fallback as set forth above, then the Maturity Date shall
be postponed by one Business Day for each day that the Scheduled
UYU Valuation Date is postponed as set forth above.
For the avoidance of doubt, no additional amounts shall be payable by
IBRD in the event that the Maturity Date is postponed in accordance
with this Term 18.
The Calculation Agent shall notify the Issuer as soon as reasonably
practicable that the UYU Rate is to be so determined.
19. Index Related Market Disruption If the Final Valuation Date occurs on a day that is not a Trading Day
Event:
or on which the Calculation Agent has determined that a Market
Disruption Event (as defined below in Term 21) has occurred or is
continuing, then the Final Valuation Date will be postponed until the
next succeeding Trading Day on which the Calculation Agent
determines that a Market Disruption Event does not occur or is not
continuing; provided that in no event will the Final Valuation Date be
postponed by more than five Business Days.
In the event the Final Valuation Date occurs on a day which is not a
Trading Day or on which a Market Disruption Event is determined to
have occurred and is continuing then the Maturity Date shall be
postponed by one Business Day for each day that the Final Valuation
Date is postponed as set forth above.
For the avoidance of doubt, no additional amounts shall be payable by
IBRD in the event that the Maturity Date is postponed in accordance
with this Term 19.
If one of the following events occur (Successor Index, Index
Cancellation or Index Modification) then the consequence specified
in respect of each such event shall apply:
(i) Successor Index:
If the Index Sponsor discontinues publication of the Underlying Index
but is calculated and announced by a successor sponsor acceptable to
the Calculation Agent (in its sole and absolute discretion) or the Index
Sponsor or another entity publishes a successor or substitute index
that the Calculation Agent determines, in its sole and absolute
discretion, to be comparable to the Underlying Index then in each
case, that index (the "Successor Index") will be deemed to be the
Underlying Index and the Calculation Agent will substitute the
Successor Index as calculated by the Index Sponsor or any other
entity for the Underlying Index.
(ii) Index Cancellation:
If the Index Sponsor discontinues publication of the Index and:

the Calculation Agent (in its sole and absolute discretion) does
not select a Successor Index as set forth in paragraph (i) above, or

the Successor Index is no longer published,
the Calculation Agent will (but without prejudice to the occurrence
and the consequences of the occurrence of a Mandatory Early
Redemption Event pursuant to Term 22) for the purpose of calculating
the Early Redemption Amount compute a substitute level for the
Underlying Index in accordance with the procedures last used to
6

calculate the level of the Underlying Index before any discontinuation
but using only those securities that comprised the Underlying Index
prior to such discontinuation.
If, in accordance with the previous paragraphs (i) and (ii), a Successor
Index is selected or the Calculation Agent calculates a level as a
substitute for the Underlying Index, the Successor Index or level will
be used as a substitute for the Underlying Index for all purposes after
such selection or substitution, including for purposes of determining
whether a Market Disruption Event exists, even if the Index Sponsor
elects to begin republishing the original Underlying Index, unless the
Calculation Agent in its sole and absolute discretion decides to use
the republished Underlying Index.
(iii) Index Modification:
If at any time the method of calculating the level of the Underlying
Index or the level of the Successor Index, changes in any material
respect (other than a modification prescribed in that formula or
method to maintain such Underlying Index or Successor Index in the
event of changes in constituent stock and capitalization and other
routine events), or if the Underlying Index or Successor Index is in
any other way modified so that the Underlying Index or Successor
Index does not, in the opinion of the Calculation Agent (in its sole and
absolute discretion), fairly represent the level of the relevant Index
had those changes or modifications not been made, then, from and
after that time, the Calculation Agent will make any adjustments as,
in the sole and absolute discretion of the Calculation Agent, may be
necessary in order to arrive at a calculation of a level of a stock index
comparable to the Underlying Index or such Successor Index, as the
case may be, as if those changes or modifications had not been made,
and calculate the Closing Level with reference to the Underlying
Index or such Successor Index, as so adjusted. Accordingly, if the
method of calculating the Underlying Index or a Successor Index is
modified and has a dilutive or concentrative effect on the level of
such index (including, but not limited to, a share or stock split), then
the Calculation Agent will adjust such index in order to arrive at a
level of such index as if it had not been modified, (including, but not
limited to, as if a share or stock split had not occurred).
20. Additional Definitions - General:
"Business Day" means a day on which commercial banks and foreign
exchange markets settle payments and are open for general business
(including dealings in foreign exchange and foreign currency
deposits) in New York and Montevideo.

