Bond Filipinas 3.9% ( US718286BX44 ) in PHP

Issuer Filipinas
Market price 100 %  ▲ 
Country  Philippines
ISIN code  US718286BX44 ( in PHP )
Interest rate 3.9% per year ( payment 1 time a year)
Maturity 26/11/2022 - Bond has expired



Prospectus brochure of the bond Philippines US718286BX44 in PHP 3.9%, expired


Minimal amount 10 000 000 PHP
Total amount 30 800 000 000 PHP
Cusip 718286BX4
Detailed description The Philippines is a Southeast Asian archipelago comprising over 7,000 islands, known for its diverse culture, vibrant history, stunning beaches, and rich biodiversity.

The Philippines' US718286BX44 (CUSIP: 718286BX4) PHP 30,800,000,000 3.9% bond, issued in the Philippines, matured on November 26, 2022, with a minimum trading lot of PHP 10,000,000 and was redeemed at 100%.







PROSPECTUS SUPPLEMENT TO PROSPECTUS DATED OCTOBER 18, 2012
P30,800,000,000
Republic of the Philippines
3.90% PHP Global Bonds due 2022
Payable in U.S. dollars
The Republic of the Philippines (the "Republic") will pay interest on the global bonds on May 26 and November 26 in each
year. The first interest payment on the global bonds will be made on May 26, 2013 in respect of the period from (and
including) November 26, 2012 to (but excluding) May 26, 2013. Principal and interest will be translated into, and payment of
principal and interest will be made in, U.S. dollars. The Republic may not redeem the global bonds prior to their maturity. The
global bonds will mature at par on November 26, 2022.
The global bonds will be designated Collective Action Securities, and, as such, will contain provisions regarding certain
aspects of default, acceleration, voting on amendments, modifications, changes, waivers and future issues of global bonds that
differ from those applicable to most of the Republic's outstanding External Public Indebtedness. Under these provisions,
which are described in the section entitled "Collective Action Securities" on page 121 of the accompanying prospectus dated
October 18, 2012, the Republic may, among other things, amend the payment provisions of the global bonds and certain other
material terms with the consent of the holders of not less than 75% of the aggregate principal amount of the outstanding
global bonds.
The offering of the global bonds is conditional on the receipt of certain approvals of the Monetary Board of the Bangko
Sentral ng Pilipinas, the central bank of the Republic.
The global bonds are being offered globally for sale in the jurisdictions where it is lawful to make such offers and sales.
Application has been made to admit the global bonds to listing on the Official List of the Luxembourg Stock Exchange and to
trading on the Euro MTF Market ("Euro MTF"). We cannot guarantee that the application to the Luxembourg Stock
Exchange will be approved and settlement of the global bonds is not conditional on obtaining the listing.
We expect to deliver the global bonds to investors in registered book-entry form only through the facilities of The Depository
Trust Company, Clearstream Banking, société anonyme, and Euroclear Bank S.A./N.V., on or about November 26, 2012.
Investing in the global bonds involves risks. See, especially, "Investment Considerations" on page S-10 of this
prospectus supplement.
Per Bond in U.S.
Per Bond
Dollars(2)
Total
Price to investors(1) . . . . . . . . . . . . . . .
100%
$243,498.59
$749,975,650.14
Underwriting discounts and
commissions . . . . . . . . . . . . . . . . . .
0.05%
$
121.75
$
374,987.82
Proceeds, before expenses, to the
Republic . . . . . . . . . . . . . . . . . . . . . .
99.95%
$243,376.84
$749,600,662.32
(1) Investors will make the payment of the issue price in U.S. dollars based on an exchange rate for the conversion of
Philippine pesos into U.S. dollars of P41.068 per $1.00. The minimum denomination per global bond is P10,000,000
and global bonds will be issued in integral multiples of P1,000,000 in excess thereof.
(2) For purposes of per bond calculations, a global bond of P10,000,000 has been used.
Neither the Securities and Exchange Commission nor any other regulatory body has approved or disapproved of these
securities or determined if this prospectus supplement or the accompanying prospectus is truthful or complete. Any
representation to the contrary is a criminal offense.
Joint Global Coordinators
Credit Suisse
Deutsche Bank Securities
HSBC
Joint Lead Managers and Joint Bookrunners
Citi
Credit Suisse
Deutsche Bank
Goldman Sachs
HSBC J.P. Morgan Morgan Stanley
Standard
UBS
Securities
Chartered Bank
The date of this prospectus supplement is November 8, 2012.




