Obligation Turkiye 5.125% ( XS0503454166 ) en EUR

Turkiye

100 % ⇌

Turquie

XS0503454166 ( en EUR )

5.125% par an ( paiement annuel )

18/05/2020 - Obligation échue

Prospectus brochure de l'obligation Turkey XS0503454166 en EUR 5.125%, échue

50 000 EUR

2 000 000 000 EUR

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 EUR, avec le code ISIN XS0503454166, paye un coupon de 5.125% par an.
Le paiement des coupons est annuel et la maturité de l'Obligation est le 18/05/2020

Prospectus dated November 11, 2010

Türkiye Cumhuriyeti
(The Republic of Turkey)

Euro 500,000,000 5.125 per cent. Notes due 2020
(to be consolidated and form a single series with the Euro 1,500,000,000 5.125 per cent.
Notes due 2020 issued on April 22, 2010)

____________________________________
Issue Price: 106.697 per cent.
plus 204 days' accrued interest
(in respect of the period from (and including) April 22, 2010 to (but excluding) November 12, 2010
____________________________________

The Euro 500,000,000 5.125 per cent. Notes due 2020 of Türkiye Cumhuriyeti (the Republic of Turkey) (the "Further
Notes") will be issued on November 12, 2010, to be consolidated and form a single series with the Euro 1,500,000,000
5.125 per cent. Notes due 2020 issued on April 22, 2010 (the "Original Notes" and, together with the Further Notes, the
"Notes")). Interest on the Further Notes is payable annually in arrear on May 18 of each year, beginning on May 18,
2011, at the rate of 5.125 per cent. per annum. Unless previously purchased and cancelled the Further Notes will be
redeemed at their principal amount together with any accrued but unpaid interest (being for the period from and
including May 18, 2019 to but excluding May 18, 2020) and are not redeemable prior to May 18, 2020. See "Terms and
Conditions of the Notes Redemption."

This prospectus constitutes a prospectus for the purposes of Article 5.3 of Directive 2003/71/EC (the "Prospective Directive").

Application has been made to the Commission du Surveillance du Secteur Financier of the Grand Duchy of Luxembourg (the "CSSF"), as competent
authority under the Prospectus Directive, to approve this prospectus as a prospectus for the purposes of the Prospectus Directive. Application has been made
for the Further Notes to be admitted to listing on the official list and trading on the Luxembourg Stock Exchange's regulated market. The Luxembourg Stock
Exchange's regulated market ("Regulated Market") is a regulated market for the purposes of the Market and Financial Instruments Directive 2004/39/EC.

See "Recent Developments" for a discussion of certain factors to be considered in connection with an investment in the Further Notes.

PARTICULAR ATTENTION IS DRAWN TO THE SECTION ENTITLED "RISK FACTORS" BELOW WHICH SHOULD BE CONSIDERED
IN CONNECTION WITH AN INVESTMENT IN THE FURTHER NOTES.
The Further Notes have not been and will not be, registered under the US Securities Act of 1933, as amended (the "Securities Act") and are subject to US
tax law requirements. Subject to certain exemptions, the Further Notes may not be offered, sold or delivered within the United States or to or for the account
or benefit of US persons.

The Further Notes will be represented initially by a Temporary Global Note without coupons, which will be deposited with a common depositary for
Euroclear Bank N.V./S.A. ("Euroclear") and Clearstream Banking, société anonyme, Luxembourg ("Clearstream Luxembourg"), on or about November
12, 2010 ("Closing Date"). The Temporary Global Note will be exchangeable for interests in a Permanent Global Note, without interest coupons, on or after
a date which is expected to be December 22, 2010 (the "Consolidated Date") upon certification as to non-U.S. beneficial ownership. The Permanent Global
Note will be exchangeable for definitive Further Notes in bearer form in the denomination of Euro 50,000 and integral multiples of Euro 1,000 thereafter
with coupons attached only in certain limited circumstances. See "Summary of Provisions relating to the Further Notes while in Global Form".

MANAGERS

BNP PARIBAS

HSBC
DEUTSCHE BANK

1

Türkiye Cumhuriyeti (the Republic of Turkey) ("the Republic", the "Issuer" or "Turkey"), accepts
responsibility for the information contained in this Prospectus.

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.

