Obligation Turkiye 5.125% ( US900123BY51 ) en USD

Société émettrice Turkiye
Prix sur le marché 100 %  ▼ 
Pays  Turquie
Code ISIN  US900123BY51 ( en USD )
Coupon 5.125% par an ( paiement semestriel )
Echéance 24/03/2022 - Obligation échue



Prospectus brochure de l'obligation Turkey US900123BY51 en USD 5.125%, échue


Montant Minimal 200 000 USD
Montant de l'émission 1 000 000 000 USD
Cusip 900123BY5
Notation Standard & Poor's ( S&P ) N/A
Notation Moody's N/A
Description détaillée La Turquie est un pays transcontinental situé à la fois en Europe et en Asie, possédant un riche héritage culturel et historique qui englobe des influences byzantines, ottomanes et anatoliennes.

L'Obligation émise par Turkiye ( Turquie ) , en USD, avec le code ISIN US900123BY51, paye un coupon de 5.125% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 24/03/2022







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

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


(The Republic of Turkey)

5.125% Notes due March 25, 2022




The Republic of Turkey (the "Republic" or "Turkey") is offering $1,000,000,000 principal amount of its
5.125% Notes due March 25, 2022 (the "notes"). The notes will constitute direct, general and unconditional obligations
of the Republic. The full faith and credit of the Republic will be pledged for the due and punctual payment of all principal
and interest on the notes. The Republic will pay interest on March 25 and September 25 of each year, commencing on
March 25, 2012.

This prospectus supplement and accompanying prospectus dated February 3, 2011, constitute a prospectus for the
purposes of Article 5.3 of Directive 2003/71/EC, as amended (the "Prospectus Directive").

Application has been made to the Commission de Surveillance du Secteur Financier of the Grand Duchy of
Luxembourg (the "CSSF"), as competent authority under the Prospectus Directive, to approve this prospectus supplement
and the accompanying prospectus dated February 3, 2011 as a prospectus for the purposes of the Prospectus Directive.
Application is being made to list on the Official List and trade the notes on the Regulated Market "Bourse de
Luxembourg" of the Luxembourg Stock Exchange, which is a regulated market for the purposes of the Market in Financial
Instruments Directive (2004/39/ EC) ("MiFiD").

See the section entitled "Risk Factors" for a discussion of certain factors you should
consider before investing in the notes.

The notes will be designated Collective Action Securities and, as such, will contain provisions regarding
acceleration and voting on amendments, modifications, changes and waivers that differ from those applicable to certain
other series of U.S. dollar denominated debt securities issued by the Republic. Under these provisions, which are
described in the sections entitled "Description of the Notes -- Default; Acceleration of Maturity" and "-- Amendments
and Waivers" beginning on page S-19 of this prospectus supplement and "Collective Action Securities" beginning on
page 13 of the accompanying prospectus, the Republic may amend the payment provisions of the notes and certain other
terms with the consent of the holders of 75% of the aggregate principal amount of the outstanding notes.










Per Note

Total


Public Offering Price(1)
98.940% $989,400,000
Underwriting discount

0.08 % $
800,000
Proceeds, before expenses, to the Republic of Turkey(1)
98.860% $988,600,000


(1) Plus accrued interest, if any, from October 25, 2011 if settlement occurs after that date.




Neither the Securities and Exchange Commission nor any state securities commission has approved or
disapproved of these notes or determined that this prospectus supplement or the accompanying prospectus is
truthful or complete. Any representation to the contrary is a criminal offense.

The underwriters are offering the notes subject to various conditions. The underwriters expect to deliver the notes on
or about October 25, 2011 (the "Issue Date"), through the book-entry facilities of The Depository Trust Company,
("DTC"), against payment in same-day funds.




Joint Book Running Managers

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HSBC

The date of this prospectus supplement is October 17, 2011.
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The Republic accepts responsibility for the information contained within this document. The Republic declares
that having taken all reasonable care to ensure that such is the case, the information contained in this document is, to
the best of its knowledge, in accordance with the facts and makes no omission likely to affect its import.

Unless otherwise stated, all annual information, including budgetary information, is based upon calendar years.
Figures included in this prospectus supplement and the accompanying prospectus have been subject to rounding
adjustments; accordingly, figures shown for the same item of information may vary, and figures that are totals may
not be an arithmetical aggregate of their components.

You should rely only on the information contained in this prospectus supplement and the accompanying
prospectus, including the documents incorporated by reference, in making your investment decision. The Republic
has not authorized anyone to provide you with any other information. If you receive any unauthorized information,
you must not rely on it.

The Republic is offering to sell the notes only in places where offers and sales are permitted.

You should not assume that the information contained in this prospectus supplement or the accompanying
prospectus is accurate as of any date other than its respective date.

