Bond Turkiye 4.875% ( US900123CB40 ) in USD

Issuer Turkiye
Market price refresh price now   100 %  ▲ 
Country  Turkey
ISIN code  US900123CB40 ( in USD )
Interest rate 4.875% per year ( payment 2 times a year)
Maturity 15/04/2043



Prospectus brochure of the bond Turkey US900123CB40 en USD 4.875%, maturity 15/04/2043


Minimal amount 200 000 USD
Total amount 3 000 000 000 USD
Cusip 900123CB4
Standard & Poor's ( S&P ) rating N/A
Moody's rating N/A
Next Coupon 16/10/2025 ( In 166 days )
Detailed description Turkey is a transcontinental Eurasian country spanning Western Asia and Southeastern Europe, with a rich history and diverse cultural heritage encompassing influences from various empires and civilizations.

The Bond issued by Turkiye ( Turkey ) , in USD, with the ISIN code US900123CB40, pays a coupon of 4.875% per year.
The coupons are paid 2 times per year and the Bond maturity is 15/04/2043







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Table of Contents
Filed Pursuant to Rule 424(b)(5)
Registration No. 333-170922

PROSPECTUS SUPPLEMENT
(To the Prospectus dated February 3, 2011)
$1,500,000,000

(The Republic of Turkey)
4.875% Notes due April 16, 2043


The Republic of Turkey (the "Republic" or "Turkey") is offering $1,500,000,000 principal amount of its 4.875% Notes due April 16, 2043 (the "notes"). The
notes will constitute direct, general and unconditional obligations 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 notes. The Republic will pay interest on April 16 and October 16 of each year, commencing on October 16, 2013.
This prospectus supplement and accompanying prospectus dated February 3, 2011, constitute a prospectus for the purposes of Article 5.3 of Directive
2003/71/EC, as amended (the "Prospectus Directive").
Application has been made to the Commission de Surveillance du Secteur Financier of the Grand Duchy of Luxembourg (the "CSSF"), as competent authority
under the Prospectus Directive, to approve this prospectus supplement and the accompanying prospectus dated February 3, 2011 as a prospectus for the purposes of the
Prospectus Directive. Application is being made to list on the Official List and trade the notes on the Regulated Market "Bourse de Luxembourg" of the Luxembourg
Stock Exchange, which is a regulated market for the purposes of the Market in Financial Instruments Directive (2004/39/EC) ("MiFiD"). The CSSF assumes no
responsibility as to the economic and financial soundness of the transaction and the quality or solvency of the Republic in line with the provisions of Article 7(7) of the
Luxembourg Prospectus Law.
See the section entitled "Risk Factors" for a discussion of certain factors you should consider before investing in the notes.
The notes 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 certain other series of debt securities issued by the Republic. Under these provisions, which are described in
the sections entitled "Description of the Notes -- Default; Acceleration of Maturity" and "-- Amendments and Waivers" beginning on page S-19 of this prospectus
supplement and "Collective Action Securities" beginning on page 13 of the accompanying prospectus, the Republic may amend the payment provisions of the notes and
certain other terms with the consent of the holders of 75% of the aggregate principal amount of the outstanding notes.



Per Note

Total

Public Offering Price

98.834%

$1,482,510,000
Underwriting discount

0.08%

$
1,200,000
Proceeds, before expenses, to the Republic of Turkey

98.754%

$1,481,310,000


Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these notes or determined that this
prospectus supplement or the accompanying prospectus is truthful or complete. Any representation to the contrary is a criminal offense.
The underwriters are offering the notes subject to various conditions. The underwriters expect to deliver the notes on or about April 16, 2013 (the "Issue Date"),
through the book-entry facilities of The Depository Trust Company ("DTC"), against payment in same-day funds.


