Bond Québec Province 0.035% ( US748148RU93 ) in USD

Québec Province

100 % ⇌

Canada

US748148RU93 ( in USD )

0.035% per year ( payment 2 times a year)

29/07/2020 - Bond has expired

Prospectus brochure of the bond Province Of Quebec US748148RU93 in USD 0.035%, expired

748148RU9

Quebec is a predominantly French-speaking province in eastern Canada, known for its unique culture, history, and stunning landscapes, including the Appalachian Mountains and the St. Lawrence River.

The Bond issued by Québec Province ( Canada ) , in USD, with the ISIN code US748148RU93, pays a coupon of 0.035% per year.
The coupons are paid 2 times per year and the Bond maturity is 29/07/2020

Prospectus Supplement
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424B5 1 d424b5.htm PROSPECTUS SUPPLEMENT
Table of Contents
Filed Pursuant to Rule 424(b)(5)
Registration Statement No. 333-151613
PROSPECTUS SUPPLEMENT
(To Prospectus Dated June 12, 2008)
U.S.$1,500,000,000

3.50% Global Notes Series QJ due July 29, 2020

We will pay interest on the Notes semi-annually in arrears on January 29 and July 29 of each year, commencing
January 29, 2011. The Notes will mature on July 29, 2020. We may not redeem the Notes prior to maturity unless certain
events occur involving Canadian taxation. See "Description of Notes--Maturity, Redemption and Purchases".
We will make all payments of principal and interest on the Notes in U.S. dollars. We will make all such payments
without deduction for, or on account of, taxes imposed or levied by or within Canada, subject to the exceptions described in
this prospectus supplement.
We have undertaken to the underwriters to use all reasonable efforts to have the Notes admitted to the Official List
of the UK Listing Authority and to trading on the London Stock Exchange plc's Regulated Market, which is a regulated
market for purposes of the Markets in Financial Instruments Directive (2004/39/EC), as soon as possible after the closing of
the issue. We cannot guarantee that these applications will be approved and settlement of the Notes is not conditional on
obtaining the listing.

Per Note
Total
Price to public(1)

99.607%
U.S.$1,494,105,000
Underwriting discounts and commissions

0.25%
U.S.$3,750,000
Proceeds, before expenses, to Québec(1)

99.357%
U.S.$1,490,355,000

(1)
Plus accrued interest from July 29, 2010, if settlement occurs after that date.
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 prospectus is truthful or complete. Any representation to
the contrary is a criminal offense.
Delivery of the Notes, in book-entry form, will be made through The Depository Trust Company ("DTC"),
Clearstream Banking, société anonyme ("Clearstream, Luxembourg") and Euroclear Bank S.A./N.V. ("Euroclear") on or
about July 29, 2010.

BofA Merrill Lynch
Deutsche Bank Securities
HSBC
National Bank of Canada Financial

BMO Capital Markets
CIBC
RBC Capital Markets
Scotia Capital
TD Securities

Mitsubishi UFJ
Casgrain &
Securities
BNP
Company
Desjardins
International plc
PARIBAS
(USA) Limited
Citi
Securities Inc.
J.P. Morgan
RBS

The date of this prospectus supplement is July 22, 2010.
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TABLE OF CONTENTS
Prospectus Supplement

Page
NOTICE REGARDING OFFERS IN THE EEA

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ABOUT THIS PROSPECTUS SUPPLEMENT

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DOCUMENTS INCORPORATED BY REFERENCE

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FORWARD-LOOKING STATEMENTS

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SUMMARY

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RECENT DEVELOPMENTS
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USE OF PROCEEDS
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DESCRIPTION OF NOTES
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TAX MATTERS
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UNDERWRITING
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VALIDITY OF THE NOTES
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OFFICIAL STATEMENTS
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GENERAL INFORMATION
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Prospectus

Page
WHERE YOU CAN FIND MORE INFORMATION

2
FORWARD-LOOKING STATEMENTS

3
QUÉBEC

3
USE OF PROCEEDS

4
DESCRIPTION OF THE SECURITIES

4
JURISDICTION

13
PLAN OF DISTRIBUTION

13
DEBT RECORD

14
AUTHORIZED AGENT

14
VALIDITY OF THE SECURITIES

14
OFFICIAL STATEMENTS

14

You should rely only on the information contained in this document 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. The information in this document may only be accurate on the date of this document.

