Obligation Euro Investment Bank 6% ( XS0085727559 ) en GBP

Euro Investment Bank

100 % ⇌

Luxembourg

XS0085727559 ( en GBP )

6% par an ( paiement annuel )

07/12/2028 - Obligation échue

Prospectus brochure de l'obligation European Investment Bank XS0085727559 en GBP 6%, échue

La Banque européenne d'investissement (BEI) est une institution de l'Union européenne qui finance des projets contribuant à l'intégration, la cohésion et la croissance économique de l'UE et des pays voisins.

Cet article financier détaille une obligation de type standard, identifiée par le code ISIN XS0085727559, émise par la European Investment Bank (EIB), une institution financière supranationale et l'organe de prêt de l'Union européenne, dont la mission est de financer des investissements solides contribuant aux objectifs politiques de l'UE tant à l'intérieur qu'à l'extérieur de l'Union, et dont le pays d'émission pour cette facilité était le Luxembourg ; cette obligation, libellée en livres sterling (GBP), offrait un taux d'intérêt de 6% avec une fréquence de paiement annuelle de ses coupons et, ayant atteint sa maturité fixée au 7 décembre 2028, elle a été intégralement remboursée à 100% de sa valeur nominale à cette date.

OFFERING CIRCULAR

£100,000,000
6 per cent. Euro -Fungible Notes due 2028
(to be consolidated and form a single series with the existing
£3,600,000,000 6 per cent. Euro-Fungible Notes due 2028 issued
in twenty-one tranches on 25th March, 1998, 3rd July, 1998,
1st October, 1998, 6th October, 1998, 7th December, 1998, 25th February, 1999,
19th October, 1999, 22nd November, 1999, 7th January, 2000, 11th February, 2000,
6th March, 2000, 15th March, 2000, 30th March, 2000, 6th April, 2000,
19th April, 2000, 9th May, 2000, 24th May, 2000, 12th July, 2000,
1st September, 2000, 18th September, 2000 and 12th January, 2001)
Issue Price: 109.364 per cent.
(plus 190 days' accrued interest)
Interest on the £100,000,000 6 per cent. Euro-Fungible Notes due 2028 (the "Notes ") will be payable annually in
arrear on 7th December in each year. For the avoidance of doubt, the Notes now being issued will have the
Coupons relating to the payments of interest up to and including 7th December, 2003 cancelled on issue.
Application has been made to list the Notes on the Luxembourg Stock Exchange.
The Notes will, unless previously redeemed or purchased and cancelled, be redeemed at their principal amount
on 7th December, 2028.
The Notes will from 17th June, 2004 (the "Closing Date") be represented by a Permanent Global Note which is
expected to be deposited with a common depositary for Euroclear Bank S.A./N.V. as operator of the Euroclear
System ("Euroclear") and Clearstream Banking, société anonyme ("Clearstream, Luxembourg") on the Closing
Date and which will be exchangeable for Definitive Notes, in the limited circumstances set out in such Global
Note and described under "Summary of Provisions relating to the Notes while in Global Form" below.
On the Closing Date the Notes will be consolidated with the existing £3,600,000,000 6 per cent. Euro -Fungible
Notes due 2028 of European Investment Bank issued in twenty-one tranches on 25th March, 1998, 3rd July,
1998, 1st October, 1998, 6th October, 1998, 7th December, 1998, 25th February, 1999, 19th October, 1999,
22nd November, 1999, 7th January, 2000, 11th February, 2000, 6th March, 2000, 15th March, 2000, 30th
March, 2000, 6th April, 2000, 19th April, 2000, 9th May, 2000, 24th May, 2000, 12th July, 2000, 1st September,
2000, 18th September, 2000 and 12th January, 2004 (together, the "Existing Notes") so as to form a single issue
therewith.

