Obligation Israëli 3.15% ( US4651387M19 ) en USD

Israëli

100 % ▼

Israel

US4651387M19 ( en USD )

3.15% par an ( paiement semestriel )

30/06/2023 - Obligation échue

Prospectus brochure de l'obligation Israel US4651387M19 en USD 3.15%, échue

200 000 USD

1 000 000 000 USD

4651387M1

N/A

Israël est une nation du Moyen-Orient située sur la côte orientale de la mer Méditerranée, connue pour son histoire riche, sa diversité culturelle et son rôle géopolitique important.

L'Obligation émise par Israëli ( Israel ) , en USD, avec le code ISIN US4651387M19, paye un coupon de 3.15% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 30/06/2023

Final Prospectus Supplement
http://www.sec.gov/Archives/edgar/data/52749/000119312513029225/d474729d424b5.htm
424B5 1 d474729d424b5.htm FINAL PROSPECTUS SUPPLEMENT
Table of Contents
Filed Pursuant to Rule 424(b)(5)
Registration No. 333-184134

This Prospectus Supplement should be read in conjunction with
the Prospectus dated September 27, 2012.

State of Israel
$1,000,000,000 3.15% Bonds due June 30, 2023
$1,000,000,000 4.50% Bonds due January 30, 2043

This is an offering by the State of Israel of an aggregate of $1,000,000,000 3.15% bonds due June 30, 2023 (the "2023 bonds") and $1,000,000,000 4.50% bonds due
January 30, 2043 (the "2043 bonds" and, together with the 2023 bonds, the "bonds"). The bonds will constitute the direct, general and unconditional obligations of the State of
Israel. The full faith and credit of Israel will be pledged for the due and punctual payment of all principal and interest on the bonds.
Interest on the 2023 bonds will be payable semi-annually on June 30 and December 30 of each year, beginning on June 30, 2013. Interest on the 2043 bonds will be payable
semi-annually on January 30 and July 30 of each year, beginning on July 30, 2013. The bonds will be issued only in denominations of $200,000 and integral multiples of $1,000
above that amount.
This prospectus supplement and accompanying prospectus dated September 27, 2012, constitute a prospectus for the purposes of Article 5.3 of Directive 2003/71/EC, as
amended (the "Prospectus Directive").
Application will be 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 September 27, 2012, as a prospectus for the purposes of the Prospectus
Directive. The CSSF assumes no responsibility as to the economic and financial soundness of the transaction or the solvency of the State of Israel.
Application will be made to list the bonds on the official list of the Luxembourg Stock Exchange and to have the bonds admitted to trading 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).
See the section entitled "Risk Factors" beginning on page S-7 for a discussion of certain factors you should consider before investing
in the bonds.
The bonds will be designated Collective Action Securities and, as such, will contain provisions regarding meetings of holders, acceleration of the bonds in an event of
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default and future modifications to the terms of the bonds that differ from those applicable to much of Israel's outstanding public external indebtedness. Under these provisions,
which are described in the sections entitled "Debt Securities -- Default" beginning on page 6 of the accompanying prospectus and "Collective Action Securities" beginning on
page 9 of the accompanying prospectus, Israel may amend the payment provisions of the bonds, including the principal amount and interest rate, and take certain other actions, in
each case with the consent of the holders of 75% of the aggregate principal amount of the outstanding bonds.

Per 2023
Per 2043

bonds

Total

bonds

Total

Public Offering Price

99.448%
$994,480,000
98.574%
$985,740,000
Underwriting discounts and commissions

0.125%

$ 1,250,000
0.250%

$ 2,500,000
Proceeds to the State of Israel (before expenses)

99.323%
$993,230,000
98.324%
$983,240,000
The public offering prices set forth above do not include accrued interest, if any. Interest on the bonds will accrue from January 31, 2013 and must be paid by the purchaser
if the bonds are delivered after January 31, 2013.
Neither the Securities and Exchange Commission (the "SEC") nor any regulatory body in the United States has approved or disapproved of these securities or
passed upon the accuracy of this prospectus supplement or the accompanying prospectus. Any representation to the contrary is a criminal offense.
The bonds are expected to be delivered on or about January 31, 2013 (the "issue date") in book-entry form only to purchasers through The Depository Trust Company,
Clearstream Banking, Luxembourg, société anonyme, and the Euroclear System.