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Please note that in this prospectus supplement, references to "we", "our" and "us" refer to Québec and all references
to the "European Economic Area", or "EEA", are to the Member States of the European Union together with Iceland,
Norway and Liechtenstein.
NOTICE REGARDING OFFERS IN THE EEA
If and to the extent that this prospectus supplement is communicated in, or the offer of the Notes to which it
relates is made in, any EEA Member State that has implemented Directive (2003/71/EC) (a "Relevant Member State")
(together with any applicable implementing measures in each Relevant Member State, the "Prospectus Directive"),
this prospectus supplement and the offer are only addressed to and directed at persons in that Relevant Member State
who are qualified investors within the meaning of the Prospectus Directive or otherwise in compliance with either
Article 3(2)(c) and (e) of the Prospectus Directive or subject to written prior approval of Banc of America Securities
LLC, Article 3(2)(b) of the Prospectus Directive and must not be acted upon by other persons in that Relevant
Member State.
This prospectus supplement has been prepared on the basis that any offers of Notes in any Relevant Member
State will be made pursuant to an exemption under the Prospectus Directive, as implemented in that Relevant
Member State, from the requirement to publish a prospectus for offers of the Notes. Accordingly, any person making
or intending to make any offer in that Relevant Member State of the Notes that are the subject of the offering
contemplated in this prospectus supplement must only do so in circumstances in which no obligation arises for
Québec or any of the underwriters to publish a prospectus pursuant to Article 3 of the Prospectus Directive or
supplement a prospectus pursuant to Article 16 of the Prospectus Directive, in each case, in relation to such offer.
Neither Québec nor the underwriters have authorized, nor do they authorize, the making of any offer of the Notes in
circumstances in which an obligation arises for Québec or the underwriters to publish a prospectus supplement or
prospectus for such offer.
This is not a prospectus under the Prospectus Directive but an advertisement as defined in the Prospectus
Directive and investors in the EEA should not subscribe for or purchase Notes once admitted to trading on the
London Stock Exchange plc's (the "London Stock Exchange") Regulated Market except on the basis of information in
the Listing Prospectus (as defined below). Québec intends to file a single prospectus (the "Listing Prospectus")
pursuant to Section 5.3 of the Prospectus Directive with the Financial Services Authority in its capacity as competent
authority under the Financial Services and Markets Act 2000 as amended for the purpose of having the Notes
admitted to trading on the London Stock Exchange's Regulated Market as soon as possible after closing of this issue.
Once approved, the Listing Prospectus will be published in accordance with the Prospectus Directive and investors
will be able to view the Listing Prospectus on the website of the Regulatory News Service operated by the London
Stock Exchange at http://www.londonstockexchange.com/exchange/prices-and-news/news/market-news/market-news-
home.html under the name of Quebec and the headline "Publication of Prospectus" and investors shall be able to
obtain copies without charge from the office of Deutsche Bank AG, London Branch, Winchester House, 1 Great
Winchester Street, London EC2N 2DB, United Kingdom, during normal business hours and from the office of the
Direction du financement des organismes publics et de la documentation financière, at the Ministère des Finances at
12, rue Saint-Louis, Québec, Québec, Canada G1R 5L3.