The Royal Bank of Scotland

15th June, 2004

European Investment Bank ("EIB"), having made all reasonable enquiries, confirms that this Offering Circular
contains all information with regard to EIB and the Notes which is material in the context of the Notes, that such
information is true and accurate in all material respects and is not misleading, that the opinions and intentions
expressed herein are honestly held and that there are no other facts the omission of which makes this Offering
Circular as a whole or any of such information or the expression of any such opinions or intentions misleading.
EIB accepts responsibility accordingly.
No person has been authorised to give any information or to make any representations, unless contained in this
document, in connection with the issue, purchase or sale of the Notes and any information or representations not
contained herein must not be relied upon as having been authorised by EIB.
Neither the delivery of this document nor any purchase, offering or sale made in connection herewith shall,
under any circumstances, constitute a representation or create any implication that there has been no change
since the date of this document in the affairs of EIB or that other information contained herein has remained
accurate and complete.
The distribution of this Offering Circular and the offering or sale of the Notes in certain jurisdictions may be
restricted by law. Persons into whose possession this Offering Circular comes are required by EIB and the
Manager to inform themselves about and to observe any such restrictions. For a description of certain restrictions
on offers and sales of Notes and on distribution of this Offering Circular see "Subscription and Sale" below.
References herein to "Pounds Sterling" or "£" are to the currency of the United Kingdom. References herein to
"euro" or "EUR" are to the lawful currency of the member states of the European Union that adopt the single
currency in accordance with the Treaty establishing the European Community, as amended.
In connection with this issue, The Royal Bank of Scotland plc or any person acting for it may over-allot or effect
transactions with a view to supporting the market price of the Notes and the Existing Notes at a level higher than
that which might otherwise prevail for a limited period. However, there may be no obligation on The Royal Bank
of Scotland plc or its agent to do this. Such stabilising, if commenced, may be discontinued at any time and must
be brought to an end after a limited period.
TABLE OF CONTENTS

Page
Terms and Conditions of the Notes
3
Summary of Provisions relating to the Notes while in Global Form
7
Use of Proceeds
8
Subscription and Sale
9
General Information
10
2

TERMS AND CONDITIONS OF THE NOTES
There follows the text of the Terms and Conditions to which (subject to completion and amendment) the Notes
will be subject:
The 6 per cent. Euro-Fungible Notes due 7th December, 2028 (the "Notes") of European Investment Bank
("EIB") are issued in an aggregate principal amount of £3,700,000,000 of which £750,000,000 were issued on
25th March, 1998, £250,000,000 were issued on 3rd July, 1998, £75,000,000 were issued on 1st October, 1998,
£200,000,000 were issued on 6th October, 1998, £100,000,000 were issued on 7th December, 1998,
£250,000,000 were issued on 25th February, 1999, £75,000,000 issued on 19th October, 1999, £175,000,000
were issued on 22nd November, 1999, £125,000,000 were issued on 7th January, 2000, £100,000,000 were
issued on 11th February, 2000, £150,000,000 were issued on 6th March, 2000, £100,000,000 were issued on
15th March, 2000, £200,000,000 were issued on 30th March, 2000, £350,000,000 were issued on 6th April,
2000, £100,000,000 were issued on 19th April, 2000, £100,000,000 were issued on 9th May, 2000,
£100,000,000 were issued on 24th May, 2000, £100,000,000 were issued on 12th July, 2000, £100,000,000 were
issued on 1st September, 2000, £100,000,000 were issued on 18th September, 2000 and £100,000,000 were
issued on 12th January, 2001 (together, the "Existing Notes") and £100,000,000 were issued on 17th June, 2004
(the "Further Notes"). The Existing Notes and the Further Notes are together referred to as the "Notes". In
connection with the Notes, EIB has entered into a Fiscal and Paying Agency Agreement dated 25th March, 1998
as supplemented by a First Supplemental Fiscal and Paying Agency Agreement dated 3rd July, 1998, a Second
Supplemental Fiscal and Paying Agency Agreement dated 1st October, 1998, a Third Supplemental Fiscal and
Paying Agency Agreement dated 6th October, 1998, a Fourth Supplemental Fiscal and Paying Agency
Agreement dated 7th December, 1998, a Fifth Supplemental Fiscal and Paying Agency Agreement dated 25th
February, 1999, a Sixth Supplemental Fiscal and Paying Agency Agreement dated 19th October, 1999, a
Seventh Supplemental Fiscal and Paying Agency Agreement dated 22nd November, 1999, an Eighth
Supplemental Fiscal and Paying Agency Agreement dated 7th January, 2000, a Ninth Supplemental Fiscal and
Paying Agency Agreement dated 11th February, 2000, a Tenth Supplemental Fiscal and Paying Agency
Agreement dated 6th March, 2000, an Eleventh Supplemental Fiscal and Paying Agency Agreement dated 15th
March, 2000, a Twelfth Supplemental Fiscal and Paying Agency Agreement dated 30th March, 2000, a
Thirteenth Supplemental Fiscal and Paying Agency Agreement dated 6th April, 2000, a Fourteenth
Supplemental Fiscal and Paying Agency Agreement dated 19th April, 2000, a Fifteenth Supplemental Fiscal and
Paying Agency Agreement dated 9th May, 2000, a Sixteenth Supplemental Fiscal and Paying Agency
Agreement dated 24th May, 2000, a Seventeenth Supplemental Fiscal and Paying Agency Agreement dated 12th
July, 2000, an Eighteenth Supplemental Fiscal and Paying Agency Agreement dated 1st September, 2000, a
Nineteenth Supplemental Fiscal and Paying Agency Agreement dated 18th September, 2000, a Twentieth
Supplemental Fiscal and Paying Agency Agreement dated 12th January, 2001 and a Twenty-First Supplemental
Fiscal and Paying Agency Agreement dated 17th June, 2004 (together, the "Fiscal and Paying Agency
Agreement") each made between EIB, Citibank, N.A. as fiscal agent and principal paying agent and the paying
agents named in it. The fiscal agent and principal paying agent and the paying agents for the time being are
referred to below respectively as the "Fiscal Agent" and the "Paying Agents" (which expression shall include the
Fiscal Agent). Certain statements in these Terms and Conditions are summaries of, and are subject to, the
detailed provisions of the Fiscal and Paying Agency Agreement. Copies of the Fiscal and Paying Agency
Agreement are available for inspection at the specified offices of the Paying Agents. The holders of the Notes
and the Coupons (as defined below) are entitled to the benefit of, are bound by, and are deemed to have notice
of, all the provisions of the Fiscal Agency Agreement.
1.
Form, Denomination and Title
The Notes are issued in bearer form in the denominations of £1,000, £10,000 and £100,000 with interest coupons
("Coupons") attached.
Title to the Notes and Coupons will pass by delivery. EIB and the Paying Agents may deem and treat the bearer
of each Note and Coupon to be the absolute owner thereof for the purpose of making payments and for all other
purposes.
2.
Redenomination
EIB may, without the consent of the holders of the Notes and Coupons, on giving at least 30 days' prior notice to
the holders of the Notes, elect that, with effect from any date for payment of interest under the Notes as may be
specified in that notice (the "Redenomination Date") falling on or after the date on which the United Kingdom
becomes one of the countries participating in the third stage of economic and monetary union pursuant to the
Treaty establishing the European Community, each Note shall be deemed to be denominated in such amount of
euro as is equivalent to its denomination in Pounds Sterling, converted into euro at the rate for the conversion of
Pounds Sterling (including compliance with rules relating to roundings in accordance with applicable European
3

