Obligation Paname 6.7% ( US698299AW45 ) en USD

Société émettrice Paname
Prix sur le marché refresh price now   100 %  ⇌ 
Pays  Panama
Code ISIN  US698299AW45 ( en USD )
Coupon 6.7% par an ( paiement semestriel )
Echéance 26/01/2036



Prospectus brochure de l'obligation Panama US698299AW45 en USD 6.7%, échéance 26/01/2036


Montant Minimal 1 000 USD
Montant de l'émission 2 033 893 000 USD
Cusip 698299AW4
Prochain Coupon 26/07/2026 ( Dans 134 jours )
Description détaillée L'Obligation émise par Paname ( Panama ) , en USD, avec le code ISIN US698299AW45, paye un coupon de 6.7% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 26/01/2036







PROSPECTUS SUPPLEMENT
(To Prospectus dated June 27, 2006)
U.S.$450,000,000
Republic of Panama
6.700% U.S. Dollar-Denominated Amortizing Global Bonds due 2036

The Republic of Panama will pay interest on the 6.700% U.S. Dollar-Denominated Amortizing Global
Bonds due 2036 (the "global bonds") semi-annually on January 26 and July 26 of each year, beginning on July 26,
2007. Panama will pay the principal of the global bonds in three equal annual installments on January 26 of each
year, commencing on January 26, 2034. The global bonds will mature on January 26, 2036. The global bonds are
not redeemable prior to maturity, except for the regularly scheduled amortization of principal for the global bonds.
The global bonds will be a further issuance of, and will be consolidated to form a single series with, the
Republic of Panama's outstanding 6.700% U.S. Dollar-Denominated Amortizing Global Bonds due 2036 issued on
January 26, 2006. The total aggregate principal amount of the previously issued global bonds and the global bonds
now being issued will be $1,813,297,000. The global bonds are direct, unconditional, unsecured and general
obligations of the Republic of Panama.
The global bonds will be designated Collective Action Securities and, as such, will contain provisions
regarding acceleration and future modifications to their terms that differ from those applicable to much of the
Republic of Panama's outstanding Public External Indebtedness. Under these provisions, which are described in the
sections entitled "Description of the Global Bonds--Default; Acceleration of Maturity" and "--Amendments and
Waivers" in this prospectus supplement and "Collective Action Securities" in the accompanying prospectus, the
Republic of Panama may amend the payment provisions of the global bonds and certain other terms with the consent
of the holders of 75% of the aggregate principal amount of the outstanding global bonds.
Application has been made to list the global bonds on the Luxembourg Stock Exchange and to have the
global bonds trade on the Euro MTF Market.
The Securities and Exchange Commission and state securities regulators have not approved or disapproved
the global bonds or determined if this prospectus supplement or the accompanying prospectus is truthful or
complete. Any representation to the contrary is a criminal offense.


Per Global Bond
Total
Public Offering Price(1) .........................................................................
103.375%
$465,187,500
Underwriting Discounts and Commissions ..........................................
0.250%
$ 1,125,000
Proceeds to the Republic of Panama.....................................................
103.125%
$464,062,500
(1)
Plus accrued interest totaling $5,527,500 from January 26, 2007 to April 2, 2007, the date the Republic of Panama has
delivered the global bonds offered by this prospectus supplement, and additional interest, if any, from April 2, 2007.


MORGAN STANLEY

The date of this prospectus supplement is April 2, 2007.




TABLE OF CONTENTS
Page
PROSPECTUS SUPPLEMENT
Summary.................................................................................................................................................................... S-3
The Issuer ........................................................................................................................................................... S-3
The Global Bonds............................................................................................................................................... S-6
Risk Factors ............................................................................................................................................................. S-10
About This Prospectus Supplement......................................................................................................................... S-12
Incorporation By Reference..................................................................................................................................... S-13
Forward-Looking Statements .................................................................................................................................. S-14
Use of Proceeds ....................................................................................................................................................... S-15
Recent Developments .............................................................................................................................................. S-15
Description of The Global Bonds ............................................................................................................................ S-19
Global Clearance and Settlement............................................................................................................................. S-25
Taxation ................................................................................................................................................................... S-29
Underwriting............................................................................................................................................................ S-33
Validity of The Global Bonds.................................................................................................................................. S-35
Official Statements and Documents ........................................................................................................................ S-35
General Information ................................................................................................................................................ S-35