TABLE OF CONTENTS
Prospectus Supplement
Pages
Prospectus
Pages
Introductory Statements . . . . . . . . . . . . . . . . . . . .
S-4
Certain Defined Terms and Conventions . . . .
iii
Summary of the Offering . . . . . . . . . . . . . . . . . . .
S-6
Forward-Looking Statements . . . . . . . . . . . . .
iv
Investment Considerations . . . . . . . . . . . . . . . . . .
S-10
Data Dissemination . . . . . . . . . . . . . . . . . . . . .
iv
Use of Proceeds . . . . . . . . . . . . . . . . . . . . . . . . . .
S-11
Use of Proceeds . . . . . . . . . . . . . . . . . . . . . . . .
iv
Recent Developments . . . . . . . . . . . . . . . . . . . . . .
S-12
Prospectus Summary . . . . . . . . . . . . . . . . . . . .
1
Description of the Global Bonds . . . . . . . . . . . . .
S-15
Republic of the Philippines . . . . . . . . . . . . . . .
7
Global Clearance and Settlement . . . . . . . . . . . . .
S-19
Description of the Securities . . . . . . . . . . . . . .
109
Taxation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
S-22
Collective Action Securities . . . . . . . . . . . . . .
121
Underwriting . . . . . . . . . . . . . . . . . . . . . . . . . . . .
S-24
Taxation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
125
Legal Matters . . . . . . . . . . . . . . . . . . . . . . . . . . . .
S-28
Plan of Distribution . . . . . . . . . . . . . . . . . . . . .
134
General Information . . . . . . . . . . . . . . . . . . . . . . .
S-28
Validity of the Securities . . . . . . . . . . . . . . . . .
135
Authorized Representative in the United
States . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
135
Experts; Official Statements and
Documents . . . . . . . . . . . . . . . . . . . . . . . . . .
135
Further Information . . . . . . . . . . . . . . . . . . . . .
135
Debt Tables of the Republic of the
Philippines . . . . . . . . . . . . . . . . . . . . . . . . . .
T-1
S-3


You should read this prospectus supplement along with the prospectus that accompanies it. You
should rely only on the information contained or incorporated by reference in this document and the
accompanying prospectus or to which we have referred you. We have not authorized anyone to provide
you with information that is different. This document may only be used where it is legal to sell these
securities. This document and the accompanying prospectus may only be used for the purposes for which
they have been published. The information in this prospectus supplement and the accompanying
prospectus may only be accurate as of the date of this prospectus supplement or the accompanying
prospectus, as applicable. Terms used herein but not otherwise defined shall have the meaning given to
them in the prospectus that accompanies this prospectus supplement.
INTRODUCTORY STATEMENTS
The Republic accepts responsibility for the information that is contained in this prospectus supplement and
the prospectus that accompanies it. To the best of the knowledge and belief of the Republic (which has taken all
reasonable care to ensure that such is the case), the information contained in this prospectus supplement and the
accompanying prospectus is in accordance with the facts and does not omit anything likely to affect the import of
such information.
The Republic is a foreign sovereign state. Consequently, it may be difficult for you to obtain or realize upon
judgments of courts in the United States against the Republic. See "Description of the Securities--Description of
the Debt Securities--Jurisdiction and Enforceability" in the accompanying prospectus.
The distribution of this prospectus supplement and the accompanying prospectus and the offering of the
global bonds may be legally restricted in some countries. If you wish to distribute this prospectus supplement or
the accompanying prospectus, you should observe any applicable restrictions. This prospectus supplement and
the accompanying prospectus should not be considered an offer, and it is prohibited to use them to make an offer,
in any state or country in which the making of the offering of the global bonds is prohibited. For a description of
some restrictions on the offering and sale of the global bonds and the distribution of this prospectus supplement
and the accompanying prospectus, see "Underwriting" on page S-24.
This document is only being distributed to and is only directed at (i) persons who are outside the United
Kingdom and (ii) to investment professionals falling within Article 19(5) of the Financial Services and Markets
Act 2000 (Financial Promotion) Order 2005 (the "Order") or (iii) high net worth entities, and other persons to
whom it may lawfully be communicated, falling within Article 49(2)(a) to (d) of the Order (all such persons
together being referred to as "relevant persons"). The global bonds are only available to, and any invitation, offer
or agreement to subscribe, purchase or otherwise acquire such global bonds will be engaged in only with,
relevant persons. Any person who is not a relevant person should not act or rely on this document or any of its
contents.
Payments of principal and interest will be made in U.S. dollars translated from Philippine pesos based upon
the Average Representative Market Rate at the applicable Rate Calculation Date (as defined herein). The
"Representative Market Rate" for any Rate Calculation Date is the weighted average of the buy and sell foreign
exchange rates for transactions completed on the previous Manila Business Day (as defined herein) by certain
commercial banks and financial corporations in Manila, the Republic of the Philippines, as calculated and
published by the Bangko Sentral, and which is available at the FX summary page of the website of PDEx
(www.PDEx.com.ph), Reuters page PDSPESO (or its successor page) and Bloomberg page BAPH1 (or its
successor page). If such exchange rate is not reported by the Bangko Sentral for any Manila Business Day, then
the Representative Market Rate shall be determined by the calculation agent by polling Bank of the Philippine
Islands, BDO Unibank, Inc., Citibank, N.A., Deutsche Bank AG and The Hongkong and Shanghai Banking
Corporation Limited located in Manila (collectively, the "Reference Banks") at 1:00 P.M., Manila time, for the
exchange rate for the professional market, by taking the arithmetic mean of the polled exchange rates (such
mean, the "Alternative Rate"). If any of the Reference Banks ceases to operate in Manila, the Republic shall
S-4


