Obligation Colombiana 6.125% ( US195325BM66 ) en USD

Colombiana

83.54 % ▲

Colombie

US195325BM66 ( en USD )

6.125% par an ( paiement semestriel )

17/01/2041

Prospectus brochure de l'obligation Colombia US195325BM66 en USD 6.125%, échéance 17/01/2041

195325BM6

18/01/2026 ( Dans 170 jours )

La Colombie est un pays d'Amérique du Sud caractérisé par une grande diversité géographique, une riche biodiversité, une histoire complexe et une culture vibrante influencée par des populations indigènes, espagnoles et africaines.

L'obligation souveraine émise par la République de Colombie, un acteur majeur de l'économie émergente latino-américaine dont la stabilité macroéconomique et les ressources naturelles, notamment le pétrole et le café, soutiennent la capacité de remboursement, est un instrument de dette libellé en dollars américains (USD), identifié par le code ISIN US195325BM66 et le code CUSIP 195325BM6. Ce titre affiche un taux d'intérêt nominal (coupon) de 6.125%, payable deux fois par an aux investisseurs, et sa date de maturité est fixée au 17 janvier 2041, la positionnant ainsi comme un investissement à long terme. Sur le marché secondaire, cette obligation se négocie actuellement à 80.72% de sa valeur nominale, ce qui indique qu'elle est proposée à un prix inférieur au pair, potentiellement en raison des conditions de marché actuelles ou des attentes concernant les taux d'intérêt futurs, offrant un rendement à l'échéance supérieur à son coupon nominal.

PROSPECTUS SUPPLEMENT
(TO PROSPECTUS DATED DECEMBER 20, 2011)
U.S. $1,500,000,000
Republic of Colombia
6.125% Global Bonds due 2041
The bonds will mature on January 18, 2041. Colombia will pay interest on the bonds each January 18 and July 18, commencing on
July 18, 2012. The bonds will be issued in denominations of U.S. $100,000 and integral multiples of U.S. $1,000 in excess thereof.
The bonds will be direct, general, unconditional, unsecured and unsubordinated external indebtedness of Colombia and will be
backed by the full faith and credit of Colombia. The bonds will rank equal in right of payment with all of Colombia's present and future
unsecured and unsubordinated external indebtedness.
Colombia may redeem the bonds before maturity, at par plus the Make-Whole Amount and accrued interest, as described in the
section entitled "Description of the Bonds--Optional Redemption" in this prospectus supplement. The bonds will not be entitled to the
benefit of any sinking fund.
The bonds offered hereby will be a further issuance of, and will form a single series with, the U.S. $1,000,000,000 aggregate
principal amount of Colombia's 6.125% Global Bonds due 2041 issued on October 20, 2009. The total aggregate amount of the previously
issued bonds and the bonds now being issued will be U.S. $1,500,000,000.
The bonds will contain provisions regarding acceleration and future modifications to their terms that differ from those applicable to
Colombia's outstanding public external indebtedness issued prior to January 21, 2004. Under these provisions, which are described in the
sections entitled "Description of the Securities--Debt Securities--Default and Acceleration of Maturity," "--Collective Action Securities"
and "--Meetings and Amendments--Approval (Collective Action Securities)" in the accompanying prospectus, Colombia may amend the
payment provisions of the bonds with the consent of the holders of 75% of the aggregate principal amount of the outstanding bonds.
Application has been made to list the bonds on the official list of the Luxembourg Stock Exchange and to trade them on the Euro
MTF Market of the Luxembourg Stock Exchange.
See "Risk Factors" beginning on page S-8 to read about certain risks you should consider before investing in the bonds.
ANY OFFER OR SALE OF BONDS IN ANY MEMBER STATE OF THE EUROPEAN ECONOMIC AREA WHICH HAS
IMPLEMENTED DIRECTIVE 2003/71/EC (THE ``PROSPECTUS DIRECTIVE'') MUST BE ADDRESSED TO QUALIFIED
INVESTORS (AS DEFINED IN THE PROSPECTUS DIRECTIVE).
Neither the Securities and Exchange Commission, referred to as the SEC, 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.
Per bond
Total
Public offering price(1) ................................................................................................................................117.738%
U.S.$1,766,070,000
Underwriting discount................................................................................................................................
0.250%
U.S.$
3,750,000
Proceeds, before expenses, to Colombia.......................................................................................................
1 ..
1 ..
7 ...
4 ..
8..
8%
U.S.$1,762,320,000
(1)
Purchasers will also be required to pay accrued interest totaling U.S. $2,296,875, or U.S. $1.53 per U.S.$1,000 principal amount of bonds, from January 18,
2012 to, but not including, January 27, 2012 , the date Colombia expects to deliver the bonds offered by this prospectus supplement, or to the date of delivery, if later.
Delivery of the bonds, in book-entry form only, is expected to be made on or about January 27, 2012.
HSBC
J.P. Morgan
The date of this prospectus supplement is January 27, 2012.