Community regulations) into euro established by the Council of the European Union pursuant to Article 123 of
the Treaty establishing the European Community, as amended by the Treaty on European Union and as amended
by the Treaty of Amsterdam. Such amount shall be rounded down to the nearest integral multiple of 1 euro. Any
fraction of 1 euro arising therefrom shall be paid to the holder of the Coupon due on the Redenomination Date
on presentation of such Coupon in addition to the payment of interest otherwise payable on such Coupon. On
and after the Redenomination Date all payments in respect of the Notes will be made solely in euro, including
payments of interest in respect of periods before the Redenomination Date.
"euro" means the currency introduced at the start of the third stage of economic and monetary union pursuant to
the Treaty establishing the European Community.
In addition, EIB may, without the consent of the holders of the Notes and Coupons, on giving not less than 30
days' prior notice to the holders of the Notes, elect that with effect from the Redenomination Date or such later
date for payment of interest under the Notes as it may specify in that notice (the "Specified Date"), the
denomination of the Notes shall be euro 1, euro 10,000 and euro 100,000. In such event, the then existing euro-
denominated Notes (the "Original Notes") shall be exchangeable at the specified office of the Fiscal Agent, and
at the specified offices of the Paying Agents, for Notes of such new denominations ("New Notes") having the
same aggregate principal amount as the Original Notes so exchanged together with Coupons in respect of future
interest payments on such New Notes.
With effect from the Specified Date all unmatured Coupons relating to the Original Notes (whether or not
attached) shall become void and no payment will be made in respect of them.
References in the terms and conditions to any business day, day-count fraction or other convention (whether for
the calculation of interest, determination of payment dates or otherwise) shall, if different, with effect from the
Redenomination Date, be deemed to be amended to comply with any conventions applicable to euro-
denominated obligations pursuant to applicable requirements of relevant monetary, stock exchange or other
authorities, applicable European Community and national laws and regulations and such market practices
consistent therewith as the Fiscal Agent, in its discretion, shall determine to be applicable for the redenomination
and exchange of Eurobonds held in international clearing systems and these terms and conditions shall be
deemed to be amended accordingly.
Any such redenomination and exchange of Notes shall be subject in all cases to compliance with all applicable
requirements of relevant monetary, stock exchange or other authorities, applicable European Community and
national laws and regulations and such market practices consistent therewith as the Fiscal Agent, in its
discretion, shall determine to be applicable for the redenomination and exchange of Eurobonds held in
international clearing systems and these terms and conditions shall be deemed to be amended accordingly.
Upon any change to these terms and conditions pursuant to a redenomination or exchange, notice thereof will be
given to holders of Notes in accordance with Condition 10.
Determinations made by the Fiscal Agent will, in the absence of manifest error, be conclusive and binding on
EIB and the holders of Notes and Coupons.
3.
Interest
The Notes bear interest from 25th March, 1998 at the rate of 6 per cent. per annum payable annually in arrear on
7th December in each year. For the avoidance of doubt, the Coupons attached to the Further Notes relating to the
payment of interest in respect of the Notes due on 7th December, 1998, 7th December, 1999, 7th December,
2000, 7th December, 2001, 7th December, 2002 and 7th December, 2003 have been cancelled on issue. The
Notes will cease to bear interest from the due date for redemption unless, upon due presentation, payment of
principal is improperly withheld or refused. Where interest is to be calculated in respect of a period of less than
one year, it will be calculated on the basis of a 360-day year of 12 months of 30 days each and, in the case of an
incomplete month, the number of days elapsed.
4.
Redemption and Purchase
Unless previously redeemed or purchased and cancelled as described herein, EIB will redeem the Notes at par on
7th December, 2028.
EIB shall have the right at any time to purchase Notes in the open market or otherwise. Any Notes so purchased
may be resold at EIB's discretion, if not surrendered, together with any unmatured Coupons appertaining thereto,
to the Fiscal Agent for cancellation.
5.
Payments
Payments in respect of principal and interest will be made to the bearer against surrender of Notes or, as the case
may be, Coupons at the specified office of any of the Paying Agents for the time being. The specified offices of
4