designate a replacement bank for the purpose of determining the Alternative Rate, with subsidiaries or branches
of other banks having similar characteristics as the Reference Banks. The "Average Representative Market Rate"
for any Rate Calculation Date is the average of the Representative Market Rates for each Manila Business Day in
the five Manila Business Day period ending on that Rate Calculation Date. See "Description of the Global
Bonds--General."
On November 7, 2012, the Representative Market Rate was P41.241 per $1.00.
The following table shows the high, low, average and period-end peso/U.S. dollar Representative Market
Rates for each year from 2007 to 2011 and for 2012 (through November 7).
Representative Market Rates(1)
(Pesos per $)
High
Low
Average
Period End
2007 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
49.156
41.142
46.148
41.401
2008 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
49.984
40.360
44.475
47.485
2009 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
49.056
45.947
47.637
46.356
2010 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
46.983
42.516
45.110
43.885
2011 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
44.590
41.955
43.313
43.928
2012 (through November 7) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
44.246
41.210
41.231
41.241
(1) Representative Market Rate, as calculated by Bangko Sentral.
Source: Reference Exchange Rate Bulletin, Treasury Department, Bangko Sentral
S-5


SUMMARY OF THE OFFERING
This summary highlights information contained elsewhere in this prospectus supplement and the
accompanying prospectus. You should read the entire prospectus supplement and the accompanying prospectus
carefully.
Issuer
Republic of the Philippines.
Bonds
P30,800,000,000 3.90% PHP global bonds due 2022.
Issue Price
100% of the principal amount of the global bonds. The issue price
will be payable in U.S. dollars based on an exchange rate of
Philippine pesos into U.S. dollars of P41.068 per $1.00.
Interest
The global bonds will bear interest at 3.90% from November 26,
2012, payable semi-annually in arrears in U.S. dollars as calculated as
described below.
Interest Payment Dates
May 26 and November 26 of each year, payable to the persons who
are registered holders thereof at the close of business on the preceding
May 21 or November 21, as applicable, whether or not a business
day. The first interest payment will be made on May 26, 2013 in
respect of the period from (and including) November 26, 2012 to (but
excluding) May 26, 2013.
Maturity Date
November 26, 2022
Issuer Redemption
The Republic may not redeem the global bonds prior to maturity.
Conversion of the Payment Amounts
All amounts due in respect of principal and interest will be paid in
U.S. dollars, calculated by the calculation agent by exchanging the
Philippine peso amounts into U.S. dollars at the Average
Representative Market Rate at the applicable Rate Calculation Date
(as defined herein). The "Representative Market Rate" for any Rate
Calculation Date is the weighted average of the buy and sell foreign
exchange rates for transactions completed on the previous Manila
Business Day (as defined herein) by certain commercial banks and
financial corporations in Manila, the Republic of the Philippines, as
calculated and published by the Bangko Sentral, and which is
available at the FX summary page of the website of PDEx
(www.PDEx.com.ph), Reuters page PDSPESO (or its successor page)
and Bloomberg page BAPH1 (or its successor page). If such
exchange rate is not reported by the Bangko Sentral for any Manila
Business Day, then the Representative Market Rate shall be
determined by the calculation agent by polling Bank of the Philippine
Islands, BDO Unibank, Inc., Citibank, N.A., Deutsche Bank AG and
The Hongkong and Shanghai Banking Corporation Limited located in
Manila (collectively, the "Reference Banks") at 1:00 P.M., Manila
time, for the exchange rate for the professional market, by taking the
arithmetic mean of the polled exchange rates (such mean, the
"Alternative Rate"). If any of the Reference Banks ceases to operate
S-6