TABLE OF CONTENTS
Prospectus Supplement
Summary.........................................................................................................................................................................................
S-3
The Issuer ..............................................................................................................................................................................
S-3
The Offering..........................................................................................................................................................................
S-6
Risk Factors ....................................................................................................................................................................................
S-8
Certain Defined Terms and Conventions........................................................................................................................................ S-10
About This Prospectus Supplement ................................................................................................................................................ S-10
Incorporation by Reference............................................................................................................................................................. S-10
Table of References ........................................................................................................................................................................ S-11
Use of Proceeds .............................................................................................................................................................................. S-12
Recent Developments ..................................................................................................................................................................... S-13
Description of the Bonds ................................................................................................................................................................ S-22
General Terms of the Bonds.................................................................................................................................................. S-22
Further Issues ........................................................................................................................................................................ S-22
Optional Redemption ............................................................................................................................................................ S-23
Payment of Principal and Interest.......................................................................................................................................... S-23
Paying Agents and Transfer Agents ...................................................................................................................................... S-24
Notices................................................................................................................................................................................... S-24
Registration and Book-Entry System .................................................................................................................................... S-24
Certificated Bonds................................................................................................................................................................ S-24
Taxation .......................................................................................................................................................................................... S-25
Underwriting................................................................................................................................................................................... S-28
General Information........................................................................................................................................................................ S-31
Prospectus
About This Prospectus ....................................................................................................................................................................
2
Forward-Looking Statements..........................................................................................................................................................
2
Use of Proceeds ..............................................................................................................................................................................
2
Description of the Securities...........................................................................................................................................................
3
Taxation ..........................................................................................................................................................................................
13
Debt Record ....................................................................................................................................................................................
15
Plan of Distribution.........................................................................................................................................................................
15
Official Statements .........................................................................................................................................................................
16
Validity of the Securities ................................................................................................................................................................
16
Authorized Representative..............................................................................................................................................................
16
Where You Can Find More Information.........................................................................................................................................
16
We have only provided to you the information contained in or incorporated by reference in this prospectus supplement
and the accompanying prospectus. This prospectus supplement and the accompanying prospectus may be used only for the
purposes for which they have been published. We have not authorized anyone to provide you with different information. We
are not making an offer of these securities in any state where the offer is not 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 the
date on the front of this prospectus supplement.
S-2