"Calculation Agent" means JPMorgan Chase Bank, N.A.
("JPMorgan"). For the avoidance of doubt, the Calculation Agent
shall make determinations in respect of the Notes in good faith.

"Dealer Poll" means that the UYU Rate in respect of a certain date
will be the UYU/USD exchange rate for USD, expressed as the
amount of UYU per one USD, for settlement on the same day, as
determined by the Calculation Agent on the basis of quotations
provided by Reference Dealers on such date. The Calculation Agent
will request each Reference Dealer to provide a firm quotation of the
specified rate as of 4:00 p.m., Montevideo time. If four (4) quotations
are provided, the UYU Rate for such UYU Valuation Date will be the
arithmetic mean of the specified rates without regard to the specified
7

rates having the highest and lowest value. For this purpose, if more
than one quotation has the same highest and lowest value, then the
specified rate of only one of such quotations shall be disregarded. If
two (2) or three (3) quotations are provided, the UYU Rate for such
date will be the arithmetic mean of the specified rates provided. If
fewer than two (2) quotations are provided, it will be deemed that the
UYU Rate for such date cannot be determined pursuant to the Dealer
Poll.

"Deferral Period" has the meaning as set forth in Term 18 above.

"Disruption Event" means in the sole and absolute determination of
the Calculation Agent any action, event or circumstance whatsoever
which from a legal or practical perspective makes it impossible for
the Calculation Agent to obtain the UYU Rate on a UYU Valuation
Date.

"Montevideo Business Day" means a day on which commercial
banks and foreign exchange markets settle payments and are open for
general business (including dealings in foreign exchange and foreign
currency deposits) in Montevideo.

"Participation Rate" means 163%.

"Postponed UYU Valuation Date" has the meaning as set forth in
Term 18 above.

"Reference Dealers" means the Montevideo office of each of HSBC,
Citibank, Banco Itau and Banco Santander. In the event that any of
the Reference Dealers shall cease to operate in Uruguay, such
Reference Dealer shall be substituted by the Calculation Agent
(acting in its sole and absolute discretion) for purposes of completing
the Dealer Poll.

"Supplemental Payment Amount" has the meaning set forth in
Term 17.

"Underlying Index Return" means the performance of the
Underlying Index from the Initial Index Level to the Final Index
Level expressed as a percentage and calculated as follows:
(Final Index Level Initial Index Level) / Initial Index Level.

"Underlying Index" has the meaning set forth in Term 21 below.

"Unscheduled Holiday" means a day that is not a Business Day and
the market was not aware of such fact (by means of a public
announcement or by reference to other publicly available
information) until a time later than 9:00 a.m. Montevideo time two
Montevideo Business Days prior to the Scheduled UYU Valuation
Date.

"UYU Amount" means UYU 1,047,500,000. (equivalent to USD
8

50,000,000 at the UYU rate of 20.95)

"UYU Linked Principal" has the meaning set forth in Term 17.

"UYU Valuation Date" means, in respect of the Maturity Date, the
date (the "Scheduled UYU Valuation Date") that is ten (10)
Business Days prior to such date, provided however, that, in the event
of an Unscheduled Holiday or there has occurred or is subsisting on
such date a Disruption Event, the UYU Valuation Date shall be
determined by the Calculation Agent in accordance with the provision
set forth under Term 18 "UYU Related Disruption Events and
Fallbacks".