in Manila, the Republic shall designate a replacement bank for the
purpose of determining the Alternative Rate, with subsidiaries or
branches of other banks having similar characteristics as the
Reference Banks. The "Average Representative Market Rate" for any
Rate Calculation Date is the average of the Representative Market
Rates for each Manila Business Day in the five Manila Business Day
period ending on that Rate Calculation Date. See "Description of the
Global Bonds--General."
Status of Bonds
The global bonds will be direct, unconditional, unsecured and general
obligations of the Republic. Except as otherwise described, the global
bonds will at all times rank at least equally among themselves and
with all other unsecured and unsubordinated External Indebtedness
(as defined in the accompanying prospectus) of the Republic. The full
faith and credit of the Republic will be pledged for the due and
punctual payment of all principal and interest on the global bonds.
See "Description of the Securities--Description of the Debt
Securities--Status of Bonds" in the accompanying prospectus.
Negative Pledge
With certain exceptions, the Republic has agreed that it will not create
or permit to subsist any Lien (as defined in the accompanying
prospectus) on its revenues or assets to secure External Public
Indebtedness (as defined in the accompanying prospectus) of the
Republic, unless at the same time or prior thereto, the global bonds
are secured at least equally and ratably with such External Public
Indebtedness. The international reserves of Bangko Sentral represent
substantially all of the official gross international reserves of the
Republic. Because Bangko Sentral is an independent entity, the
Republic and Bangko Sentral believe that the international reserves
owned by Bangko Sentral are not subject to the negative pledge
covenant in the global bonds and that Bangko Sentral could in the
future incur External Public Indebtedness secured by such reserves
without securing amounts payable under the global bonds. See
"Description of the Securities--Description of the Debt Securities--
Negative Pledge Covenant" in the accompanying prospectus.
Taxation
The Republic will make all payments of principal and interest in
respect of the global bonds free and clear of, and without withholding
or deducting, any present or future taxes of any nature imposed by or
within the Republic, unless required by law. In that event, the
Republic will pay additional amounts so that the holders of the global
bonds receive the amounts that would have been received by them
had no withholding or deduction been required, subject to certain
exceptions. See "Description of the Securities--Description of the
Debt
Securities--Additional
Amounts"
in
the
accompanying
prospectus.
Collective Action Clauses
The global bonds will contain provisions regarding default,
acceleration, voting on amendments, modifications, changes, waivers
and future issues of global bonds that differ from those applicable to
S-7


most of the Republic's outstanding External Public Indebtedness.
Under these provisions, which are described in the section entitled
"Collective Action Securities" on page 121 of the accompanying
prospectus dated October 18, 2012, the Republic may, among other
things, amend the payment provisions of the global bonds and certain
other terms with the consent of the holders of not less than 75% of the
aggregate principal amount of the outstanding global bonds.
Cross-Defaults
Events of default with respect to the global bonds include (i) if the
Republic fails to make a payment of principal, premium, prepayment
charge or interest when due on any External Public Indebtedness with
a principal amount equal to or greater than $25,000,000 or its
equivalent, and this failure continues beyond the applicable grace
period; or (ii) if any External Public Indebtedness of the Republic or
the central monetary authority in principal amount equal to or greater
than $25,000,000 is accelerated, other than by optional or mandatory
prepayment or redemption. See "Collective Action Securities--
Events of Default: Cross Default and Cross Acceleration" in the
accompanying prospectus.
Listing
The Republic is offering the global bonds for sale in the United States
and elsewhere where such offer and sale is permitted. Application has
been made to admit the global bonds to listing on the Official List of
the Luxembourg Stock Exchange and to trading on the Euro MTF
Market. The Republic cannot guarantee that the application to the
Luxembourg Stock Exchange will be approved, and settlement of the
global bonds is not conditional on obtaining the listing.
Form, Denomination and Registration
The global bonds will be issued in fully registered form in minimum
denominations of P10,000,000 and integral multiples of P1,000,000
in excess thereof. The global bonds will be represented by one or
more global securities registered in the name of a depositary, its
nominee or a custodian. Beneficial interests in the global securities
will be shown on, and the transfer thereof will be effected only
through, records maintained by the depositary and its direct and
indirect participants. Settlement of all secondary market trading
activity in the global bonds will be made in immediately available
funds. See "Description of the Securities--Description of the Debt
Securities--Global Securities" in the accompanying prospectus.
Further Issues
The Republic may from time to time, without notice to or the consent
of the registered holders of the global bonds, issue further bonds
which will form a single series with the global bonds. See "Collective
Action Securities--Further Issues of Debt Securities" in the
accompanying prospectus.
Use of Proceeds
The Republic intends to use the net cash proceeds from the sale of the
new global bonds to pay the purchase price and accrued interest for
the bonds it purchases pursuant to its invitation for offers in respect of
certain series of the Republic's foreign currency-denominated bonds
announced on November 8, 2012 as well as expenses incurred by the
S-8