the initial Paying Agents appear below.
Payments made before the Redenomination Date will be made in Pounds Sterling by cheque drawn on, or by
credit or transfer to a Pounds Sterling account specified by the payee with, a bank in the United Kingdom.
Payments made on or after the Redenomination Date will be made in euro by credit or transfer to a euro account
(or any other account to which euro may be credited or transferred) specified by the payee.
Payments will be subject in all cases to any fiscal or other laws and regulations applicable thereto.
If any day for payment of principal or interest in respect of any Note is not a day on which banks are open for
business and carrying out transactions in Pounds Sterling or euro (as the case may be) in the place where it is
presented for payment, credit or transfer instructions in respect of such payments shall not be given and (in the
case of payments in Pounds Sterling) cheques will not be drawn until the next day in such place on which they
are so open and the holder shall not be entitled to any interest or other sums in respect of such postponed
payment. Neither EIB nor any Paying Agent shall be liable to any holder of a Note or Coupon or other person for
any commissions, costs, losses or expenses in relation to or resulting from such credit or transfer or any currency
conversion or rounding effected in connection therewith.
EIB reserves the right at any time to vary or terminate the appointment of the Fiscal Agent or any other Paying
Agent and to appoint another fiscal agent or additional or other paying agents provided that it will at all times
while any Note is outstanding maintain (i) a fiscal agent; and (ii) so long as the Notes are listed on any stock
exchange and if the rules of that stock exchange so require, a paying agent having a specified office in the city of
that stock exchange. Notice of any such termination or appointment and of any changes in the specified office of
any Paying Agent will be given to the Noteholders in accordance with Condition 10.
Notes should be presented for redemption or payment together with all unmatured Coupons relating thereto,
failing which (subject to Condition 2) the amount of any missing unmatured Coupon (or, in the case of payment
not being made in full, that proportion of the amount of such unmatured Coupon which the sum of principal so
paid bears to the principal amount due), will be deducted from the sum due for payment. Any amount of
principal so deducted will be paid in the manner mentioned above against presentation and surrender of the
relevant Coupon at any time following such deduction, but not later than ten years after the relevant due date for
the payment of such principal.
6.
Status of the Notes and Negative Pledge
The Notes will be unconditional, direct and general obligations of EIB in accordance with their terms for their
payment and performance. The Notes will rank pari passu with any present or future indebtedness of EIB
represented by any unsubordinated notes, bonds or other securities, except indebtedness (i) incurred for all or
part of the purchase price of property purchased by EIB and (ii) secured by any mortgage, pledge or other
security interest on such property but otherwise ranking pari passu with the Notes. If EIB shall in the future
secure any such present or future indebtedness by any mortgage, pledge or other security interest on any of its
present or future assets or revenues (other than mortgages, pledges or security interests on property purchased by
EIB as security for all or part of the purchase price), the Notes will be secured by such mortgage, pledge or other
security interest equally and rateably with such indebtedness, and the instrument creating such mortgage, pledge
or other security interest will expressly so provide.
7.
Default
The holder of any Note may, by written notice to EIB delivered before all defaults shall have been remedied,
cause such Note to become due and payable, together with accrued interest thereon to the date of payment, as of
the date on which the said notice of acceleration is received by EIB in the event that:
7.1
EIB shall default in any payment of interest in respect of any of the Notes and such default shall not
have been remedied by payment thereof within 30 days; or
7.2
EIB shall default in the due performance of any of its other obligations in respect of the Notes and such
default shall continue for a period of 30 days after written notice thereof shall have been given by the
holder of any Note to EIB at its office at 100, Boulevard Konrad Adenauer, L-2950 Luxembourg or at
such other address as shall be notified to the holders of the Notes in accordance with Condition 10; or
7.3
any other indebtedness of EIB for borrowed money shall become due and payable prior to the stated
maturity thereof as a result of a default thereunder or any such indebtedness shall not be paid at the
maturity thereof as extended by any applicable grace period therefor or any guarantee given by EIB for
borrowed money shall not be honoured within 30 days when due and called upon in accordance with its
terms.
5