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This prospectus supplement is only being distributed to and is only directed at (i) persons who are outside the
United Kingdom or (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 Notes are only available to, and any invitation, offer or agreement to
subscribe, purchase or otherwise acquire such Notes 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.
In connection with the issue of the Notes, Banc of America Securities LLC (or person or persons acting on its
behalf) may over-allot 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 Banc of America Securities LLC (or person or
persons acting on its behalf) will undertake stabilization action. Any stabilization action may begin on or after the date on
which adequate public disclosure of the terms of the Notes is made and, if begun, may be ended at any time, but it must end
no later than the earlier of 30 days after the issue date of the Notes and 60 days after the date of the allotment of the Notes.
Any stabilization action or over-allotment will be conducted by Banc of America Securities LLC (or a person or persons
acting on its behalf) in accordance with all applicable laws and rules.
ABOUT 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
or incorporated by reference in this prospectus supplement and the accompanying prospectus. Québec has not authorized
anyone else to provide you with different information. Québec is not offering to sell or soliciting offers to buy any securities
other than the Notes offered under this prospectus supplement, nor is Québec offering to sell or soliciting offers to buy the
Notes 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 is accurate as of any date other than the date of this prospectus
supplement.
Québec is furnishing this prospectus supplement and the accompanying prospectus solely for use by prospective
investors in connection with their consideration of a purchase of Notes. Québec confirms that:

·
the information contained in this prospectus supplement is true and correct in all material respects and is not

misleading;

·
it has not omitted other facts the omission of which makes this prospectus supplement as a whole misleading;

and

·
it accepts responsibility for the information it has provided in this prospectus supplement and the prospectus.
In this prospectus supplement, unless otherwise specified or the context otherwise requires, all dollar amounts are expressed
in Canadian dollars. On July 22, 2010 the noon spot exchange rate for U.S. dollars as reported by the Bank of Canada,
expressed in Canadian dollars, was $1.0376.

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DOCUMENTS INCORPORATED BY REFERENCE
The prospectus incorporates by reference Québec's Annual Report on Form 18-K for the fiscal year ended
March 31, 2010 and the amendments to that report filed through the date of this prospectus supplement, in addition to all
future annual reports and amendments to annual reports, and any other information we file with the Securities and Exchange
Commission (the "Commission") pursuant to Sections 13(a) and 13(c) of the Securities Exchange Act of 1934, as amended
(the "Exchange Act"), until we sell all of the Notes. See "Where You Can Find More Information" in the accompanying
prospectus.
FORWARD-LOOKING STATEMENTS
This prospectus supplement contains forward-looking statements. Statements that are not historical facts, including
statements about Québec's beliefs and expectations, are forward-looking statements. These statements are based on current
plans, estimates and projections, and therefore you should not place undue reliance on them. Forward-looking statements
speak only as of the date they are made, and Québec undertakes no obligation to update publicly any of them in light of new
information or future events. Forward-looking statements involve inherent risks and uncertainties. Québec cautions you that
actual results may differ materially from those contained in any forward-looking statements.

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SUMMARY
This summary must be read as an introduction to this prospectus supplement and the accompanying prospectus
and any decision to invest in the Notes should be based on a consideration of this prospectus supplement and the
accompanying basic prospectus as a whole, including the documents incorporated by reference.
Essential Characteristics of the Issuer
In this Summary, unless otherwise specified or the context otherwise requires, all dollar amounts are expressed in
Canadian dollars. The fiscal year of Québec ends March 31. "Fiscal 2010" and "2009-2010" refer to the fiscal year ended
March 31, 2010, and, unless otherwise indicated, "2009" means the calendar year ended December 31, 2009. Other fiscal and
calendar years are referred to in a corresponding manner. Any discrepancies between the amounts listed and their totals in the
tables included in this prospectus supplement are due to rounding.
Québec is one of the ten provinces of Canada. Québec is the largest province by area (1,541,000 square kilometers or
594,860 square miles, representing 15.4% of the geographical area of Canada) and the second largest province by population
(7.9 million, representing 23.2% of the population of Canada, as of January 2010).
Québec has a modern, developed economy, in which the service sector contributed 75.6%, the manufacturing industry
16.2%, the construction industry 6.1% and the primary sector 2.1% of real GDP at basic prices in chained 2002 dollars in
2009. Québec's real GDP represented 20.7% of Canada's real GDP in 2009. The leading manufacturing industries in Québec
are food products, primary metal products (including aluminum smelting), transportation equipment products (including
aircraft and motor vehicles and associated parts), petroleum and coal products, chemical products, paper products and
fabricated metal products. Québec also has significant hydroelectric resources, generating 33.0% of the electricity produced
in Canada in 2009.
Montréal and Ville de Québec, the capital of Québec, are the centers of economic activity. Montréal is one of the main
industrial, commercial and financial centers of North America and is Canada's second largest urban area as measured by
population. Montréal is also Canada's largest port, situated on the St. Lawrence River, which provides access to the Atlantic
Ocean and the inland navigation system of the Great Lakes.
The Québec government, (the "Government") and the Government of Canada share the power to levy personal income
taxes in Québec. The Government levies and collects its own personal income tax at rates ranging from 16% to 24% in three
brackets.
In Québec, businesses are subject to a tax on profits, a tax on capital and a tax on payroll. A tax rate of 11.9% is
applied to the profits of corporations. Small and medium-size enterprises are taxed at a reduced rate of 8% that, since the
2009-2010 Budget, applies on the first $500,000 of income from an eligible business. Previously, the eligible income
threshold was $400,000. Québec's other major sources of revenue other than taxes are transfer payments from the
Government of Canada.
French is the official language of Québec and is spoken by approximately 95% of its population.
Constitutional Framework
Canada is a federation of ten provinces and three federal territories, with a constitutional division of responsibilities
between the federal and provincial governments as set out in The Constitution Acts, 1867 to 1982 (the "Constitution").