The Republic has confirmed to the Managers named under "Subscription and Sale" below that this
Prospectus contains all information which is (in the context of the issue, offering and sale of the Further
Notes) material; that such information is true and accurate in all material respects and is not misleading in any
material respect; that any opinions, predictions, or intentions by the Republic expressed herein are honestly
held or made and are not misleading in any material respect; that this Prospectus does not omit to state any
material fact necessary to make such information, opinions, predictions or intentions (in the context of the
issue, offering and sale of the Further Notes) not misleading in any material respect; and that all proper
inquiries have been made to verify the foregoing.

No person has been authorised to give any information or to make any representation not contained in or
not consistent with this Prospectus or any other document entered into in relation to the Further Notes or any
information supplied by the Republic or such information as is in the public domain and, if given or made,
such information or representation should not be relied upon as having been authorised by the Republic or the
Managers as defined under "Subscription and Sale". The delivery of this Prospectus at any time does not
imply that the information contained in it is correct as at any time subsequent to the date of this Prospectus.
Unless otherwise indicated, all information in this Prospectus is given as of the date of this Prospectus.

No representation or warranty is made or implied by the Managers or any of their respective affiliates, and
neither the Managers nor any of their respective affiliates make any representation or warranty or accept any
responsibility as to the accuracy or completeness of the information in this Prospectus. Neither the delivery
of this Prospectus, nor the offering, sale or delivery of any Further Note shall, in any circumstance, create any
implication that the information contained in this Prospectus is true subsequent to the date hereof or the date
that this Prospectus has been most recently amended or supplemented or that there has been no adverse
change, or any event reasonably likely to involve any adverse change, in the conditions of the Republic since
the date hereof or, if later, the date upon which this Prospectus has been most recently amended or
supplemented or that any other information supplied in connection with the issue is correct at any time
subsequent to the date on which it is supplied, or, if different, the date indicated in the document containing
the same.

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

This Prospectus does not constitute an offer to sell or an offer to buy in any jurisdiction to any
person to whom it is unlawful to make the offer or solicitation in such jurisdiction, nor does this
Prospectus constitute an offer or an invitation to subscribe for or purchase any Further Notes and it
should not be considered as a recommendation by the Republic or the Managers that any recipient of
this Prospectus should subscribe for or purchase any Further Notes. The distribution of this
Prospectus and the offering, sale and delivery of the Further Notes in certain jurisdictions may be
restricted by law. Persons into whose possession this Prospectus comes are required by the Republic
and the Managers to inform themselves about and to observe any such restrictions. For a description
of certain restrictions on offers, sales and deliveries of the Further Notes, see "Subscription and Sale".
Each recipient of this Prospectus shall be taken to have made its own investigation and appraisal of the
condition (financial or otherwise) and status of the Republic.

The Further Notes have not been and will not be registered under the Securities Act, or any state securities
law, and may not be offered or sold within the United States, except pursuant to an exemption from, or in a
transaction not subject to, the registration requirements of the Securities Act. For a description of certain

2

further restrictions on offers and sales of Further Notes and distribution of this Prospectus, see "Subscription
and Sale".

References to "Turkish Lira" and "TL" in this Prospectus 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 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, 2008 and references to "Turkish Lira" and "TL" in this Prospectus 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 "", "Euro" or "euro" are to the single currency which was introduced at the beginning of
the third stage of the European Economic and Monetary Union pursuant to the Treaty establishing the
European Communities, as amended and all references to "dollars" and "$" are to the lawful currency for the
time being of the United States of America.

Translations of amounts from Turkish Lira to dollars or, as the case may be, euro 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. The Central Bank of Turkey foreign exchange buying rate for dollars
on November 9, 2010 was TL 1.4031 = $1.00 and the Central Bank of Turkey foreign exchange buying rate
for euro on November 9 , 2010 was TL 1.9512 = 1.00. 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.

In connection with the issue of the Further Notes, BNP Paribas, Deutsche Bank AG, London Branch
and HSBC Bank plc (the "Stabilising Managers") (or persons acting on behalf of the Stabilising
Managers) may over allot the Further Notes or effect transactions with a view to supporting the price
of the Further Notes at a level higher than that which might otherwise prevail. However, there is no
assurance that the Stabilising Managers (or persons acting on behalf of a Stabilising Manager) will
undertake stabilisation action. Any stabilisation action may begin on or after the date on which
adequate public disclosure of the terms of the Further Notes is made and, if begun, may be ended at
any time, but it must end no later than the earlier of 30 days after the issue date of the Further Notes
and 60 days after the date of the allotment of the Further Notes. Any stabilisation action or over-
allotment must be conducted by the Stabilising Managers (or persons acting on behalf of a Stabilising
Manager) in accordance with all applicable laws and rules.