Joint Book-Running Managers
Barclays

Citigroup

Goldman, Sachs & Co.

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Table of Contents
TABLE OF CONTENTS

Page
Prospectus Supplement

NIS Exchange Rates

S-2
Fiscal Year

S-2
Official Statements

S-2
About this Prospectus Supplement

S-3
Forward-Looking Statements

S-4
Summary of the Offering

S-5
Risk Factors

S-7
Incorporation by Reference

S-10
Use of Proceeds

S-11
Recent Developments

S-12
Description of the Bonds

S-21
Taxation

S-27
Underwriting

S-33
Stabilization

S-34
Offering Restrictions

S-35
Listing, Admission to Trading and General Information

S-36
Validity of the Bonds

S-38
Incorporation by Reference Cross-Reference Table

S-39
Prospectus

Where You Can Find More Information

2

Use of Proceeds

3

Debt Securities

3

Collective Action Securities

9

Governing Law

12

Plan of Distribution

12

Official Statements

12

Validity of the Debt Securities

12

Authorized Representative

12

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NIS EXCHANGE RATES
On January 29, 2013, the Bank of Israel foreign exchange rate for U.S. dollars was 3.729 New Israeli Shekels, or NIS, per U.S. dollar. References to dollar, "US$"or "$"in
this prospectus supplement are to U.S. dollars and references to "NIS" or "shekel" are to New Israeli Shekels. For a discussion of the convertibility of the NIS, see "Currency
Protocol" and "Balance of Payments and Foreign Trade -- Foreign Exchange Controls and International Reserves" in Exhibit D to Israel's Annual Report on Form 18-K for the
fiscal year ended December 31, 2011, as amended.
FISCAL YEAR
The fiscal year of the Government of Israel (the "Government") ends December 31. The twelve-month period which ended on December 31, 2011 is referred to herein as
"2011", and other years are referred to in a similar manner.
OFFICIAL STATEMENTS
Information included in this prospectus supplement and the accompanying prospectus, including the documents incorporated herein and therein by reference, relating to the
bonds that is identified as being derived from a publication of Israel or one of its agencies or instrumentalities or the Bank of Israel is included on the authority of that publication
as a public official document of Israel or the Bank of Israel. All other information in this prospectus supplement, the accompanying prospectus and in the registration statement,
other than the information included under the caption "Underwriting", is included as a public official statement made on the authority of the Director General of the Ministry of
Finance of Israel, in his official capacity.