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Under the Constitution, each provincial government has exclusive authority to raise revenue for provincial purposes
through direct taxation within its territorial limits. Each provincial government also has exclusive authority to regulate
education, health, social services, property and civil rights, natural resources, municipal institutions and, generally, to
regulate all other matters of a purely local or private nature in its province, and to regulate and raise revenue from the
exploration, development, conservation and management of natural resources.
The Parti Québécois, which has as its principal objective the sovereignty of Québec, formed the Government from
September 1994 to April 14, 2003. During its term in office, the Parti Québécois tabled in the National Assembly a Bill
entitled An Act respecting the future of Québec (the "Act"), which provided that upon receipt of a favorable vote in a
referendum, the Act would be enacted and Québec would proclaim its sovereignty following a formal offer to Canada of a
treaty of economic and political partnership. In November 1995, a slight majority of Québec citizens (50.6%) voted against
the Act.
The Supreme Court of Canada decided in August 1998, on a reference from the Government of Canada in which Québec
did not participate, that (i) under the Constitution, Québec may not secede unilaterally without negotiation with the other
parties in the Canadian Confederation within the existing constitutional framework; (ii) under international law, Québec has
no right to secede unilaterally from Canada; (iii) nonetheless, the clear repudiation by the people of Québec of the existing
constitutional order and the clear expression of a desire to pursue secession would oblige the other provinces and the
Government of Canada to negotiate in accordance with constitutional principles, and Québec would also have to negotiate in
accordance with such principles; and (iv) if Québec were to so negotiate but face unreasonable intransigence from the other
parties, it would be more likely to be recognized than if it did not itself act according to constitutional principles in the
negotiations.
The Québec Liberal Party, a federalist party, won a third consecutive mandate at the general election in December 2008.
It currently forms the Government in the National Assembly. With regard to the constitutional issue, the Québec Liberal
Party pursues a policy that emphasizes the values of Canadian federalism. In particular, its platform is focused on
strengthening Québec's place within the federation, on forming new alliances with the other provinces and on promoting
intergovernmental cooperation. The next general election must be called no later than December 2013.
Public Finances
The Minister of Finance is responsible for the general administration of the Government's finances. The Financial
Administration Act and the Balanced Budget Act, as amended, govern the management of public monies of Québec and the
Public Administration Act governs the management of financial, human, physical and information resources of the
Administration.
All revenues and monies over which the Parliament of Québec has power of appropriation from the Consolidated
Revenue Fund of Québec. The Budget and appropriations from the Consolidated Revenue Fund and consolidated entities are
published at the beginning of each fiscal year. The Government also publishes a Monthly Report on Financial Transactions.
The Balanced Budget Act is designed to ensure that, on a multi-year basis, the Government maintains a balanced
budget.