Joint Book-Running Managers

Citigroup

Credit Suisse

J.P. Morgan
The date of this prospectus supplement is April 9, 2013.
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ABOUT THIS PROSPECTUS SUPPLEMENT
The Republic accepts responsibility for the information contained within this document. The Republic declares that having taken all reasonable care to ensure
that such is the case, the information contained in this document is, to the best of its knowledge, in accordance with the facts and makes no omission likely to affect its
import.
Unless otherwise stated, all annual information, including budgetary information, is based upon calendar years. Figures included in this prospectus supplement
and the accompanying prospectus have been subject to rounding adjustments; accordingly, figures shown for the same item of information may vary, and figures that are
totals may not be an arithmetical aggregate of their components.
You should rely only on the information contained in this prospectus supplement and the accompanying prospectus, including the documents incorporated by
reference, in making your investment decision. The Republic has not authorized anyone to provide you with any other information. If you receive any unauthorized
information, you must not rely on it.
The Republic is offering to sell the notes only in places where offers and sales are permitted.
You should not assume that the information contained in this prospectus supplement or the accompanying prospectus is accurate as of any date other than its
respective date.
Forward-Looking Statements
The Republic has made forward-looking statements in this prospectus supplement. Statements that are not historical facts are forward-looking statements. These
statements are based on the Republic'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. The Republic undertakes no obligation to update any of them in light of new information or future events.
Forward-looking statements involve inherent risks. The Republic cautions you that a number of factors could cause actual results to differ materially from those
contained in any forward-looking statements. These factors include, but are not limited to:


·
External factors, such as:


·
interest rates in financial markets outside Turkey;


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


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


·
economic conditions in Turkey's major export markets;


·
the decisions of international financial institutions regarding the terms of their financial arrangements with Turkey;


·
the impact of any delays or other adverse developments in Turkey's accession to the European Union; and


·
the impact of adverse developments in the region where Turkey is located.


·
Internal factors, such as:


·
general economic and business conditions in Turkey;


·
present and future exchange rates of the Turkish currency;


·
foreign currency reserves;


·
the level of domestic debt;


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·
domestic inflation;


·
the ability of Turkey to effect key economic reforms;


·
the level of foreign direct and portfolio investment; and


·
the level of Turkish domestic interest rates.
SOVEREIGN IMMUNITY AND ARBITRATION
The Republic 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
the Republic. See "Debt Securities -- Governing Law and Consent to Service" in the accompanying prospectus.
CURRENCY
References to "Turkish Lira" and "TL" in this prospectus supplement in the context of a point in time after January 1, 2009 are to the Turkish Lira, the Republic's
new official currency, which was introduced on January 1, 2009 in place of the New Turkish Lira; references in this prospectus supplement to "New Turkish Lira" and
"YTL" are to the lawful currency of the Republic for the period beginning on January 1, 2005 and ending on December 31, 2008; and references to "Turkish Lira" and
"TL" in this prospectus supplement in the context of a point in time prior to January 1, 2005 are to the Turkish Lira before it was replaced with New Turkish Lira.
References to "US$", "$", "U.S. dollars" and "dollars" in this prospectus supplement are to lawful money of the United States of America.
Translations of amounts from Turkish Lira to dollars are solely for the convenience of the reader and, unless otherwise stated, are made at the exchange rate
prevailing at the time as of which such amounts are specified. No representation is made that the Turkish Lira or dollar amounts referred to herein could have been or
could be converted into dollars or Turkish Lira, as the case may be, at any particular rate or at all.

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TABLE OF CONTENTS



Page
Prospectus Supplement

Overview

S-1
Risk Factors

S-4
Recent Developments

S-9
Description of The Notes

S-18
Global Clearance and Settlement

S-24
Taxation

S-27
Underwriting

S-33
Legal Matters

S-36
Table of References

S-37
Prospectus

Where You Can Find More Information

2

Data Dissemination

3

Use of Proceeds

3

Debt Securities

3

Collective Action Securities

13

Plan of Distribution

15

Debt Record

16

Validity of the Securities

17

Official Statements

17

Authorized Agent

17


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OVERVIEW
This overview should be read as an introduction to the prospectus supplement and the accompanying prospectus. Any decision to invest in the notes by
an investor should be based on consideration of the prospectus supplement and the accompanying prospectus as a whole. Where a claim relating to the
information contained in the prospectus supplement or the accompanying prospectus is brought before a court in a Member State of the European Economic
Area, the plaintiff may, under the national legislation of the Member State where the claim is brought, be required to bear the costs of translating the
prospectus supplement and the accompanying prospectus before the legal proceedings are initiated.

Issuer
The Republic of Turkey.