"UYU Rate" means the UYU/USD fixing rate, expressed as the
amount of UYU per one USD, for settlement on the same day
reported by the Uruguayan Central Bank as published at Bloomberg
page URINUSCA <Crncy> on the relevant UYU Valuation Date (or
such other page as may replace that page for the purpose of
displaying such exchange rate). If the Bloomberg page URINUSCA
no longer reports such rate or is no longer available and has not been
replaced by any other page or service, the Calculation Agent shall be
entitled to obtain such rate as reported by the Uruguayan Central
Bank from any other screen or information source that it deems
appropriate in its sole and absolute discretion. If the UYU Rate
cannot be obtained in the manner referenced in the prior paragraphs in
respect of the relevant UYU Valuation Date because of a Disruption
Event, then the UYU Rate in respect of the relevant UYU Valuation
Date shall be determined by the Calculation Agent in accordance with
the provisions set forth above under Term 18 "UYU Related
Disruption Events and Fallbacks."

21. Additional Definitions with regard "Closing Level" on any Trading Day will equal the official closing
to the Underlying Index:
level of the Underlying Index or any Successor Index published by
the Index Sponsor at the regular weekday close of trading on that
Trading Day.

"Early Closure" means the closure on any Exchange Business Day
of any Exchange relating to securities that comprise 20 percent or
more of the level of the Underlying Index or any Related Exchange
prior to its normal Scheduled Closing Time unless such earlier closing
time is announced by such Exchange or Related Exchange at least
one hour prior to the earlier of (i) the actual closing time for the
regular trading session on such Exchange or Related Exchange on
such Exchange Business Day and (ii) the submission deadline for
orders to be entered into the relevant exchange system for execution
at the close of trading on such Exchange Business Day.

"Exchange" means the primary organized exchange or quotation
system for trading any securities included in the Underlying Index
and any successor to any such exchange or quotation system or any
substitute exchange or quotation system to which trading in any
securities underlying the Underlying Index has temporarily relocated
(provided that the Calculation Agent has determined that there is
comparable liquidity relative to the securities underlying the
Underlying Index on such substitute exchange or quotation system as
9

on the original Exchange).

"Exchange Business Day" means any Trading Day on which each
Exchange and Related Exchange is open for business during its
regular trading session, notwithstanding any such Exchange or
Related Exchange closing prior to its Scheduled Closing Time.

"Exchange Disruption" means any event (other than an Early
Closure) that disrupts or impairs (as determined by the Calculation
Agent in its sole and absolute discretion) the ability of market
participants in general to (i) effect transactions in or obtain market
values on any Exchange or Related Exchange in securities that
comprise 20 percent or more of the level of the Underlying Index or
(ii) effect transactions in options contracts or futures contracts relating
to the Index on any relevant Related Exchange.

"Final Index Level" means the Underlying Index's Closing Level
observed on the Final Valuation Date as determined by the
Calculation Agent.

"Final Valuation Date" means, in respect of the Maturity Date, the
date that is ten (10) Business Days prior to such date, subject to
adjustment pursuant to the provisions set forth under Term 19 "Index
Related Market Disruption Events".

"Index Sponsor" means Standard & Poors or any successor
corporation or other entity that (a) is responsible for setting and
reviewing the rules and procedures and the methods of calculation
and adjustments, if any, related to the Underlying Index and (b)
announces (directly or through an agent) the level of the Underlying
Index on a regular basis during each Trading Day.

"Initial Index Level" means 95.885 (namely, the Underlying Index's
Closing Level on the Initial Valuation Date).

"Initial Valuation Date" means July 13, 2010 (the "Trade Date")
"Market Disruption Event" as determined by the Calculation Agent
in its sole and absolute discretion, means an Exchange or any Related
Exchange fails to open for trading during its regular trading session or
the occurrence or existence of any of the following events:
a Trading Disruption, if the Calculation Agent determines in its
sole and absolute discretion that it is material, at any time during
the one hour period that ends at the close of trading for an
Exchange or Related Exchange; or
an Exchange Disruption, if the Calculation Agent determines in
its sole and absolute discretion that it is material, at any time
during the one hour period that ends at the close of trading for an
Exchange or Related Exchange; or
an Early Closure.

For the purposes of determining whether a Market Disruption event
exists at any time, if a Market Disruption Event occurs in respect of a
security included in the Underlying Index at any time, then the
relevant percentage contribution of that security to the level of the
10