Page
PROSPECTUS
Where You Can Find More Information ......................................................................................................................2
Data Dissemination........................................................................................................................................................2
Use of Proceeds .............................................................................................................................................................3
Debt Securities...............................................................................................................................................................3
Collective Action Securities ........................................................................................................................................14
Warrants .....................................................................................................................................................................16
Governing Law ...........................................................................................................................................................17
Jurisdiction and Enforcement .....................................................................................................................................17
Plan of Distribution ....................................................................................................................................................18
Validity of the Securities ............................................................................................................................................20
Official Statements .....................................................................................................................................................20
Authorized Representative ..........................................................................................................................................20
Glossary ......................................................................................................................................................................20


You should rely only on the information contained in or incorporated by reference in this prospectus
supplement and the accompanying prospectus. The Republic of Panama has not authorized anyone to
provide you with different information. The Republic of Panama is not making an offer of the global bonds
in any state where the offer is not permitted. You should not assume that the information provided by this
prospectus supplement or the accompanying prospectus is accurate as of any date other than the date on the
front of this prospectus supplement.
This prospectus supplement can only be used for the purposes for which it has been published.
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SUMMARY
This summary should be read as an introduction to this prospectus supplement and the accompanying
prospectus. Any decision to invest in the bonds by an investor should be based on consideration of this prospectus
supplement and the accompanying prospectus as a whole. Where a claim relating to the information contained in
this 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 this prospectus supplement and the accompanying prospectus
before the legal proceedings are initiated.
The Issuer
Overview

Panama is located on the narrowest point of the Central American isthmus, which connects the continents
of North America and South America. It has a coastline of approximately 1,868 miles on the Caribbean Sea and
Pacific Ocean, and is bordered on the east by Colombia and on the west by Costa Rica. Panama has a national
territory of approximately 29,157 square miles situated within its coastline and 345 miles of land borders, and
includes numerous coastal islands. The Panama Canal, one of the most important commercial waterways in the
world, which connects the Atlantic and Pacific Oceans, bisects the country running northwest to southeast.

As of June 30, 2006, Panama had an estimated population of 3.28 million and a population density of 112.5
people per square mile. Panama City, Panama's capital and its largest city, is the political, financial, commercial,
communications and cultural center of Panama. Panama City's population is estimated to comprise 14.0% of
Panama's total population. Other principal cities are San Miguelito, a suburb of Panama City (estimated to comprise
10.5% of the total population), and Colón, located at the northern terminus of the Panama Canal (estimated to
comprise 1.2% of the total population).

Government

Panama is a republic with a representative form of government. In 1972, the original version of the current
Constitution was adopted (the fourth in Panama's history), setting forth the structure of the Government, individual
and collective rights and duties, and the division of powers among the executive, legislative and judicial branches.

Executive power is vested in the President and the presidentially appointed Ministers, who constitute the
Cabinet. The President, the First Vice-President and the Second Vice-President are each elected by direct, universal
suffrage for a term of five years. The President and Vice-Presidents may not be reelected to the same office within
ten years after the expiration of their term. As a result of amendments to the Constitution in 2004, beginning with
national elections in 2009 the executive branch will have one vice president. In the event the President is unable to
finish a term, the First Vice-President would succeed to the presidency.

National legislative power is vested in the National Assembly ("Assembly"), Panama's unicameral
legislative body. The number of electoral circuits, each comprising between 20,000 and 40,000 persons, determines
the number of legislators; as of December 31, 2006, the Assembly consisted of 78 members. As a result of
amendments to the Constitution in 2004, beginning with national elections in 2009 the membership of the National
Assembly will be limited to 71. The full Assembly is elected by universal suffrage every five years. Members of
the Assembly are not subject to limits on the number of terms in office to which they may be elected. The Assembly
has, among other powers, the power to enact legislation, ratify treaties, approve the budget and ratify the
appointment of the Comptroller General, the Attorney General and justices of the Supreme Court of Justice (the
"Supreme Court").

Judicial power is vested in the Supreme Court and various lower tribunals. The President appoints the nine
justices of the Supreme Court for staggered ten-year terms, with two justices being selected every two years, subject
to ratification by the Assembly. Lower court judges are appointed by the Supreme Court. The judicial branch
prepares its own budget and sends it to the executive branch for inclusion in the general budget presented to the
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Assembly for approval. The Supreme Court is the final court of appeal and has the power to declare null and void
laws, regulations or other acts of the executive or legislative branches that conflict with the Constitution.