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Summary Statistics
Economy(1)

2005
2006
2007

2008
2009

(dollar amounts in millions)
GDP at current market prices
$272,049
$282,402
$297,146 $305,466
$303,578
% change GDP in chained 2002 dollars (2)

1.8%
1.7%
2.4%
1.0%
1.0%
Personal income
$226,140
$236,759
$250,173 $259,782
$262,633
Capital expenditures

$49,470
$51,809
$57,055
$60,118
$60,508
International exports of goods

$70,992
$73,177
$69,920
$71,023
$58,174
Population at July 1 (in thousands)

7,582
7,632
7,687
7,753
7,829
Unemployment rate

8.3%
8.0%
7.2%
7.2%
8.5%
Consumer Price Index - % change

2.3%
1.7%
1.6%
2.1%
0.6%
Average exchange rate (US$ per C$)

0.83
0.88
0.93
0.94
0.88
Consolidated Financial Transactions (3)

Fiscal year ending March 31
Preliminary
Budget
Results
Forecast

2007
2008
2009
2010 (4)
2011

(dollar amounts in millions)
Consolidated Revenue Fund:

Own-source revenue

$ 49,651
$ 49,464
$ 48,893
$
48,169
$ 50,152
Federal transfers (5 )

11,015
13,629
14,023
15,161 15,325

Total revenue

60,666
63,093
62,916
63,330 65,477
Program spending

(51,734)
(54,826)
(58,550)
(61,230) (62,561)
Debt service

(7,039)
(7,021)
(6,504)
(6,117) (6,980)

Total expenditure

(58,773)
(61,847)
(65,054)
(67,347) (69,541)
Contingency reserve

--
--
--
(300) (300)

Net results of Consolidated Revenue Fund

1,893
1,246
(2,138)
(4,317) (4,364)
Net results of consolidated entities

100
404
880
793 750

Surplus (deficit) for the purposes of the public
accounts

1,993
1,650
(1,258)
(3,524) (3,614)
Revenue of Generations Fund

(584)
(449)
(587)
(725) (892)
Stabilization reserve (6)

(1,300)
(1,201)
1,845
433 --

Consolidated budgetary balance for the purposes
of the Balanced Budget Act

109
0
0
(3,816) (4,506)
Deposit of dedicated revenues in the Generations
Fund (7)

584
449
587
725 892

Consolidated budgetary balance

693
449
587
(3,091) (3,614)
Consolidated non-budgetary requirements

(3,453)
(1,156)
(1,117)
(2,394) (3,365)

Consolidated net financial requirements (8)

$(2,760)
$
(707)
$
(530)
$
(5,485)
$ (6,979)

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Funded Debt of Public Sector (net of sinking fund balances)

As of March 31
Preliminary
Unadjusted
Results

2006 (9)
2007
2008

2009
2010(10)

(dollar amounts in millions) (11)
Government Funded Debt

Borrowings Government
$81,995 $109,714 $112,507 $124,549 $125,826
Borrowings to finance Government Enterprises
2,646
31
25
221
218
Borrowings to finance Municipal Bodies (12)
2,604

Government Guaranteed Debt (13)
41,947
32,674
32,399
36,668
36,385
Municipal Sector Debt
15,669
16,409
17,321
18,639
19,538
Other Institutions
4,040
2,023
1,552
931
649

Public Sector Funded Debt (14)
$148,901 $160,851 $163,804 $181,008 $182,616

Per capita ($)
$19,639
$21,076
$21,309 $23,344
$23,326
As a percentage of (15)