INCORPORATION BY REFERENCE{ TC "INCORPORATION BY REFERENCE" \f C \l "1" }

The information set out in the table below shall be deemed to be incorporated in, and to form part of, this
Prospectus provided however that any statement contained in any document incorporated by reference in, and
forming part of, this Prospectus shall be deemed to be modified or superseded for the purpose of this
Prospectus to the extent that a statement contained herein modifies or supersedes such statement.

Such document will be made available, free of charge, during usual business hours at the specified offices
of the Paying Agent and the Listing Agent, unless such document has been modified or superseded. Such
document will also be available to view on the website of the Luxembourg Stock Exchange (www.bourse.lu).

The table below sets out the page references containing the information incorporated by reference from
the Annual Report on the Form 18-K for the Republic (for the purposes of this section, the "Issuer") for the
fiscal year ended December 31, 2009 filed with the U.S. Securities and Exchange Commission (the "SEC")
on September 30, 2010, which contains the economic, financial and statistical information for fiscal years
ended December 31, 2009, December 31, 2008, December 31, 2007, December 31, 2006, December 31, 2005,
December 31, 2004, December 31, 2003, December 31, 2002 and December 31, 2001:

EC No. 809/2004 Item
Annual Report on Form 18-K for 2009
The Issuer's position within the "Description of the Republic -- Government Organization and
governmental framework
Political Background" on pages 15 to 17 of Exhibit D
Geographic location and legal form of the "Description of the Republic " and " -- Location, Area and
Issuer
Topography" on page 14 of Exhibit D

3

Structure of the Issuer's economy
"Economy" on pages 31 to 55 of Exhibit D
Gross domestic product
"Economy -- Gross Domestic Product" on pages 32 to 34 of
Exhibit D
Turkey's political system and government "Description of the Republic -- Government Organization and
Political Background" on pages 15 to 17 of Exhibit D
Tax and budgetary systems of the Issuer
"Public Finance -- Taxation" and " -- Recent Developments in
Tax Policy" on pages 110 to 112 of Exhibit D and pages 112 to
116 of Exhibit D
Gross public debt of the Issuer
"Debt" on pages 128 to 154 of Exhibit D
Foreign trade and balance of payments
"Foreign Trade and Balance of Payments" on pages 63 to 80 of
Exhibit D
Foreign exchange reserves
"Foreign Trade and Balance of Payments -- International
Reserves" on page 80 of Exhibit D
Income and expenditure figures
"Public Finance -- Consolidated Central Government Budget"
on pages 106 to 110 of Exhibit D

Any information not listed in the cross-reference table but included in the documents incorporated by
reference is given for information purposes only.
The information included in the "Recent Developments" section of this Prospectus supplements the
information contained in the Republic's Annual Report for 2009 on Form 18-K filed with the SEC on
September 30, 2010. To the extent that the information in the "Recent Developments" section is inconsistent
with the information contained in the Annual Report for 2009, the information in the "Recent Developments"
section supersedes and replaces such information.

4

TABLE OF CONTENTS

INCORPORATION BY REFERENCE ................................................................................. 3
OVERVIEW ........................................................................................................................... 6
RISK FACTORS .................................................................................................................. 10
TERMS AND CONDITIONS OF THE NOTES ................................................................. 16
SUMMARY OF PROVISIONS RELATING TO THE NOTES WHILE IN GLOBAL
FORM ................................................................................................................................... 26
USE OF PROCEEDS ........................................................................................................... 28
RECENT DEVELOPMENTS .............................................................................................. 29
TAXATION ......................................................................................................................... 40
SUBSCRIPTION AND SALE ............................................................................................. 42
GENERAL INFORMATION .............................................................................................. 44

5

OVERVIEW{ TC "OVERVIEW" \f C \l "1" }

This overview should be read as an introduction to the Prospectus. Any decision to invest in the Further
Notes by an investor should be based on consideration of the Prospectus as a whole.

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 31 December 2009, was
estimated to be 72.6 million.

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, enabling it to begin accession
negotiations with the European Union.

Securities Offered ..................................................... Euro 500,000,000 principal amount of 5.125 per cent.

Notes due 2020.

The Further Notes will be consolidated and form a single
series with the Original Notes on the Consolidation Date.
Until such time, the Further Notes will be represented by
the Temporary ISIN and the Temporary Common Code
(for trading purposes) and will not be fungible for trading
purposes with the Original Notes. After such time, the
Further Notes will be represented by the ISIN and
Common Code of the Original Notes.