SUMMARY
This summary highlights information contained elsewhere in this prospectus supplement and the accompanying prospectus. It is
not complete and may not contain all of the information that you should consider before investing in the bonds. You should read this
entire prospectus supplement and the accompanying prospectus carefully.
The Issuer
Overview
Colombia is the fourth largest country in South America, with a territory of 441,020 square miles (1,141,748 square kilometers).
Located on the northwestern corner of the South American continent, Colombia borders Panama and the Caribbean Sea on the north,
Peru and Ecuador on the south, Venezuela and Brazil on the east and the Pacific Ocean on the west. According to the Departamento
Administrativo Nacional Estadístico (National Administrative Department of Statistics, or "DANE"), Colombia's population in 2010
was approximately 45.5 million, compared with 45.0 million in 2009. Based on the latest available population statistics for Colombian
cities, in 2010, approximately 7.3 million people live in the metropolitan area of Bogotá, the capital of Colombia. Furthermore, in
2010, Medellín and Cali, the second and third largest cities, had populations of approximately 2.3 million and 2.2 million,
respectively. The most important urban centers, with the exception of Barranquilla (the largest port city), are located in the Cordillera
valleys. Colombia has a population density of approximately 108 people per square mile (42 people per square kilometer).
Government
Colombia is governed as a Presidential Republic. Colombia's territory is divided into 32 departments. Each department is
divided into municipalities.
The Republic of Colombia is one of the oldest democracies in the Americas. In 1991, a popularly elected Constitutional
Assembly approved a new Constitution, replacing the Constitution of 1886. The Constitution provides for three independent branches
of government: an executive branch headed by the President; a legislative branch consisting of the bicameral Congress, composed of
the Chamber of Representatives and the Senate; and a judicial branch consisting of the Corte Constitucional (Constitutional Court),
the Corte Suprema de Justicia (Supreme Court of Justice, or "Supreme Court"), the Consejo de Estado (Council of State), the Consejo
Superior de la Judicatura (Supreme Judicial Council), the Fiscalía General de la Nación (National Prosecutor General) and in such
lower courts as may be established by law.
On June 20, 2010, Juan Manuel Santos was elected President of the Republic of Colombia with 69.0% of the vote. President
elect Santos assumed the office of the President on August 7, 2010.
Judicial power is vested in the Constitutional Court, the Supreme Court, the Council of State, the Supreme Judicial Council, the
National Prosecutor General and in such lower courts as may be established by law. The function of the Constitutional Court, whose
nine members are elected by the Senate for an eight-year term, is to assure that all laws are consistent with the Constitution and to
review all decisions regarding fundamental rights. The Supreme Court is the final appellate court for resolving civil, criminal and
labor proceedings. The Council of State adjudicates all matters relating to the exercise of public authority or actions taken by the
public sector, including the review of all administrative decisions or resolutions that are alleged to contradict the Constitution or the
law. The Council of State also acts as advisor to the Government on administrative matters. The Supreme Court and Council of State
justices are appointed for eight-year terms by their predecessors from a list of candidates provided by the Supreme Judicial Council.
The National Prosecutor General, who is appointed for a four-year term by the Supreme Court from a list of three candidates
submitted by the President, acts as the nation's prosecutor. The judicial branch is independent from the executive branch with respect
to judicial appointments as well as budgetary matters.
National legislative power is vested in the Congress, which consists of a 102-member Senate and a 166-member Chamber of
Representatives. Senators and Representatives are elected by direct popular vote for terms of four years. Senators are elected on a
nonterritorial basis, while Representatives are elected on the basis of proportional, territorial representation. In each department,
administrative power is vested in departmental assemblies whose members are elected by direct popular vote. At the municipal level,
administrative power is vested in municipal councils, which preside over budgetary and administrative matters.
S-3