GDP
54.7%
57.0%
55.1%
59.9%
60.4%
Personal income
65.8%
68.0%
65.6%
70.0%
70.7%
(1) Sources: Institut de la statistique du Québec, Statistics Canada and Bank of Canada.
(2)
Adjusted for the effects of inflation in the currency from year to year.
(3)
The categories set forth reflect the presentation of the 2010-2011 Budget.
(4)
The Preliminary Results 2010 are based on financial information presented in the Monthly Report on Financial Transactions as at March 31, 2010. The figures
have been restated to reflect the presentation of the 2010-2011 Budget. These preliminary results are subject to change.
(5)
Federal transfers are presented on an accrual basis.
(6)
A negative amount indicates an allocation to the reserve and a positive amount, a use of the reserve.
(7)
The Generations Fund was created in June 2006 by the adoption of the Act to reduce the debt and establish the Generations Fund and is a separate entity from
the Consolidated Revenue Fund. This law establishes the fund as a permanent tool for reducing the debt burden. In addition, it stipulates that the monies
accumulated in the Generations Fund are dedicated exclusively to repaying the debt.
(8)
The consolidated net financial requirements for Fiscal 2010 and 2011 take into account the budgetary and non-budgetary transactions of the health and social
services and education networks.
(9)
The figures for Fiscal 2006 have not been restated in accordance with the accounting reform implemented in Fiscal 2007, which resulted in the consolidation of
additional entities into the Government reporting entity.
(10) These Preliminary Results 2010 regarding the Funded Debt of Public Sector are based on financial information presented as at March 31, 2010 in the 2010-2011
Budget which was tabled on March 30, 2010, as revised. These preliminary results are subject to change.
(11) Canadian dollar equivalent at the dates indicated for loans in foreign currencies after taking into account currency swap agreements and foreign exchange
forward contracts.
(12) Following the accounting reform implemented in Fiscal 2007, the Borrowings to finance Municipal Bodies are reclassified in the Borrowings Government.
(13) Represents mainly debt of Hydro-Québec.
(14) Includes debt covered by the Government's commitments.
(15) Percentages are based upon the prior calendar year's GDP and Personal income.

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Essential Characteristics and Risks Associated with the Notes.
Issuer
Québec.
Securities Offered
U.S.$1,500,000,000 aggregate principal amount of 3.50% Global Notes Series QJ due
July 29, 2020.
Maturity Date
July 29, 2020
Interest Payment Dates
We will pay you interest in two equal semi-annual installments on January 29 and July
29 of each year, commencing January 29, 2011.
Interest Rate
3.50% per year. Whenever it is necessary to compute any amount of interest in respect
of the Notes other than with respect to regular semi-annual payments, we will
calculate such interest on the basis of a 360-day year consisting of twelve 30-day
months.
Redemption
We may not redeem the Notes prior to maturity, unless certain events occur involving
Canadian taxation. See "Description of Notes -- Maturity, Redemption and
Purchases".
Listing and Admission to Trading
We have undertaken to the underwriters to use all reasonable efforts to have the Notes
admitted to the Official List of the UK Listing Authority and to trading on the London
Stock Exchange's Regulated Market as soon as possible after the closing of the issue.
We cannot guarantee that these applications will be approved and settlement of the
Notes is not conditional on obtaining the listing.
Form and Settlement
We will issue the Notes in the form of one or more fully registered global notes
registered in the name of the nominee of The Depository Trust Company ("DTC").
The Notes will be recorded in a Register held by Deutsche Bank Trust Company
Americas, as Registrar. Beneficial interests in the Notes will be represented through
book-entry accounts of financial institutions acting on behalf of beneficial owners as
direct and indirect participants in DTC. Clearstream, Luxembourg and Euroclear will
hold interests on behalf of their participants through their respective U.S. depositaries,
which in turn will hold such interests in accounts as participants of DTC. Except in the
limited circumstances described in this prospectus supplement, owners of beneficial
interests in the Notes will not be entitled to have Notes registered in their names, will
not receive or be entitled to receive Notes represented by physical certificates and will
not be considered holders of Notes under the Fiscal Agency Agreement. Notes will
only be sold in denominations of U.S.$1,000 and integral multiples thereof. See
"Description of Notes -- Form, Denomination and Registration".
Withholding Tax
Principal of and interest on the Notes are payable by us without withholding or
deduction for Canadian withholding taxes, to the extent permitted under applicable
law, as set forth in this prospectus supplement.

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