Maturity Date ........................................................... May 18, 2020.

Issue Price ................................................................. 106.697 per cent. of the principal amount of the Further

Notes plus 204 days' accrued interest (in respect of the
period from (and including) April 22, 2010 to (but
excluding) November 12, 2010.

Interest Payment

Dates .......................................................................... May 18 of each year, commencing May 18, 2011.

Status and Ranking .................................................. Upon issuance, the Further Notes will be direct

unconditional and general obligations of the Issuer and
will rank equally with 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 "Terms and Conditions of
the Notes -- Status" and "Terms and Conditions of the
Notes -- Negative Pledge" in this Prospectus.

Markets ..................................................................... The Further Notes are offered for sale in those

6

jurisdictions where it is legal to make such offers. See
"Subscription and Sale".

Listing and Admission to Trading .......................... Application has been made for the Further Notes to be

admitted to listing on the official list and trading on the
Luxembourg Stock Exchange's regulated market. The
Original Notes are already listed and admitted to trading
on the Luxembourg Stock Exchange.

Cross Acceleration Right ......................................... If any other present or future External Indebtedness of the

Republic for or in respect of money borrowed or raised,
in an amount in aggregate of not less than $40,000,000
(or its equivalent in other currencies), becomes due and
payable prior to its stated maturity otherwise than at the
option of the Republic or any amount of such External
Indebtedness in an aggregate amount of not less than
$25,000,000 (or its equivalent in other currencies) is not
paid when due or, as the case may be, within any
applicable grace period any Further Note may be declared
immediately due and payable; all as more fully set out in
this Prospectus.

Negative Pledge ......................................................... The Republic will not, so long as any of the Further Notes

remains outstanding, create or permit to exist any Lien
(other than a Permitted Lien) for any purpose upon or
with respect to any International Monetary Assets of the
Republic; or any Lien (other than a Permitted Lien) upon
or with respect to any other assets of the Republic to
secure External Indebtedness of any Person; or any
Exportable Assets of any Government-Owned Enterprise
to secure External Indebtedness of the Republic; all as
more fully set out in this Prospectus.

Form .......................................................................... The Further Notes will be in bearer form, in

denominations of Euro 50,000 and integral multiples of
Euro 1,000 in excess thereof, up to and including Euro
99,000. No definitive Further Notes will be issued with a
denomination above Euro 99,000.

Clearance and

Settlement .................................................................. The Further Notes will initially be in the form of the

Temporary Global Note which will be deposited on or
around the Closing Date with a common depositary for
Euroclear and Clearstream, Luxembourg. The Temporary
Global Note will be exchangeable in whole or in part for
interests in the Permanent Global Note not earlier than 40
days after the Closing Date upon certification as to non-
U.S. beneficial ownership. No payments will be made
under the Temporary Global Note unless exchange for
interests in the Permanent Global Note is improperly
withheld or refused. In addition, interest payments in
respect of the Further Notes cannot be collected without
such certification of non-U.S. beneficial ownership. The
Permanent Global Note will only become exchangeable
in whole, but not in part, for Further Notes in definitive
form in limited circumstances all as more fully explained
in this Prospectus.

7

Payment of Principal and

Interest....................................................................... Payments of principal and interest shall be made only

against presentation of Further Notes or the presentation
and surrender of Coupons, as appropriate, at the specified
office of any Paying Agent outside the United States by
cheque drawn on, or by transfer to a euro account.

Default ....................................................................... The Further Notes will contain events of default, the

occurrence of which may result in the acceleration of the
Issuer's obligations under the Further Notes prior to
maturity. See Condition 8 (Events of Default) in this
Prospectus.

Prescription Period ................................................... Ten years in the case of principal and five years in the

case of interest, from the appropriate Relevant Date as
defined in Condition 7 (Taxation) of this Prospectus.

Use of Proceeds ......................................................... The net proceeds of the issue of the Further Notes,

expected to amount to Euro 547,306,917.81 will be used
for the general funding purposes of the Republic.