The Republic of Turkey is located in southwestern Asia, where it borders Iran, Armenia, Georgia,
Azerbaijan, Iraq and Syria, and southeastern Europe, where it borders Greece and Bulgaria, with a total

territory (inclusive of its lakes) of approximately 814,578 square kilometers. Turkey's population, as of
December 2012, was estimated to be 75,627,384.

The Republic of Turkey was founded in 1923 and currently has a parliamentary form of government. The

Republic has undertaken many reforms to strengthen its democracy and economy, in connection with its
accession negotiations with the European Union.

Securities Offered
$1,500,000,000 4.875% Notes due April 16, 2043.

Maturity Date
April 16, 2043.

Issue Price
98.834% of the principal amount of the notes.

Interest Payment Dates
April 16 and October 16 of each year, commencing on October 16, 2013.

Status and Ranking
Upon issuance, the notes will constitute direct unconditional and general obligations of the Republic and
will rank equally with the Republic's other external debt denominated in currencies other than Turkish
Lira which is (i) payable to a person or entity not resident in Turkey and (ii) not owing to a Turkish
citizen. See "Debt Securities -- Status of the Debt Securities" and "Debt Securities -- Negative Pledge"
in the accompanying prospectus.

Markets
The notes are offered for sale in those jurisdictions where it is legal to make such offers. See
"Underwriting".

Listing and Admission to Trading
Application is being made to list on the Official List and trade the notes on the Regulated Market "Bourse
de Luxembourg" of the Luxembourg Stock Exchange.

Negative Pledge
Clause (9) of the definition of Permitted Lien set forth on pages five and six of the accompanying
prospectus shall read as follows for purposes of the notes: Liens on assets (other than official holdings of
gold) in


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existence on April 16, 2013, provided that such Liens remain confined to the assets affected thereby on

April 16, 2013, and secure only those obligations so secured on April 16, 2013.

Form
The notes will be book-entry securities in fully registered form, without coupons, registered in the names
of investors or their nominees in denominations of $200,000 and integral multiples of $1,000 in excess
thereof.

Clearance and Settlement
Beneficial interests in the notes will be shown on, and transfer thereof will be effected only through,
records maintained by DTC and its participants, unless certain contingencies occur, in which case the
notes will be issued in definitive form. Investors may elect to hold interests in the notes through DTC,
Euroclear Bank S.A./N.V. ("Euroclear") or Clearstream Banking Luxembourg, société anonyme
("Clearstream Banking Luxembourg"), if they are participants in such systems, or indirectly through
organizations that are participants in such systems. See "Global Clearance and Settlement".

Payment of Principal and Interest
Principal and interest on the notes will be payable in U.S. dollars or other legal tender of the United
States of America. As long as the notes are in the form of a book-entry security, payments of principal and
interest to investors shall be made through the facilities of DTC. See "Description of the Notes --
Payments of Principal and Interest" and "Global Clearance and Settlement -- Ownership of Notes
through DTC, Euroclear and Clearstream Banking Luxembourg".

Default
The notes will contain events of default, the occurrence of which may result in the acceleration of our
obligations under the notes prior to maturity. See "Debt Securities -- Default" and "-- Acceleration of
Maturity" in the accompanying prospectus.

Collective Action Securities
The notes will be designated Collective Action Securities under the Fiscal Agency Agreement, dated as
of December 15, 1998, between the Republic and The Bank of New York Mellon (successor-in-interest to
JPMorgan Chase Bank, N.A.), as amended by Amendment No. 1 to Fiscal Agency Agreement, dated as of
September 17, 2003, and Amendment No. 2 to the Fiscal Agency Agreement, dated as of January 7, 2004
(collectively, the "Fiscal Agency Agreement"). The notes will contain provisions regarding acceleration
and voting on amendments, modifications, changes and waivers that differ from those applicable to
certain other series of U.S. dollar denominated debt securities issued by the Republic and described in
the accompanying prospectus. The provisions described in this prospectus supplement will govern the
notes. These provisions are commonly referred to as "collective action clauses." Under these provisions,
the Republic may amend certain key terms of the notes, including the maturity date, interest rate and other
payment terms, with the consent of the holders of not less than 75% of the aggregate principal amount of
the outstanding notes of the series, voting as a single class. Additionally, if an event of default has
occurred and is continuing, the notes may be declared to be due and payable immediately by holders of
not less than 25% of the aggregate principal amount of the outstanding notes of the series, voting as a
single class. These provisions are described in the sections entitled "Description


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of the Notes -- Default; Acceleration of Maturity" and "-- Amendments and Waivers" in this prospectus

supplement and "Collective Action Securities" in the accompanying prospectus.