TABLE OF CONTENTS







Page
Prospectus Supplement
Summary
S-1
Risk Factors
S-4
Recent Developments
S-9
Description of The Notes
S-18
Global Clearance and Settlement
S-24
Taxation
S-27
Underwriting
S-33
Legal Matters
S-35
Table of References
S-36

Prospectus
Where You Can Find More Information
2
Data Dissemination
2
Use of Proceeds
3
Debt Securities
3
Collective Action Securities
13
Plan of Distribution
15
Debt Record
16
Validity of the Securities
16
Official Statements
17
Authorized Agent
17

The Republic is a foreign sovereign state. Consequently, it may be difficult for investors to obtain or realize
upon judgments of courts in the United States against the Republic. See "Debt Securities -- Governing Law and
Consent to Service" in the accompanying prospectus.

References to "Turkish Lira" and "TL" in this prospectus supplement in the context of a point in time after
January 1, 2009 are to the Turkish Lira, the Republic's new official currency, which was introduced on January 1,
2009 in place of the New Turkish Lira; references in this prospectus supplement to "New Turkish Lira" and "YTL"
are to the lawful currency of the Republic for the period beginning on January 1, 2005 and ending on December 31,
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2008; and references to "Turkish Lira" and "TL" in this prospectus supplement in the context of a point in time prior
to January 1, 2005 are to the Turkish Lira before it was replaced with New Turkish Lira. References to "US$", "$",
"U.S. dollars" and "dollars" in this prospectus supplement are to lawful money of the United States of America.

Translations of amounts from Turkish Lira to dollars are solely for the convenience of the reader and, unless
otherwise stated, are made at the exchange rate prevailing at the time as of which such amounts are specified. No
representation is made that the Turkish Lira or dollar amounts referred to herein could have been or could be
converted into dollars or Turkish Lira, as the case may be, at any particular rate or at all.
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SUMMARY

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

Issuer
The Republic of Turkey.

The Republic of Turkey is located in southwestern Asia, where it
borders Iran, Armenia, Georgia, Azerbaijan, Iraq and Syria, and
southeastern Europe, where it borders Greece and Bulgaria, with a total
territory (inclusive of its lakes) of approximately 814,578 square
kilometers. Turkey's population, as of December 2010, was estimated to
be 73,722,988.

The Republic of Turkey was founded in 1923 and currently has a
parliamentary form of government. It has recently undertaken many
reforms to strengthen its democracy and economy, in connection with its
accession negotiations with the European Union.

Securities Offered
$1,000,000,000 5.125% Notes due March 25, 2022.

Maturity Date
March 25, 2022.

Issue Price
98.940% of the principal amount of the notes, plus accrued interest, if
any, from October 25, 2011 if settlement occurs after that date.

Interest Payment Dates
March 25 and September 25 of each year, commencing on March 25,
2012.

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

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

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

Negative Pledge
Clause (9) of the definition of Permitted Lien set forth on pages five and
six of the accompanying prospectus shall read as follows for purposes of
the notes: Liens on assets (other than official holdings of gold) in
existence on October 25, 2011, provided that such Liens remain confined
to the assets affected thereby on October 25, 2011, and secure only those
obligations so secured on October 25, 2011.

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

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

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

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

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

Sinking Fund
None.

Prescription Period
None.

Use of Proceeds
The Republic will use the net proceeds of the sale of the notes for
general financing purposes, which may include the repayment of debt.
The amount of net proceeds (before expenses) is $988,600,000, plus
accrued interest, if any, from October 25, 2011 if settlement occurs after
that date.
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Risk Factors
Risks associated with the notes generally include: 1) the trading market
for debt securities may be volatile and may be adversely impacted by
many events; 2) there may be no active trading market for the notes;
3) the notes may not be a suitable investment for all investors; 4) the
notes are unsecured; 5) the terms of the notes may be modified, waived
or substituted without the consent of all of the holders; 6) there can be no
assurance that the laws of the State of New York in effect as at the date of
this prospectus supplement will not be modified; and 7) there may be
certain legal restraints in relation to investment in the notes with regard
to the particular circumstances of any investor.

Risks associated with the Republic generally include: 1) there can be no
assurance that Turkey's credit ratings will not change; 2) changes in the
Republic's domestic and international political and economic
environment may have a negative effect on its financial condition; 3) the
risks arising from the relatively short maturity structure of domestic
borrowing and the potential deterioration in financing conditions as a
result of market, economic and political factors, which may be outside
the Republic's control, may jeopardize the debt dynamics of the
Republic; 4) potential inflation risks; 5) risks associated with Turkey's
current account deficit; 6) risks associated with the foreign exchange rate
of the Republic's currency; 7) Turkey is a foreign sovereign state and
accordingly it may be difficult to obtain or enforce judgments against it;
8) risks associated with delays or other adverse developments in the
Republic's accession to the European Union which may have a negative
impact on the Republic's economic performance and credit ratings;
9) risks associated with pending arbitration proceedings; and 10) risks
associated with external shocks.

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

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

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

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