Panama is administratively divided into nine provinces and three territories. In each province, executive
power is exercised by a governor who is appointed by the President. There are no provincial legislative or judicial
bodies. Provincial governments do not have independent budgets. Within each province are municipalities that are,
in turn, divided into precincts. Each municipality has a municipal council and a mayor, who exercises executive
power. Mayors and members of municipal councils are elected by direct, universal suffrage for five-year terms.
Municipalities levy and collect municipal taxes and adopt their own budgets for financing local projects

Martin Torrijos, a leader of the Partido Revolucionario Democrático ("PRD"), was elected president of
Panama for a five-year term with 47.4% of the vote and took office on September 1, 2004. President Torrijos is
implementing a development plan, Alianza para la Patria Nueva (or "Alliance for a New Homeland"), which has
brought wide-ranging reforms, including reforms to the Constitution, fiscal system, public sector and judiciary.
Carlos A. Vallarino serves as Panama's Minister of Economy and Finance.
S-4


Selected Panamanian Economic Indicators(1)

The following table sets forth Panama's principal economic indicators for the years 2001 through 2005:


2001
2002
2003(R)
2004(R)
2005(P)
Economic Data:
GDP .................................................................................
$..
1.1,808
$12,272
$12,933
$14,204(P)
$15,467(E)
GDP (constant dollars)(2) ...................................................
1.1,436
11,691
12,183
13,104(P)
13,940(E)
GDP (% change, constant dollars)(2) ................................
0.6%
2.2%
4.2%
7.6%(P)
6.4%(E)
Service Sector (% change, constant
dollars)(2)(3)................................................................
1.8
1.0
3.4
7.9
7.6
Other (% change, constant dollars)(2)(4) ........................... (5.5)
(0.6)
8.7
5.3
1.9
Population (millions) .......................................................... 3.00
3.06
3.12
3.17
3.23
CPI (% change)(5)................................................................ 0.0%
1.8%
1.7%
2.0%
3.5%
Unemployment ................................................................
11.2%
10.9%
10.9%
9.2%
7.2%
Public Finance:





Total Consolidated Non-Financial
Public Sector Revenues.................................................
$3,014
$2,963
$2,869
$2,995
$3,468
Total Consolidated Non-Financial Public Sector
Expenditures (6) .............................................................2,685
2,764
3,020
3,194
3,290
Overall Surplus (Deficit) .................................................... (289)
(415)
(623)
(691)
(500)
As % of Current GDP ......................................................... (2.4)%
(3.4)%
(4.8)%
(4.9)%
(3.2)%
Central Government Surplus (Deficit) ................................ (342)
(345)
(489)
(768)
(606)
As % of Current GDP ......................................................... (2.9)%
(2.8)%
(3.8)%
(5.4)%
(3.9)%
Public Debt (at December 31):





Internal Debt ................................................................
$2,138
$2,172
$2,158
$2,758
$2,652
External Debt ................................................................
6,263
6,349
6,504
7,219
7,580
Total Public Debt................................................................8,401
8,521
8,662
9,977
10,231
Public Debt (as % of current GDP)





Internal Debt ................................................................ 18.1%
17.7%
16.7%
19.4%
17.1%
External Debt ................................................................ 53.0
51.7
50.3
50.8
49.0
Trade Data:





Exports (f.o.b.) Goods (7) ...................................................
$.5,992
$5,315
$5,072
$6,133
$7,188
Imports (c.i.f.) Goods (7)......................................................
(6,689)
(6,350)
(6,274)
(7,722)
(8,546)
Merchandise Trade Balance................................................ (696)
(1,035)
(1,202)
(1,588)
(1,358)
Current Account Surplus (Deficit) ................................
(174)
(96)
(503)
(1,127)
(818)
Overall Balance of Payments Surplus
(Deficit) (8) ................................................................
644
146
(267)
(395)
675
Total Official Reserves (at December 31)(9) .......................1,075
1,166
992
611
1,192
_______________
(R) Revised figures.
(E) Estimated figures.
(P) Preliminary figures.
(1) All monetary amounts in millions of U.S. dollars at current prices, unless otherwise noted.
(2) Constant GDP figures are based on 1996 constant dollars.
(3) Including real estate, public administration, commerce, hotels and restaurants, financial services, transportation, the Colón
Free Trade Zone, Panama Canal and public utilities.
(4) Including manufacturing, agriculture and construction.
(5) End of period. The CPI figures for 2004 and 2005 have been calculated using a newly-adopted methodology and a revised
base year of 2002. Figures prior to 2004 have been calculated using an earlier methodology with a base year of 1987.
(6) Excluding interest on external debt.
(7) Including the Colón Free Trade Zone.
(8) Figures were calculated pursuant to the V Version of the Balance of Payments Manual prepared by the IMF.
(9) Including Panama's reserve position at the IMF, Special Drawing Rights (SDR) holdings and deposits abroad and foreign
currency holdings of the National Bank of Panama.
Sources: Office of the Comptroller General, the National Bank of Panama and Ministry of Economy and Finance.
S-5