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ABOUT THIS PROSPECTUS SUPPLEMENT
Israel accepts responsibility for the contents of this prospectus supplement and the accompanying prospectus, including the documents incorporated herein and therein by
reference. Israel further declares that, having taken all reasonable care to ensure that such is the case, the information contained in this prospectus supplement and the accompanying
prospectus is, to the best of its knowledge, in accordance with the facts and contains no omission likely to affect its import.
A Description of the State of Israel is contained in Exhibit D to the Annual Report of the State of Israel on Form 18-K for the fiscal year ended December 31, 2011, as
amended. Such Annual Report on Form 18-K for the year ended December 31, 2011 (including its exhibits), as amended, is incorporated by reference in this prospectus
supplement. There have been no material adverse changes that would affect the information about the State of Israel included in the Description of the State of Israel contained in
such Exhibit D.
Prospective investors should rely on the information provided in this prospectus supplement, the accompanying prospectus and the documents incorporated by reference in
this prospectus supplement and the accompanying prospectus. No person is authorized by Israel or the Underwriters to make any representation or give any information not
contained in this prospectus supplement, the accompanying prospectus or the documents incorporated by reference in this prospectus supplement and the accompanying prospectus.
Any such representation or information not contained in this prospectus supplement, the accompanying prospectus or the documents incorporated by reference in this prospectus
supplement and the accompanying prospectus must not be relied upon as having been authorized by Israel or the underwriters. Please see "Incorporation by Reference" and
"Listing, Admission to Trading and General Information -- Where You Can Find More Information" for information on the documents that are incorporated by reference in this
prospectus supplement and the accompanying prospectus.
Israel is not offering to sell or soliciting offers to buy any securities other than the bonds offered under this prospectus supplement, nor is Israel offering to sell or soliciting
offers to buy the bonds 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, or the information incorporated by reference in this prospectus supplement and the accompanying prospectus, is accurate as of any date other than their
respective dates. Israel's economic, fiscal or political circumstances may have changed since such dates.
The bonds described in this prospectus supplement are debt securities of Israel being offered under a registration statement filed with the SEC under the U.S. Securities Act
of 1933, as amended. The accompanying prospectus is part of that registration statement. The accompanying prospectus provides you with a general description of the securities
that Israel may offer, and this prospectus supplement contains specific information about the terms of this offering and the bonds. This prospectus supplement also adds, updates or
changes information provided or incorporated by reference in the accompanying prospectus. Consequently, before you invest, you should read this prospectus supplement together
with the accompanying prospectus as well as the documents incorporated by reference in this prospectus supplement and the accompanying prospectus. See "Incorporation by
Reference" and "Listing, Admission to Trading and General Information -- Where You Can Find More Information" for information on the documents that are incorporated by
reference in this prospectus supplement and the accompanying prospectus. Those documents (such as Israel's Annual Report on Form 18-K for 2011, as amended), contain
information regarding Israel, the bonds and other matters. The registration statement, any post-effective amendments thereto, the various exhibits thereto, and the documents
incorporated therein by reference contain additional information about Israel and the bonds. Certain terms used but not defined in this prospectus supplement are defined in the
accompanying prospectus.
The distribution of this prospectus supplement and the accompanying prospectus and the offering of the bonds in certain jurisdictions may be restricted by law. Persons who
receive copies of this prospectus supplement and the accompanying prospectus should inform themselves about and observe any of those restrictions. See "Underwriting" in this
prospectus supplement.
This prospectus supplement and the accompanying prospectus, including the documents incorporated by reference in this prospectus supplement and the accompanying
prospectus, may be used only for the purposes for which they have been produced in connection with the offering of the bonds. Any use of this prospectus supplement and the
accompanying prospectus, including the documents incorporated by reference in this prospectus supplement and the accompanying prospectus, other than in connection with the
offering of the bonds, is unauthorized.

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FORWARD-LOOKING STATEMENTS
Israel has made forward-looking statements in this prospectus supplement and the accompanying prospectus, including the documents incorporated by reference herein and
therein. Statements that are not historical facts are forward-looking statements. Forward-looking statements generally can be identified by the use of forward-looking terminology
such as "may", "will", "expect", "intend", "estimate", "anticipate", "believe", "continue", "could", "should", "would" or similar terminology. Any forward-looking statements in
this prospectus supplement and the accompanying prospectus, including the documents incorporated by reference herein and therein, are based on Israel'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, and Israel undertakes no
obligation to update any of them in light of new information or future events.
Forward-looking statements involve inherent risks. Israel cautions you that many factors could affect the future performance of the Israeli economy. These factors include,
but are not limited to:

·
External factors, such as:

· interest rates in financial markets outside Israel;

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

· the security situation;

· the economic growth and stability of Israel's major trading partners, including the United States and the European Union;

· the global high-tech market; and

· regional economic and political conditions.

·
Internal factors, such as:

· general economic and business conditions in Israel;

· present and future exchange rates of the Israeli currency;

· foreign currency reserves;

· the level of domestic debt;

· domestic inflation;

· the level of budget deficit;

· the level of foreign direct and portfolio investment; and

· the level of Israeli domestic interest rates.

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SUMMARY OF THE OFFERING
The following summary should be read as an introduction to this prospectus supplement and is qualified in its entirety by, and should be read in conjunction with,
the more detailed information appearing elsewhere in this prospectus supplement and the accompanying prospectus. You should base any decision to invest in the bonds
on consideration of this prospectus supplement and the accompanying prospectus, including the documents incorporated by reference, as a whole.

Issuer
State of Israel.

Title of Securities
$1,000,000,000 3.15% bonds due 2023.

$1,000,000,000 4.50% bonds due 2043.

Maturity Date
2023 bonds will mature on June 30, 2023.

2043 bonds will mature on January 30, 2043.