Republic in that transaction. The Republic may also use the proceeds
for general purposes of the Republic, including budgetary support.
Fiscal Agent
The Bank of New York Mellon (as successor in interest to JPMorgan
Chase Bank, N.A.)
Calculation Agent
The Bank of New York Mellon
Governing Law
The fiscal agency agreement, the calculation agent agreement and the
global bonds will be governed by and interpreted in accordance with
the laws of the State of New York. The laws of the Republic will
govern all matters governing authorization and execution of the fiscal
agency agreement, the calculation agent agreement and the global
bonds by the Republic.
S-9


INVESTMENT CONSIDERATIONS
Risks Relating to Foreign Currency Securities
This prospectus supplement and the accompanying prospectus do not describe all the risks of an investment
in securities denominated in currencies other than U.S. dollars. You should consult your own financial and legal
advisors about the risks of an investment in the global bonds. If you are unsophisticated with respect to foreign
currency transactions, these global bonds are not an appropriate investment for you.
The information in this section is directed to investors who are United States residents and does not address
risks for investors who are not United States residents. We disclaim any responsibility to advise prospective
purchasers who are residents of countries other than the United States with respect to any matters that may affect
the purchase, holding or receipt of payments of the global bonds. If you are not a United States resident, you
should consult your own financial and legal advisors.
Currency exchange rates can be volatile and unpredictable. If the Philippine peso depreciates against the
U.S. dollar, the effective yield on the global bonds will decrease below the interest rate on the global bonds, and
the amount payable at maturity may be less than your investment, resulting in a loss to you. Depreciation of the
Philippine peso against the U.S. dollar may also adversely affect the market value of the global bonds.
Rates of exchange between the U.S. dollar and the Philippine peso have varied significantly over time.
Historical Philippine peso/U.S. dollar exchange rates are presented on page S-5. However, historical trends do
not necessarily indicate future fluctuations in rates and should not be relied upon as indicative of future trends.
The Republic maintains a floating exchange rate system under which market forces determine the exchange
rate for the Philippine peso. Under Bangko Sentral's policies, it may, however, intervene in the market to
maintain orderly market conditions and limit sharp fluctuations in the exchange rate. Interventions by Bangko
Sentral have taken the form of transparent measures and have included clearly delineated periods and amounts
involved, as well as the explanations for these actions. Similar interventions in the future could affect the value of
the global bonds, as well as the yield on the global bonds and the amount payable to you at maturity.
The Monetary Board, which is the governing body of Bangko Sentral, exercises the powers and functions of
the Bangko Sentral. These include the maintenance of price stability, supervision of the financial system, and the
determination of the exchange rate policy of the Republic.
Bangko Sentral's foreign exchange policy objectives include maintaining price stability, promoting and
maintaining monetary stability and the convertibility of the peso and protecting its international reserves during
times of impending or on-going exchange crises or national emergencies. To achieve these objectives and to give
the Monetary Board and the government time in which to take constructive measures to forestall, combat, or
overcome any exchange-related crisis or emergency, the Monetary Board may, with the concurrence of at least
five of its members, and with the approval of the President of the Republic, temporarily suspend or restrict sales
of foreign exchange by the Bangko Sentral, subject all transactions in gold and foreign exchange to license by the
Bangko Sentral, or require that foreign exchange obtained after the implementation of such restrictions by any
person within the Philippines (other than foreign currency deposits with depository banks under the Philippine
foreign currency deposit system) be delivered to the Bangko Sentral or to any agent it designates at the effective
exchange rate or rates provided by law. Any of these actions could have a material adverse effect on the value of
the peso and, consequently, the value of the global bonds.
Even in the absence of Bangko Sentral or government action directly affecting currency exchange rates,
political or economic developments in the Philippines or elsewhere could lead to significant and sudden changes
in the exchange rate between the Philippine peso and the U.S. dollar.
S-10