The Global Bonds
The following summary 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.
Issuer ......................................................... Republic of Panama.
Title of Security ......................................... 6.700% U.S. Dollar-Denominated Amortizing Global Bonds due
2036.
Aggregate Principal Amount ..................... $450,000,000.
Maturity Date............................................. January 26, 2036.
Interest Rate............................................... 6.700% per annum, computed on the basis of a 360-day year
comprised of twelve 30-day months.
Issue Price.................................................. 103.375%, plus accrued interest from January 26, 2007 to April 2,
2007, the date the Republic expects to deliver the global bonds, and
additional interest, if any, from April 2, 2007.
Amortization of Principal .......................... Panama will pay the principal of the global bonds in three equal
annual installments on January 26 of each year, commencing on
January 26, 2034.
Interest Payment Dates .............................. January 26 and July 26 of each year, starting on July 26, 2007.
Single Series .............................................. The global bonds will be a further issuance of, and will be
consolidated to form a single series with, Panama's 6.700% U.S.
Dollar-Denominated Amortizing Global Bonds due 2036,
$1,363,297,000 aggregate principal amount of which were issued on
January 26, 2006 (the "Existing Bonds").
Denominations........................................... The global bonds will be issued in denominations of $1,000 and
integral multiples of $1,000 in excess thereof.
S-6


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 Panama to
amend the payment terms without the consent of all
holders.
Risk factors relating to Panama:
· Panama 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 Panama.
· Panama's U.S. dollar monetary arrangements impose
constraints on fiscal and monetary policies and on its ability
to finance deficits.
· An adverse change in Panama's debt-to-GDP ratio could
increase the burden on servicing Panama's debt.
Form .......................................................... The global bonds will be represented by one or more book-entry
securities in fully registered form, without coupons, which will be
registered in the name of, and deposited with a custodian for, The
Depository Trust Company ("DTC"). Beneficial interests in the
global bonds 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 global bonds will be
issued in definitive form. See "Description of the Global Bonds--
Definitive Global Bonds" in this prospectus supplement.
Book-Entry System.................................... Upon the issuance of the global bonds as book-entry securities, DTC
or its nominee will credit on its book-entry registration and transfer
system the respective principal amounts of the global bonds
represented by the book-entry securities to the accounts of
institutions ("DTC participants") that have accounts with DTC or its
nominee that the underwriter designates. Ownership of beneficial
interests in the book-entry securities will be limited to DTC
participants or persons that may hold interests through DTC
participants. Ownership of beneficial interests in the book-entry
securities will be shown on, and the transfer of that ownership will
be effected only through, records maintained by DTC or its nominee
(with respect to interests of DTC participants) and on the records of
DTC participants (with respect to interests of persons other than
DTC participants). Investors may elect to hold interests in the global
bonds through any of DTC, Euroclear Bank S.A./N.V., as operator
of the Euroclear System plc ("Euroclear"), and Clearstream Banking,
société anonyme ("Clearstream, Luxembourg") if they are
participants of such systems, or indirectly through organizations
which are participants in such systems.
S-7


Payment of Principal and Interest.............. Principal and interest on the global bonds will be payable in
U.S. dollars or other legal tender of the United States of America.
As long as the global bonds are in the form of book-entry securities,
payment of principal and interest to investors shall be made through
the facilities of DTC.
Redemption or Sinking Fund..................... Panama may not redeem the global bonds before maturity, except for
the regularly scheduled amortization of principal for the global
bonds. The global bonds will not benefit from any sinking fund.
Ranking...................................................... The global bonds will constitute direct, unconditional and general
obligations of Panama and will rank equally in right of payment with
all other indebtedness issued in accordance with the fiscal agency
agreement and with all other unsecured and unsubordinated
Indebtedness of Panama. See "Description of the Global Bonds--
General Terms of the Global Bonds" in this prospectus supplement
and "Debt Securities--Status of the Debt Securities" in the
accompanying prospectus.
Negative Pledge......................................... The global bonds will contain certain covenants, including
restrictions on the incurrence of certain Liens. See "Debt
Securities--Negative Pledge" in the accompanying prospectus.
Events of Default ....................................... The global bonds will contain events of default, the occurrence of
which may result in the acceleration of Panama's obligations under
the global bonds prior to maturity upon notice by holders of at least
25% of the aggregate principal amount of the outstanding global
bonds. See "Description of the Global Bonds--Default;
Acceleration of Maturity" in this prospectus supplement.
Collective Action Clauses......................
The global bonds 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 much of Panama's outstanding Public
External Indebtedness. The provisions described in this prospectus
supplement will govern the global bonds. These provisions are
commonly referred to as "collective action clauses". Under these
provisions, Panama may amend certain key terms of the global
bonds, 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 global bonds. See
"Description of the Global Bonds--Default; Acceleration of
Maturity" and "--Amendments and Waivers" in this prospectus
supplement and "Collective Action Securities" in the accompanying
prospectus.
Listing........................................................ Application has been made to list the global bonds on the
Luxembourg Stock Exchange and to have the global bonds admitted
to trading on the Euro MTF Market.
Fiscal Agent............................................... The global bonds will be issued pursuant to a fiscal agency
agreement, dated as of September 26, 1997, as amended as of
September 4, 2003, between Panama and The Bank of New York
(successor in interest to JPMorgan Chase Bank, N.A.), as fiscal
agent, paying agent, transfer agent and registrar.
S-8