Risk Factors .............................................................. Risks associated with the Further Notes generally include:

1) the trading market for debt securities may be volatile
and may be adversely impacted by many events; 2) there
could be no active trading market for the Further Notes;
3) the Further Notes may not be a suitable investment for
all investors; 4) the Further Notes are unsecured; 5) the
terms of the Further Notes may be modified, waived or
substituted without the consent of all of the holders; 6) it
is possible that the Further Notes may be held in amounts
in excess of Euro 50,000 (or its equivalent) that are not
integral multiples of Euro 50,000 (or its equivalent). In
such a case a Noteholder who, as a result of selling
Further Notes with a denomination of Euro 50,000 or
more, holds a principal amount of less than Euro 50,000
may not receive a definitive Further Note in respect of
such holding (should definitive Further Notes be printed)
and would need to purchase a principal amount of Further
Notes such that its holding amounts to the minimum
denomination of Euro 50,000; 7) English law in effect as
at the date of this Prospectus may be modified; 8) there
may be certain legal restraints in relation to investment in
the Further 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) it may
be difficult to refinance the Republic's existing debt due
to the relatively short maturity structure of its domestic
borrowing and the potential deterioration in financing
conditions; 4) potential inflation risks; 5) risks associated

8

with Turkey's current account deficit; 6) risks associated
with the foreign exchange rate of the Republic's currency;
7) 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; 8)
the Republic is a foreign sovereign state and accordingly
it may be difficult to obtain or enforce judgments against
it; 9) risks associated with pending arbitration
proceedings; and 10) risks associated with external
shocks such as the current global economic crisis.

Fiscal Agency

Agreement ................................................................. The Further Notes will be issued pursuant to the fiscal

agency agreement dated November 12, 2010.

Taxation..................................................................... For a discussion of the tax consequences associated with

the Further Notes, see "Taxation" in this Prospectus.
Investors should consult their own tax advisors in
determining the tax consequences to them of the
purchase, ownership and disposition of the Further Notes.

Governing Law ......................................................... The Further Notes and all non-contractual obligations

arising out of or in connection with them will be governed
by the laws of England.

Where a claim relating to the information contained in the 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 before
the legal proceedings are initiated.

9

RISK FACTORS{ TC "RISK FACTORS" \f C \l "1" }
You should read this entire Prospectus carefully. Words and expressions defined elsewhere in this
Prospectus have the same meanings in this section. Investing in the Further Notes involves certain risks. In
addition, the purchase of the Further Notes may involve substantial risks and be suitable only for investors
who have the knowledge and experience in financial and business matters to enable them to evaluate the risks
and merits of an investment in the Further Notes. You should make your own inquiries as you deem
necessary without relying on the Republic or any underwriter and should consult with your financial, tax,
legal, accounting and other advisers, prior to deciding whether to make an investment in the Further Notes.
You should consider, among other things, the following:

Risks Relating to the Further Notes

The trading market for debt securities may be volatile and may be adversely impacted by many events.

The market for the Further Notes issued by the Republic is influenced by economic and market conditions
and, to varying degrees, interest rates, currency exchange rates and inflation rates in the United States and
Europe and other industrialized countries. There can be no assurance that events in Turkey, the United States,
Europe or elsewhere will not cause market volatility or that such volatility will not adversely affect the price
of the Further Notes or that economic and market conditions will not have any other adverse effect.

There may be no active trading market for the Further Notes.

There can be no assurance that an active trading market for the Further Notes will develop, or, if one does
develop, that it will be maintained. If an active trading market for the Further Notes does not develop or is not
maintained, the market or trading price and liquidity of the Further Notes may be adversely affected. If the
Further Notes are traded after their initial issuance, they may trade at a discount to their initial offering price,
depending upon prevailing interest rates, the market for similar securities, general economic conditions and
the financial condition of the Republic. Although an application will be made to list on the Official List and
trade the Further Notes on the Regulated Market "Bourse de Luxembourg" of the Luxembourg Stock
Exchange, there is no assurance that such application will be accepted or that an active trading market will
develop.

The Further Notes may not be a suitable investment for all investors.

You must determine the suitability of investment in the Further Notes in the light of your own
circumstances. In particular, you should:

(i) have sufficient knowledge and experience to make a meaningful evaluation of the Further Notes and
the merits and risks of investing in the Further Notes;

(ii) have access to, and knowledge of, appropriate analytical tools to evaluate, in the context of its
particular financial situation, an investment in the Further Notes and the impact the Further Notes will
have on your overall investment portfolio;

(iii) have sufficient financial resources and liquidity to bear all of the risks of an investment in the
Further Notes, including where the currency for principal or interest payments is different from your
currency;

(iv) understand thoroughly the terms of the Further Notes and be familiar with the behaviour of any
relevant indices and financial markets; and

(v) be able to evaluate (either alone or with the help of a financial adviser) possible scenarios for
economic, interest rate and other factors that may affect your investment and your ability to bear the
applicable risks.

10