Sinking Fund
None.

Prescription Period
None.

Use of Proceeds
The Republic will use the net proceeds of the sale of the notes for general financing purposes, which may
include the repayment of debt. The amount of net proceeds (before expenses) is $1,481,310,000.

Risk Factors
Risks associated with the notes generally include: 1) the trading market for debt securities may be volatile
and may be adversely impacted by many events; 2) there may be no active trading market for the notes;
3) the notes may not be a suitable investment for all investors; 4) the notes are unsecured; 5) the notes
contain provisions that permit the Republic to amend the payment terms without the consent of all holders;
6) there can be no assurance that the laws of the State of New York in effect as at the date of this
prospectus supplement will not be modified; and 7) legal investment considerations may restrict certain
investments.

Risks associated with the Republic generally include: 1) Turkey is a foreign sovereign state and
accordingly it may be difficult to obtain or enforce judgments against it; 2) there can be no assurance that
Turkey's credit ratings will not change; 3) changes in the Republic's domestic and international political
and economic environment may have a negative effect on its financial condition; 4) the volatile
international markets may have a negative effect on the Turkish market and Turkish Securities; 5) potential

refinancing risk; 6) potential inflation risks; 7) risks associated with Turkey's current account deficit;
8) risks associated with the foreign exchange rate of the Republic's currency; 9) risks associated with
delays or other adverse developments in the Republic's accession to the European Union which may have
a negative impact on the Republic's economic performance and credit ratings; 10) risks associated with
pending arbitration proceedings; and 11) risks associated with external shocks.


These risk factors are described in the section entitled "Risk Factors" of this prospectus supplement.

Fiscal Agency Agreement
The notes will be issued pursuant to the Fiscal Agency Agreement.

Taxation
For a discussion of United States, Turkish and Luxembourg tax consequences associated with the notes,
see "Taxation" in this prospectus supplement. Investors should consult their own tax advisors in
determining the foreign, U.S. federal, state, local and any other tax consequences to them of the purchase,
ownership and disposition of the notes.

Governing Law
The notes will be governed by the laws of the State of New York, except with respect to the authorization
and execution of the notes, which will be governed by the laws of the Republic of Turkey.


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RISK FACTORS
You should read this entire prospectus supplement and the accompanying prospectus carefully. Words and expressions defined elsewhere in this prospectus
supplement and the accompanying prospectus have the same meanings in this section. Investing in the notes involves certain risks. In addition, the purchase of the
notes may involve substantial risks and be suitable only for investors who have the knowledge and experience in financial and business matters to enable them to
evaluate the risks and merits of an investment in the notes. You should make your own inquiries as you deem necessary without relying on the Republic or any
underwriter and should consult with your financial, tax, legal, accounting and other advisers, prior to deciding whether to make an investment in the notes. You
should consider, among other things, the following:
Risks Relating to the Notes
The trading market for debt securities may be volatile and may be adversely impacted by many events.
The market for the notes issued by the Republic is influenced by economic and market conditions and, to varying degrees, interest rates, currency exchange rates
and inflation rates in the United States and Europe and other industrialized countries. There can be no assurance that events in Turkey, the United States, Europe or
elsewhere will not cause market volatility or that such volatility will not adversely affect the price of the notes or that economic and market conditions will not have any
other adverse effect.
There may be no active trading market for the notes.
There can be no assurance that an active trading market for the notes will develop, or, if one does develop, that it will be maintained. If an active trading market
for the notes does not develop or is not maintained, the market or trading price and liquidity of the notes may be adversely affected. If the notes are traded after their
initial issuance, they may trade at a discount to their initial offering price, depending upon prevailing interest rates, the market for similar securities, general economic
conditions and the financial condition of the Republic. Although an application will be made to list on the Official List and trade the notes on the Regulated Market
"Bourse de Luxembourg" of the Luxembourg Stock Exchange, there is no assurance that such application will be accepted or that an active trading market will develop.
The notes may not be a suitable investment for all investors.
You must determine the suitability of investment in the notes in the light of your own circumstances. In particular, you should:
(i) have sufficient knowledge and experience to make a meaningful evaluation of the notes and the merits and risks of investing in the notes;
(ii) have access to, and knowledge of, appropriate analytical tools to evaluate, in the context of its particular financial situation, an investment in the notes
and the impact the notes will have on your overall investment portfolio;
(iii) have sufficient financial resources and liquidity to bear all of the risks of an investment in the notes, including where the currency for principal or
interest payments is different from your currency;
(iv) understand thoroughly the terms of the notes and be familiar with the behavior of any relevant indices and financial markets; and
(v) be able to evaluate (either alone or with the help of a financial adviser) possible scenarios for economic, interest rate and other factors that may affect
your investment and your ability to bear the applicable risks.
The notes are unsecured.
The notes constitute unsecured obligations of the Republic.