Taxation..................................................... For a discussion of the Panamanian and United States tax
consequences associated with the global bonds, see "Taxation--
Panamanian Taxation" and "--United States Taxation" in this
prospectus supplement and "Debt Securities--Tax Withholding;
Payment of Additional Amounts" in the prospectus. 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 global bonds.
Governing Law .......................................... The laws of the State of New York will be the governing law except
with respect to the authorization and execution of the global bonds,
which will be governed by the laws of the Republic of Panama.
Further Issues............................................. From time to time, without the consent of holders of the global
bonds, and subject to the required approvals under Panamanian law,
Panama may create and issue additional debt securities with the
same terms and conditions as those of the global bonds (or the same
except for the amount of the first interest payment and the issue
price), provided that such additional debt securities do not have, for
purposes of U.S. federal income taxation (regardless of whether any
holders of such debt securities are subject to the U.S. federal tax
laws), a greater amount of original issue discount than the global
bonds have as of the date of issuance of such additional debt
securities. Panama may also consolidate the additional debt
securities to form a single series with the outstanding global bonds.
See "Description of the Global Bonds--Further Issues of the Global
Bonds" in this prospectus supplement and "Collective Action
Securities" in the accompanying prospectus.
Clearing Reference Numbers..................... The clearing reference numbers for the global bonds are:
ISIN ............................................................... US698299AW45
Common Code .........................................................024213927
CUSIP ................................................................... 698299AW4

S-9



RISK FACTORS

This section describes certain risks associated with investing in the global bonds. You should consult your
financial and legal advisors about the risk of investing in the global bonds. Panama disclaims any responsibility for
advising you on these matters.
Risk Factors Relating to the Global Bonds


The price at which the global bonds will trade in the secondary market is uncertain.


Panama has been advised by the underwriter that it intends to make a market in the global bonds but is not
obligated to do so and may discontinue market making at any time without notice. Application has been made to list
the global bonds on the Luxembourg Stock Exchange and to have the global bonds admitted to trading on the Euro
MTF Market. No assurance can be given as to the liquidity of the trading market for the global bonds. The price at
which the global bonds will trade in the secondary market is uncertain.

The global bonds will contain provisions that permit Panama to amend the payment terms without the
consent of all holders.

The global 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 terms of the global 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 global bonds.
See "Description of the Global Bonds--Amendments and Waivers" in this prospectus supplement and "Collective
Action Securities" in the accompanying prospectus.

Risk Factors Relating to Panama


Panama is a foreign sovereign state and accordingly it may be difficult to obtain or enforce judgments
against it.


Panama is a foreign sovereign state. As a result, it may be difficult or impossible for investors to obtain or
enforce judgments against Panama whether in an investor's own jurisdiction or elsewhere. See "Jurisdiction and
Enforcement" in the accompanying prospectus.


Certain economic risks are inherent in any investment in an emerging market country such as Panama.


Investing in an emerging market country such as Panama carries economic risks. These risks include many
different factors that may affect Panama's economic results, including the following:

· interest rates in the United States and financial markets outside Panama;
· changes in economic or tax policies;
· the imposition of trade barriers;
· general economic and business conditions in Panama and the global economy;
· the ability of the Panama Canal to remain a competitive route for inter-oceanic transportation;
· the ability of Panama to effect key economic reforms;
· the impact of hostilities or political unrest in other countries that may affect international trade,
commodity prices and the global economy; and
· the decisions of international financial institutions regarding the terms of their financial assistance to
Panama.

Any of these factors, as well as volatility in the markets for securities similar to the global bonds, may
adversely affect the liquidity of, and trading markets for, the global bonds. See "Forward-looking Statements" in
this prospectus supplement.
S-10