8.
Repl acement of Notes and Coupons
In the case of theft, loss or other involuntary dispossession or mutilation of any Note or Coupon, application for
replacement thereof is to be made at the principal office of the Fiscal Agent. Any such Note or Coupon shall be
replaced by EIB in compliance with such procedures and on such terms as to evidence and indemnification as
EIB and the Fiscal Agent may require. Subject to applicable stock exchange regulations, all such costs as may be
incurred in connection with the replacement of any such Note or Coupon shall be borne by the applicant.
Mutilated Notes or Coupons must be surrendered before new ones will be issued.
9.
Prescription
Interest will cease to be payable after five years from the relevant interest payment date and principal after ten
years from the due date for payment thereof.
10.
Notices
Any notice to holders of Notes or Coupons shall be validly given if published in the Luxemburger Wort
(Luxembourg) and the Financial Times (United Kingdom) and such other newspapers or publications as may be
required by the rules of the stock exchange(s) on which the Notes may from time to time be listed or, if any such
newspaper or publication shall cease to be published or timely publication therein shall not be practicable, in
such other newspapers as the Fiscal Agent shall deem necessary to give fair and reasonable notice to holders of
Notes and Coupons. Any such notice shall be deemed to have been given on the date of the last publication
provided above.
11.
Further Issues and Consolidation
EIB may from time to time, without the consent of the holders of the Notes and Coupons, create and issue
further notes so as to be consolidated and form a single issue with the Notes.
EIB may also from time to time, without the consent of the holders of the Notes and Coupons, consolidate the
Notes with one or more issues of other notes issued by it, whether or not originally issued in Pounds Sterling or
euro, provided that such other notes have been redenominated in euro (if not originally denominated in euro) and
otherwise have, in respect of all periods subsequent to such consolidation, the same terms and conditions as the
Notes.
The relevant Fiscal and Paying Agency Agreement(s) will be amended accordingly.
12.
Governing Law and Jurisdiction
The Notes and Coupons are governed by, and shall be construed in accordance with, the laws of the Grand
Duchy of Luxembourg. Claims against EIB thereunder may be brought before any competent court in
Luxembourg or any other country where EIB shall hereafter have its legal seat.
6