Selected Colombian Economic Indicators
For the Year Ended December 31,
2006
2007
2008
2009
2010
Domestic Economy
Real GDP Growth (percent)(1) ..........................
6.7%
6.9%
3.5%
1.5%
4.3%
Gross Fixed Investment Growth
18.1
14.4
9.9
(0.8)
7.1
(percent)(1).....................................................
Private Consumption Growth
6.4
7.3
3.5
0.9
4.3
(percent)(1).....................................................
Public Consumption Growth
5.6
6.0
3.3
3.5
4.7
(percent)(1).....................................................
Consumer Price Index(2) ................................
4.5
5.7
7.7
2.0
3.2
Producer Price Index(2) ................................
5.5
1.3
9.0
(2.2)
4.4
Interest Rate (percent)(3) ................................
6.3
8.0
9.7
6.1
3.7
Unemployment Rate (percent)(4)........................
11.8
9.9
10.6
11.3
11.1
Balance of Payments
(millions of U.S. dollars)
Exports of Goods (FOB)(5)............................
$ ....
23,930
$
29,381
$
37,095
$
32,563
$
39,546
Oil and its derivatives(5) .........................
6,328
7,318
12,204
10,254
16,483
Coffee(5) ..................................................
1,461
1,714
1,883
1,543
1,884
Imports of Goods (FOB)(5)................................
23,975
30,088
36,320
30,510
37,508
Current Account Balance(5)................................
(2,988)
( 6,018)
(6,923)
(5,011)
(8,855)
Net Foreign Direct Investment(5) .......................
5,558
8,136
8,342
4,049
352
Net International Reserves................................
15,436
20,949
24,030
25,356
28,452
Months of Coverage of Imports
(Goods and Services) ................................
6.1
6.7
6.4
7.9
7.3
Public Finance(6)
(billions of pesos or percentage of GDP)
Non-financial Public Sector
Revenue(7) .....................................................Ps. 169,154
Ps. 196,362
Ps. 193,604
Ps. 204,496
Ps.214,858
Non-financial Public Sector
Expenditures (7) ................................
Ps. 170,485
Ps. 200,129
Ps. 189,884
Ps. 215,110
Ps. 229,445
Non-financial Public Sector Primary
Surplus/(Deficit)(8) ................................
12,227
13,072
16,864
4,862
(677)
Percent of Nominal GDP(1) ...................
3.2%
3.0%
3.5%
1.0%
(0.1)%
Non-financial Public Sector Fiscal
Surplus/(Deficit)................................
(3,162)
(4,323)
187
(12, 772)
(16,934)
Percent of Nominal GDP(1) ...................
(0.8)%
(1.0)%
0.0%
(2.5)%
(3.1)%
Central Government Fiscal Surplus/
(Deficit).........................................................
(13,069)
(11,614)
(11,068)
(20,715)
(21,019)
Percent of Nominal GDP(1) ...................
(3.4)%
(2.7)%
(2.3)%
(4.1)%
(3.8)%
Public Debt (9)
Public Sector Internal Funded Debt
(billions of pesos)(10) ..............................
P..
s
124,206
Ps.
132,476
Ps.
140,935
Ps.
159,032
Ps.
183,309
Percent of Nominal GDP(1) ...................
32.4%
30.7%
29.3%
31.3%
33.5%
Public Sector External Funded Debt
(millions of dollars)(11) .............................
$ ...
25,963
$
28,113
$
28,720
$
35,563
$
38,253
Percent of Nominal GDP(1) ...................
19.1%
14.1%
12.0%
15.4%
14.0%
__________________
Some of the foregoing figures are updated by more recent information under "Recent Developments".
1:
Figures for 2009 and 2010 are preliminary.
2:
Percentage change over the twelve months ended December 31 of each year.
3:
Average for each year of the short-term composite reference rate, as calculated by the Superintendencia Financiera (Financial
Superintendency).
4:
Refers to the average national unemployment rates in December of each year.
5:
Figures for all years have been calculated according to the recommendations contained in the fifth edition of the IMF's
Balance of Payments Manual. Preliminary figures for 2006 through 2010. Imports and exports of goods do not include
"special trade operations."
6:
All figures calculated according to IMF methodology, which includes privatization, concession and securitization proceeds as
part of public sector revenues. Figures given as a percentage of GDP are calculated using 2005 as the base year for calculating
constant prices.
7:
The amounts of transfers among the different levels of the consolidated non-financial public sector are not eliminated in the
calculation of consolidated non-financial public sector revenue and consolidated non-financial public sector expenditures and,
accordingly, the revenue and expenditure figures included above are greater than those that would appear were such transfers
eliminated upon consolidation.
8:
Primary surplus/(deficit) equals total consolidated non-financial public sector surplus/(deficit) without taking into account
interest payments or interest income. Figures for 2009 correspond to the Cierre Fiscal GNC 2009 released by Consejo
Superior de Política Fiscal ("CONFIS") (Documento Asesores 04/2010). Figures for 2010 are preliminary.
9:
Figures for 2010 are subject to revision. Exchange rates at December 31 of each year.
S-4

10:
Includes peso-denominated debt of the Government (excluding state-owned financial institutions and departmental and
municipal governments) with an original maturity of more than one year, and public sector entities' guaranteed internal debt.
11:
Includes external debt of the Government (including Banco de la República, public agencies and entities, departments and
municipal governments and state-owned financial institutions) with an original maturity of more than one year.
Sources: Banco de la República, Ministry of Finance and Public Credit ("Ministry of Finance"), DANE and Consejo Superior de
Política Fiscal ("CONFIS")
S-5