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The notes contain provisions that permit the Republic to amend the payment terms without the consent of all holders.
The notes contain provisions regarding acceleration and voting on amendments, modifications, changes and waivers, which are commonly referred to as
"collective action clauses". Under these provisions, certain key provisions of the notes may be amended, including the maturity date, interest rate and other payment
terms, with the consent of the holders of 75% of the aggregate principal amount of the outstanding notes. See "Description of the Notes -- Default; Acceleration of
Maturity" and "-- Amendments and Waivers" in this prospectus supplement and "Collective Action Securities" in the accompanying prospectus.
There can be no assurance that the laws of the State of New York in effect as at the date of this prospectus will not be modified.
The conditions of the notes are based on the laws of the State of New York in effect as at the date of this prospectus supplement. No assurance can be given as to
the impact of any possible judicial decision or change to New York law or administrative practice after the date of this prospectus supplement.
Legal investment considerations may restrict certain investments.
The investment activities of certain investors are subject to legal investment laws and regulations, or review or regulation by certain authorities. You should
consult your legal advisers to determine whether and to what extent (1) the notes are legal investments for you, (2) the notes can be used as collateral for various types
of borrowing and (3) other restrictions apply to its purchase or pledge of any notes. Financial institutions should consult their legal advisors or the appropriate
regulators to determine the appropriate treatment of notes under any applicable risk-based capital or similar rules.
Risks Relating to the Republic
Turkey is a foreign sovereign state and accordingly it may be difficult to obtain or enforce judgments against it.
The Republic is a sovereign state. Consequently, your ability to sue the Republic may be limited. See "Debt Securities -- Governing Law and Consent to
Service" in the accompanying prospectus.
The Republic has not consented to service or waived sovereign immunity with respect to actions brought against it under United States federal securities laws or
any State securities laws. In the absence of a waiver of immunity by the Republic with respect to these actions, it would not be possible to obtain judgment in such an
action brought against the Republic in a court in the United States unless the court were to determine that the Republic is not entitled under the Foreign Sovereign
Immunities Act to sovereign immunity with respect to such action. Further, even if a United States judgment could be obtained in such an action, it may not be possible
to enforce in the Republic a judgment based on such a United States judgment. Execution upon property of the Republic located in the United States to enforce a United
States judgment may not be possible except under the limited circumstances specified in the Foreign Sovereign Immunities Act.
There can be no assurance that Turkey's credit rating will not change.
Long-term debt of the Republic is currently rated BB+ (Stable Outlook) by Standard and Poor's, which changed the Republic's long-term debt rating on March
27, 2013 from BB (Stable Outlook), Ba1 (Positive Outlook) by Moody's (which changed the Republic's long-term foreign and local currency rating on June 20, 2012
from Ba2 (Positive Outlook)) and BBB- (Stable Outlook) by Fitch (which changed the Republic's long-term foreign currency rating on November 5, 2012 from BB+
(Stable Outlook)). A security rating is not a recommendation to buy, sell or hold securities and may be subject to suspension, reduction or withdrawal at any time by the
assigning rating agency. Any adverse change in an applicable credit rating could adversely affect the trading price for the notes and have the potential to affect the
Republic's cost of funds in the international capital markets and the liquidity of and demand for the Republic's debt securities. The Republic's current long-term debt
ratings are sub-investment grade. They indicate that the notes are regarded as having significant speculative characteristics, and that there are major ongoing
uncertainties or exposure to financial or economic conditions which could compromise the Republic's capacity to meet its financial commitment on the notes.