SUMMARY OF PROVISIONS RELATING TO THE NOTES WHILE IN GLOBAL FORM
The Global Note contains provisions which apply to the Notes while they are in global form, some of which
modify the effect of the terms and conditions of the Notes set out in this document. The following is a summary
of certain of those provisions:
1.
Exchange
The Global Note is exchangeable in whole but not, except as provided in the next paragraph, in part (free of
charge to the holder) for the Definitive Notes described below (i) if the Global Note is held on behalf of a
clearing system and such clearing system is closed for business for a continuous period of 14 days (other than by
reason of holidays, statutory or otherwise) or announces an intention permanently to cease business or does in
fact do so, (ii) if principal in respect of any Notes is not paid when due and payable or (iii) if EIB would suffer a
material disadvantage in respect of the Notes as a result of a change in laws or regulations which would not be
suffered were the Notes in definitive form and a certificate to such effect signed by EIB is delivered to the Fiscal
Agent for display to Noteholders, (unless a default notice has been given as referred to in "Default" below) by
EIB giving notice. Thereupon (in the case of (i) and (ii) above) the holder may give notice to the Fiscal Agent,
and (in the case of (iii) above) EIB may give notice to the Fiscal Agent and the Noteholders, of its intention to
exchange the Global Note for Definitive Notes on or after the Exchange Date specified in the notice.
If principal in respect of any Notes is not paid when due and payable the holder of the Global Note may by
notice to the Fiscal Agent (which may but need not be the default notice referred to in "Default" below) require
the exchange of a specified principal amount of the Global Note (which may be equal to or (provided that, if the
Global Note is held by or on behalf of a clearing system, that clearing system agrees) less than the outstanding
principal amount of Notes represented thereby) for Definitive Notes on or after the Exchange Date (as defined
below) specified in such notice.
On or after any Exchange Date (as defined below) the holder of the Global Note may surrender the Global Note
or, in the case of a partial exchange, present it for endorsement to or to the order of the Fiscal Agent. In exchange
for the Global Note, or the part thereof to be exchanged, EIB will deliver, or procure the delivery of, an equal
aggregate principal amount of duly executed Definitive Notes (having attached to them all Coupons in respect of
interest which has not already been paid on the Global Note), security printed in accordance with any applicable
legal and stock exchange requirements and in or substantially in the form set out in Schedule 1 to the Twenty-
First Supplemental Fiscal and Paying Agency Agreement. On exchange in full of the Global Note, EIB will, if
the holder so requests, procure that it is cancelled and returned to the holder together with any relevant Definitive
Notes.
"Exchange Date" means a day falling not less than 60 days, or in the case of exchange pursuant to (ii) above 30
days, after that on which the notice requiring exchange is given and on which banks are open for business in the
city in which the specified office of the Fiscal Agent is located and, except in the case of exchange pursuant to
(i) above, in the cities in which the relevant clearing system is located.
2.
Payments
Payments of principal and interest in respect of Notes represented by the Global Note will be made against
presentation for endorsement and, if no further payment falls to be made in respect of the Notes, surrender of the
Global Note to or to the order of the Fiscal Agent or such other Paying Agent as shall have been notified to the
Noteholders for such purpose. A record of each payment so made will be endorsed in the appropriate schedule to
the Global Note, which endorsement will be prima facie evidence that such payment has been made in respect of
the Notes.
3.
Notices
So long as the Notes are represented by the Global Note and the Global Note is held on behalf of a clearing
system, notices to Noteholders may be given by delivery of the relevant notice to that clearing system for
communication by it to entitled accountholders in substitution for publication as required by the Conditions
except that so long as the Notes are listed on the Luxembourg Stock Exchange and the rules of that Exchange so
require, notices shall also be published in a leading newspaper having general circulation in Luxembourg (which
is expected to be the Luxemburger Wort) and so long as the Notes may be listed on any other stock exchange
notices will be published in such manner as the rules of that stock exchange may require.
4.
Purchase and Cancellation
Cancellation of any Note to be cancelled following its purchase will be effected by reduction in the principal
amount of the Global Note.
7