Interest Rate
3.15% per annum for the 2023 bonds.

4.50% per annum for the 2043 bonds.

Interest Payment Dates
June 30 and December 30 of each year, starting June 30, 2013, for the 2023 bonds.
January 30 and July 30 of each year, starting July 30, 2013, for the 2043 bonds.

Price to Public
99.448% of the principal amount for the 2023 bonds.

98.574% of the principal amount for the 2043 bonds.

Form
Israel will issue the bonds in the form of one or more book-entry securities in fully registered form, without
coupons. Israel will not issue the bonds in bearer form.

Denominations
Israel will issue the bonds in denominations of US$200,000 and integral multiples of US$1,000 above that
amount.

Payment of Principal and Interest
Principal and interest on the bonds will be payable in U.S. dollars or other legal tender, coin or currency of
the United States of America.

Status
The bonds will rank equal in right of payment with all of Israel's existing and future unsecured and
unsubordinated external indebtedness.

Redemption; Sinking Fund
The bonds will not be redeemable prior to maturity and are not entitled to the benefit of any sinking fund.

Default
The bonds will contain events of default, the occurrence of which may result in the acceleration of Israel's
obligations under the bonds prior to maturity upon notice by holders of at least 25% of the aggregate
principal amount of the outstanding bonds. See "Debt Securities -- Default" and "Collective Action
Securities -- Acceleration of Maturity" in the accompanying prospectus.

Risk Factors
There are certain risks relating to the issue of the bonds, which investors should ensure they fully
understand. See "Risk Factors".

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Collective Action Clauses
The bonds will be designated Collective Action Securities and, as such, will contain provisions regarding
meetings of holders, acceleration of the bonds in an event of default and future modifications to the terms of
the bonds that differ from those applicable to much of Israel's outstanding public external indebtedness.
Under these provisions, which are described in the sections entitled "Debt Securities -- Default" and
"Collective Action Securities" in the accompanying prospectus, Israel may amend the payment provisions
of the bonds (including their principal amount, interest rate, currency of payment and payment dates) and
take certain other actions, in each case with the consent of the holders of 75% of the aggregate principal
amount of the outstanding bonds. Certain of these actions may be taxable events requiring holders to
recognize gain or loss for U.S. federal income tax purposes. See "Taxation -- United States" in this
prospectus supplement.

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Listing and Listing Agent
Application will be made to list the bonds on the official list of the Luxembourg Stock Exchange. It is
expected that the Luxembourg listing agent will be Dexia Banque Internationale à Luxembourg, société
anonyme.

Fiscal Agent
The bonds will be issued pursuant to a Fiscal Agency Agreement dated as of March 13, 2000, as amended
by Amendment No. 1 to Fiscal Agency Agreement dated as of February 24, 2004, between Israel and
Citibank, N.A., as fiscal agent, paying agent, transfer agent and registrar.

Taxation
For a discussion of the Israeli and United States tax consequences associated with the bonds, see
"Taxation" in this prospectus supplement and "Debt Securities -- Taxation by Israel; Additional Amounts"
in the accompanying prospectus. Investors should consult their own tax advisors in determining the foreign,
United States federal, state, local and any other tax consequences to them of the purchase, ownership and
disposition of the bonds.

Further Issues
From time to time, without the consent of holders of the bonds, and subject to the required approvals under
Israeli law, Israel may create and issue additional debt securities with the same terms and conditions as
those of the bonds (or the same except for the amount of the first interest payment and the issue price),
provided that such additional debt securities, for purposes of U.S. federal income taxation (a) are treated as
having the same tax characteristics as the bonds, and (b) do not have a greater amount of original issue
discount than the bonds have as of the date of issuance of such additional debt securities. See "Collective
Action Securities -- Further Issues of Debt Securities of a Series" in the accompanying prospectus.

Governing Law
The bonds will be governed by the laws of the State of New York, except with respect to the authorization
and execution of the bonds, which will be governed by the laws of the State of Israel.
Where a claim relating to the information contained in this prospectus supplement or the accompanying prospectus is brought before a court, the plaintiff investor
might, under the national legislation of the place of jurisdiction, have to bear the costs of translating this prospectus supplement and the accompanying prospectus
before the legal proceedings are initiated.

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