The Offering
Issuer ................................................................... The Republic of Colombia.
Aggregate Principal Amount ............................ U.S. $1,500,000,000.
Issue Price ........................................................... 117.738% of the principal amount of the bonds, plus accrued interest from January
18, 2012, to, but not including, January 27, 2012, the date on which Colombia
expects to deliver the bonds, or to the date of delivery, if later.
Issue Date ............................................................ January 27, 2012.
Maturity Date ..................................................... January 18, 2041.
Form of Securities .............................................. The bonds will be issued in the form of one or more registered global securities
without coupons. The bonds will not be issued in bearer form.
Denominations .................................................... The bonds will be issued in denominations of U.S. $100,000 and integral multiples
of U.S. $1,000 in excess thereof.
Interest ................................................................ The bonds will bear interest from January 18, 2012 at the rate of 6.125% per year.
Colombia will pay you interest semi-annually in arrears on January 18 and July 18
of each year. The first interest payment will be made on July 18, 2012.
Redemption ......................................................... The bonds will be subject to redemption at the option of Colombia before maturity.
See "Description of the Bonds--Optional Redemption" in this prospectus
supplement. The bonds will not be entitled to the benefit of any sinking fund.
Risk Factors ........................................................ Risk factors relating to the bonds:
· The price at which the bonds will trade in the secondary market is uncertain.
· The bonds will contain provisions that permit Colombia to amend the payment
terms without the consent of all holders.
Risk factors relating to Colombia:
· Colombia is a foreign sovereign state and accordingly it may be difficult to
obtain or enforce judgments against it.
· Certain economic risks are inherent in any investment in an emerging market
country such as Colombia.
· Colombia's economy is vulnerable to external shocks, including the global
economic crisis that began in 2008 and those that could be caused by continued
or future significant economic difficulties of its major regional trading partners
or by more general "contagion" effects, all of which could have a material
adverse effect on Colombia's economic growth and its ability to service its
public debt.
See "Risk Factors" below for a discussion of certain factors you should consider
before deciding to invest in the bonds.
Status ................................................................... The bonds offered by this prospectus supplement will be direct, general,
unconditional, unsecured and unsubordinated external indebtedness of Colombia
and will be backed by the full faith and credit of Colombia. The bonds will rank
equally in right of payment with all of Colombia's present and future unsecured
and unsubordinated external indebtedness.
Single Series ........................................................ The bonds offered hereby will be a further issuance of, and will form a single
series with, the U.S. $1,000,000,000 aggregate principal amount of Colombia's
6.125% Global Bonds due 2041 issued on October 20, 2009.
Withholding Tax and Additional Amounts ..... We will make all payments on the bonds without withholding or deducting any
taxes imposed by Colombia, subject to certain specified exceptions. For more
information, see "Description of the Securities--Debt Securities--Additional
S-6

Amounts" on page 4 of the accompanying prospectus.
Further Issues ..................................................... Colombia may, without the consent of the holders, create and issue additional
bonds that may form a single series of bonds with the outstanding bonds; provided
that such additional bonds do not have, for purposes of U.S. federal income
taxation (regardless of whether any holders of such additional bonds are subject to
U.S. federal tax laws), a greater amount of original issue discount than the bonds
have as of the date of the issue of such additional bonds.
Listing ................................................................. Application has been made to list the bonds on the official list of the Luxembourg
Stock Exchange and to trade them on the Euro MTF Market of the Luxembourg
Stock Exchange.
Governing Law ................................................... New York, except that the laws of Colombia will govern all matters relating to
authorization and execution by Colombia.
Additional Provisions ......................................... The bonds will contain provisions regarding acceleration and future modifications
to their terms that differ from those applicable to Colombia's outstanding external
public indebtedness issued prior to January 21, 2004. Those provisions are
described in the sections entitled "Description of the Securities--Debt Securities--
Default and Acceleration of Maturity," "--Collective Action Securities" and "--
Meetings and Amendments--Approval (Collective Action Securities)" in the
accompanying prospectus.
Use of Proceeds ................................................... The net proceeds of the sale of the bonds, not including accrued interest, will be
approximately U.S. $1,762,020,000, after deduction of the underwriting discount
and of certain expenses payable by Colombia (which are estimated to be
U.S. $300,000). Colombia will use the net proceeds, (i) in part, for liability
management transactions, all of which will settle on the same day and which may
include payment of the purchase price for securities which Colombia may purchase
pursuant to its planned offer to purchase for cash on the terms and subject to the
conditions set forth in an Offer to Purchase, dated January 10, 2012, and, (ii) in
part, to cover 2012 budgetary expenditures.
Underwriting ...................................................... Under the terms and subject to the conditions contained in an underwriting
agreement dated as of January 10, 2012, HSBC Securities (USA) Inc. and J.P.
Morgan Securities LLC, as underwriters, are obligated to purchase all of the bonds
if any are purchased.
S-7