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Political and Economic Environment.
The Republic has from time to time experienced volatile political, economic and social conditions and two financial crises in 1994 and 2000/2001. Turkey's
economy was also impacted by the 2008-2009 global financial crisis. If similar conditions recur or if the current global slowdown persists or worsens, this may affect
the Republic's economy and financial condition. Turkey has not defaulted on any principal or interest of any external debt represented by bonds issued in public
international markets since it began issuing such bonds in 1988. In 1978, 1979 and 1980, Turkey rescheduled an aggregate amount of approximately $3.95 billion of its
external debt consisting of commercial and government credits, which represented 20.6% of Turkey's total outstanding external debt at that time. Turkey initiated the
rescheduling to avoid a possible default under its external debt. Since that rescheduling, Turkey has always paid, when due, the full amount of principal and interest on
its direct and indirect external debt. Turkey completed all payments under the rescheduling in July 1992.
Turkey has been a parliamentary democracy since 1923. Since its formation in 1923, Turkey has had 60 governments and political disagreements have frequently
resulted in early elections. In Turkey's most recent national elections, held in June 2011, the Justice and Development Party (the "AKP") won with 49.8% of the eligible
votes. Recep Tayyip Erdogan has served as Prime Minister since March 2003. On August 28, 2007, Abdullah Gül was elected the 11th president of Turkey.
The Turkish military establishment has historically been an important factor in Turkish government and politics, interfering with civilian authority three times
since 1959 (in 1960, 1971 and 1980). Each time, the military withdrew after the election of a new civilian government and the introduction of changes to the legal and
political systems.
Any negative changes in the political environment of the Republic may affect the stability of the Turkish economy. In addition, the failure of the Turkish
Government to implement its proposed economic and financial policies may also adversely affect the Turkish economy.
International Considerations.
As a result of economic instability in many developed and emerging markets, the international financial markets have experienced a significant amount of
volatility and many financial market indices have declined significantly. The potential impact of such volatility on the Turkish market and on Turkish securities is
uncertain.
The Republic is located in a region which has been subject to ongoing political and security concerns, especially in recent years. These concerns in certain
neighboring countries, such as Iran, Iraq, Georgia, Armenia and Syria, have been one of the potential risks associated with investment in Turkish securities. Further,
since December 2010, political instability has increased markedly in a number of countries in the Middle East and North Africa, such as Libya, Tunisia, Egypt, Syria,
Jordan, Bahrain and Yemen. As a result of the anti-government uprising in Syria, thousands of Syrian refugees have fled to Turkey and more can be expected to cross the
Turkish-Syrian border if the unrest in Syria escalates. Due to recent conflict at the Turkish-Syrian border, at the request of Turkey, NATO approved the deployment of
Patriot anti-missile batteries on Turkey's border with Syria, which will be used to protect the Turkish border. Unrest in other countries may affect Turkey's relationships
with its neighbours, have political implications in Turkey or otherwise have a negative impact on the Turkish economy.
In recent years, Turkey has experienced a number of terrorist incidents, including four bombings in November 2003 and bombings in March 2004 and December
2008 in Istanbul. During 2006 Turkey experienced a series of bombings, including the August 2006 bombings in Istanbul, Antalya and Marmaris. In May 2007 and
September 2011, Turkey experienced a bombing in Ankara and bombings in Istanbul in July 2008. If additional attacks occur in the future, Turkey's capital markets,
levels of tourism in Turkey and foreign investment in Turkey, among other things, may suffer.
Refinancing Risk.
The Republic has sizeable amounts of domestic and international debt. Central government gross domestic debt stock was approximately TL388.9 billion and
central government gross external debt stock was approximately $80.6 billion as of the end of January 2013 and February 2013, respectively. Given the relatively

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