5.
Default
The Global Note provides that the holder may cause the Global Note or a portion of it to become due and
payable in the circumstances described in Condition 7 by stating in the notice to EIB the principal amount of
Notes which is being declared due and payable.
6.
Redenomination and Consolidation
On the Specified Date the Notes shall become New Notes without the need for the Global Note to be presented
for exchange.
On consolidation of the Notes, EIB may issue a replacement Global Note in exchange for the global notes of the
issues consolidated. The relevant clearing systems may, in such circumstances, require a change of the common
depositary.
USE OF PROCEEDS
The net proceeds of the sale of the Notes, which will amount to approximately £112,330,666, will be used in the
general operations of EIB.
8

SUBSCRIPTION AND SALE
The Royal Bank of Scotland plc ("RBS") has, pursuant to a Subscription Agreement dated 15th June, 2004
agreed with EIB, subject to the satisfaction of certain conditions, to subscribe for the Notes at an issue price of
109.364 per cent. of the principal amount of the Notes plus 190 days' accrued interest and less combined
commissions of 0.20 per cent. of the principal amount of the Notes. The Subscription Agreement entitles RBS to
terminate the Subscription Agreement in certain circumstances prior to payment to EIB.
No action is being taken by EIB or RBS to permit a public offering of the Notes, or the distribution of any
document, in or from any jurisdiction where action would be required for such purposes. Accordingly, the Notes
may not be directly or indirectly offered or sold or any offering circular, prospectus, form of application,
advertisement or other offering material distributed or published in any country or jurisdiction except in
compliance with any applicable laws or regulations. In particular, no representation is made that the Notes may
lawfully be sold in compliance with any applicable registration requirements and neither EIB nor RBS assumes
any responsibility for facilitating such sales.
9

GENERAL INFORMATION
1.
The issue of the Notes was duly authorised by EIB pursuant to an authorisation of its Board of Directors
on 17th December, 2003 and in compliance with procedures laid down by its Management Committee.
2.
EIB is not involved in any litigation, arbitration or administrative proceedings relating to claims or
amounts which are material in the context of the issue of the Notes and, so far as EIB is aware, no such
litigation, arbitration or administrative proceedings are pending or threatened.
There has been no material adverse change in the financial position or prospects of EIB since 31st
December, 2003.
3
The Notes have been accepted for clearance through Euroclear and Clearstream, Luxembourg
(Common Code 08572755). The ISIN of the Notes is XS008572755-9.
No action has been taken by EIB to permit clearance through other clearing systems in European
Community member states, either before or after a redenomination of the Notes. Such clearance would
be dependent on the clearing system having appropriate links with Clearstream, Luxembourg and
Euroclear and, in any event, would be effected in accordance with all applicable requirements of
relevant monetary, stock exchange or other authorities and applicable European Community and
national laws and regulations.
4.
Application has been made for the Notes initially to be listed on the Luxembourg Stock Exchange.
Application may also be made to list the Notes on one or more other Stock Exchanges in the European
Community after the Specified Date (as defined above in the Terms and Conditions of the Notes).
5.
ElB's 2003 Financial Report and ElB's statute are incorporated herein by reference. Copies of ElB's
Statute and of the Fiscal and Paying Agency Agreement will be available for inspection by holders of
the Notes at the specified offices of the Fiscal Agent in London and Paying Agent in Luxembourg
during the life of the Notes. In addition, copies of the annual reports of EIB may be obtained by holders
of the Notes at the said offices during such period.
6.
On 1st May, 2004 the Czech Republic, Estonia, Cyprus, Latvia, Lithuania, Hungary, Malta, Poland,
Slovenia and Slovakia became member states of the European Union. On accession the statute of EIB
was amended with respect to capital and governance in accordance with Protocol No. 1 to the
Accession Treaty.
Following the increase, EIB's subscribed capital in EUR is as follows:

Germany
26,649,532,500
France
26,649,532,500
Italy
26,649,532,500
United Kingdom
26,649,532,500
Spain
15,989,719,500
Belgium
7,387,065,000
Netherlands
7,387,065,000
Sweden
4,900,585,500
Denmark
3,740,283,000
Austria
3,666,973,500
Poland
3,411,263,500
Finland
2,106,816,000
Greece
2,003,725,500
Portugal
1,291,287,000
Czech Republic
1,258,785,500
Hungary
1,190,868,500
Ireland
935,070,000
Slovakia
428,490,500
Slovenia
397,815,000
Lithuania
249,617,500
Luxembourg
187,015,500
10