RISK FACTORS
This section describes certain risks associated with investing in the bonds. You should consult your financial and legal advisors
about the risk of investing in the bonds. Colombia disclaims any responsibility for advising you on these matters.
Risk Factors Relating to the Bonds
The price at which the bonds will trade in the secondary market is uncertain.
Colombia has been advised by the underwriters that they intend to make a market in the bonds but they are not obligated to do
so and may discontinue market making at any time without notice. Application has been made to list the bonds on the official list of
the Luxembourg Stock Exchange and to trade them on the Euro MTF Market of the Luxembourg Stock Exchange. No assurance can
be given as to the liquidity of the trading market for the bonds. The price at which the bonds will trade in the secondary market is
uncertain.
The bonds will contain provisions that permit Colombia to amend the payment terms without the consent of all holders.
The bonds will contain provisions regarding acceleration and voting on future amendments, modifications and waivers, which
are commonly referred to as "collective action clauses." Under these provisions, certain key provisions of the bonds 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 bonds. See "Description of the Securities--Debt Securities--Default and Acceleration of Maturity," "--
Collective Action Securities" and "--Meetings and Amendments--Approval (Collective Action Securities)" in the accompanying
prospectus.
Risk Factors Relating to Colombia
Colombia is a foreign sovereign state and accordingly it may be difficult to obtain or enforce judgments against it.
Colombia is a foreign state. As a result, it may not be possible for investors to effect service of process within their own
jurisdictions upon Colombia or to enforce against Colombia judgments obtained in their own jurisdictions. See "Description of the
Securities--Jurisdiction; Enforceability of Judgments" in the accompanying prospectus.
Certain economic risks are inherent in any investment in an emerging market country such as Colombia.
Investing in an emerging market country such as Colombia carries economic risks. These risks include economic instability that
may affect Colombia's economic results. Economic instability in Colombia and in other Latin American and emerging market
countries has been caused by many different factors, including the following:
·
high interest rates;
·
changes in currency values;
·
high levels of inflation;
·
exchange controls;
·
wage and price controls;
·
changes in economic or tax policies;
·
the imposition of trade barriers; and
·
internal security issues.
Any of these factors, as well as volatility in the markets for securities similar to the bonds, may adversely affect the liquidity of,
and trading markets for, the bonds. See "Forward-Looking Statements" in the accompanying prospectus. For further information on
internal security, see "Recent Developments--Republic of Colombia--Internal Security."
S-8

Colombia's economy remains vulnerable to external shocks, including the global economic crisis that began in 2008 and those
that could be caused by future significant economic difficulties of its major regional trading partners or by more general "contagion"
effects, which could have a material adverse effect on Colombia's economic growth and its ability to service its public debt.
Colombia experienced an economic contraction in the first nine months of 2009 and other adverse economic and financial
effects as a result of the global economic crisis but experienced improved economic conditions starting in October 2009. According to
preliminary figures, for the year ended December 31, 2011, the Central Government fiscal deficit decreased to 3.2% of GDP
compared to a deficit of 3.8% of GDP in 2010. According to preliminary figures, the non-financial public sector balance in 2011 was a
deficit of 2.8% of GDP, compared to a deficit of 3.2% of GDP in 2009. See "Recent Developments--Monetary System --Interest
rates and inflation" and "--Foreign exchange rates and international reserves" in this prospectus supplement, and "Economy--Gross
Domestic Product", "Monetary System--Foreign Exchange Rates and International Reserves --Appreciation of the Peso and
Measures Taken by the Government", "--Interest rates and inflation" in Colombia's annual report on Form 18-K for the year ended
December 31, 2010.
Emerging-market investment generally poses a greater degree of risk than investment in more mature market economies because
the economies in the developing world are more susceptible to destabilization resulting from domestic and international developments.
A significant decline in the economic growth of any of Colombia's major trading partners, such as the United States or the European
Union, could have a material adverse impact on Colombia's balance of trade and adversely affect Colombia's economic growth. The
United States and the European Union are Colombia's largest export markets. As of October 31, 2011, the United States accounted for
37.95% of Colombia's total exports and the European Union accounted for 15.25% of Colombia's total exports. A decline in United
States or European Union demand for imports could have a material adverse effect on Colombian exports and Colombia's economic
growth. In addition, because international investors' reactions to the events occurring in one emerging market country sometimes
appear to demonstrate a "contagion" effect, in which an entire region or class of investments is disfavored by international investors,
Colombia could be adversely affected by negative economic or financial developments in other emerging market countries. Colombia
has been adversely affected by such contagion effects on a number of occasions, including following the 1997 Asian financial crisis,
the 1998 Russian financial crisis, the 1999 devaluation of the Brazilian real, the 2001 Argentine financial crisis and the global
economic crisis that began in 2008. Similar developments can be expected to affect the Colombian economy in the future.
There can be no assurance that any crises such as those described above or similar events will not negatively affect investor
confidence in emerging markets or the economies of the principal countries in Latin America, including Colombia. In addition, there
can be no assurance that these events will not adversely affect Colombia's economy and its ability to raise capital in the external debt
markets in the future. See "Forward-Looking Statements" in the accompanying prospectus.
S-9

CERTAIN DEFINED TERMS AND CONVENTIONS
Currency of Presentation
Unless otherwise stated, Colombia has translated historical amounts into U.S. dollars ("U.S. dollars," "dollars" or "U.S. $") or
pesos ("pesos," "Colombian pesos" or "Ps.") at historical average exchange rates for the period indicated. Translations of pesos to
dollars have been made for the convenience of the reader only and should not be construed as a representation that the amounts in
question have been, could have been or could be converted into dollars at any particular rate or at all.
ABOUT THIS PROSPECTUS SUPPLEMENT
You should read this prospectus supplement along with the accompanying prospectus attached hereto. Colombia is furnishing
this prospectus supplement and the accompanying prospectus solely for use by prospective investors in connection with their
consideration of a purchase of the bonds and for Luxembourg listing purposes.
Responsibility Statement
Colombia, having taken all reasonable care to ensure that such is the case, confirms that the information contained in this
prospectus (which includes this prospectus supplement together with the attached prospectus dated December 20, 2011) is, to the best
of Colombia's knowledge, in accordance with the facts and contains no material omission likely to affect its import. Colombia accepts
responsibility accordingly.
INCORPORATION BY REFERENCE
The SEC allows Colombia to incorporate by reference some information that Colombia files with the SEC. Colombia can
disclose important information to you by referring you to those documents. Any information referred to in this way is considered part
of this prospectus supplement from the date Colombia files that document. Except for the purposes of the Prospectus Directive, any
reports filed by Colombia with the SEC after the date of this prospectus supplement and before the date that the offering of the bonds
by means of this prospectus supplement is terminated will automatically update and, where applicable, supersede any information
contained in this prospectus supplement and the accompanying prospectus or incorporated by reference in this prospectus supplement
and the accompanying prospectus. Colombia's SEC filings are also available to the public from the SEC's website at
http://www.sec.gov.
Exhibit D to Colombia's annual report on Form 18-K for the year ended December 31, 2010, filed with the SEC on October 3,
2011, as it may be amended from time to time, is considered part of and incorporated by reference in this prospectus supplement and
the accompanying prospectus.
Any person receiving a copy of this prospectus supplement may obtain, without charge and upon request, a copy of the above
document (including only the exhibits that are specifically incorporated by reference in it). Requests for such document should be
directed to:
Dirección General de Crédito Público y Tesoro Nacional
Ministerio de Hacienda y Crédito Público
Carrera 7a, No. 6-45, Piso 1
Bogotá D.C., Colombia
Telephone: 57-1-381-2156
Fax: 57-1-381-2192
You may also obtain copies of documents incorporated by reference, free of charge, at the office of the Luxembourg paying
agent and transfer agent specified on the inside back cover of this prospectus supplement and are available from the website of the
Luxembourg Stock Exchange at http://www.bourse.lu.
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