Obligation Colombiana 4.375% ( XS0833886095 ) en COP

Société émettrice Colombiana
Prix sur le marché 100 %  ▲ 
Pays  Colombie
Code ISIN  XS0833886095 ( en COP )
Coupon 4.375% par an ( paiement annuel )
Echéance 21/03/2023 - Obligation échue



Prospectus brochure de l'obligation Colombia XS0833886095 en COP 4.375%, échue


Montant Minimal 5 000 000 COP
Montant de l'émission 1 000 000 000 000 COP
Description détaillée La Colombie est un pays d'Amérique du Sud caractérisé par une grande diversité géographique, une riche biodiversité, une histoire complexe et une culture vibrante influencée par des populations indigènes, espagnoles et africaines.

L'Obligation émise par Colombiana ( Colombie ) , en COP, avec le code ISIN XS0833886095, paye un coupon de 4.375% par an.
Le paiement des coupons est annuel et la maturité de l'Obligation est le 21/03/2023







PROSPECTUS SUPPLEMENT
(To prospectus dated December 20, 2011)
Ps. 1,000,000,000,000
Republic of Colombia
4.375% Global TES Bonds due 2023
Payable in U.S. dollars
The bonds will mature on March 21, 2023. Colombia will pay interest on the bonds on each March 21. Interest will accrue from
September 21, 2012, and the first interest payment will be made on March 21, 2013. Principal and interest will be translated into and
payment of principal and interest will be made in United States dollars.
The bonds will be direct, general, unconditional, unsecured and unsubordinated external indebtedness of Colombia and will be backed
by the full faith and credit of Colombia. The bonds will rank equal in right of payment with all of Colombia's present and future unsecured
and unsubordinated external indebtedness.
Colombia may, at its option, redeem the bonds, in whole or in part, on December 21, 2022 or at any time thereafter before maturity,
by paying 100% of the principal amount of the bonds plus accrued and unpaid interest and additional amounts, if any, to the redemption
date. See "Description of the Bonds--Optional Redemption" in this prospectus supplement. The bonds will not be entitled to the benefit of
any sinking fund.
The bonds are termed "TES" bonds as a short-hand form for Títulos de Tesorería (Treasury securities).
The bonds will contain provisions regarding acceleration and future modifications to their terms that differ from those applicable to
Colombia's outstanding public external indebtedness issued prior to January 21, 2004. Under these provisions, which are described in the
sections entitled "Description of the Securities--Debt Securities--Default and Acceleration of Maturity," "--Collective Action Securities"
and "--Meetings and Amendments--Approval (Collective Action Securities)" in the accompanying prospectus, Colombia may amend the
payment provisions of the bonds with the consent of the holders of 75% of the aggregate principal amount of the outstanding bonds.
Application has been made to list the bonds on the official list of the Luxembourg Stock Exchange and to trade them on the Euro
MTF Market of the Luxembourg Stock Exchange.
ANY OFFER OR SALE OF BONDS IN ANY MEMBER STATE OF THE EUROPEAN ECONOMIC AREA WHICH HAS
IMPLEMENTED DIRECTIVE 2003/71/EC (THE ``PROSPECTUS DIRECTIVE'') MUST BE ADDRESSED TO QUALIFIED
INVESTORS (AS DEFINED IN THE PROSPECTUS DIRECTIVE).
See "Risk Factors" beginning on page S-10 to read about certain risks you should consider before investing in the bonds.
Per Bond in
Per Bond
U.S. Dollars(4)
Total
Issue Price(1)(2) .......................................................................................
98.995%
U.S. $2,750.52
U.S. $550,103,636
Underwriting Discount..........................................................................
0.250%
U.S. $
6.95
U.S. $ 1,389,221
Proceeds, before expenses, to Colombia ...............................................
98.745%
U.S. $ 2,743.57
U.S. $548,714,415
1:
Purchasers will make the payment of the issue price in U.S. dollars based on an exchange rate for the conversion of Colombian pesos into U.S. dollars of
Ps.1,799.57 per U.S. $1.00, which is the Representative Market Rate in effect on September 14, 2012. The minimum denomination per bond is Ps. 5,000,000 and
bonds will be issued in integral multiples of Ps. 1,000,000 in excess thereof.
2:
Purchasers will also be required to pay accrued interest, if any, from September 21, 2012, the date Colombia expects to deliver the bonds offered by this
prospectus supplement.
3:
For purposes of calculating values on a per bond basis, a face value of Ps. 5,000,000 has been assumed.
Delivery of the bonds, in book-entry form only, is expected to be made on or about September 21, 2012.
Neither the Securities and Exchange Commission, referred to as the SEC, nor any other regulatory body has approved or disapproved
of these securities or passed upon the accuracy or adequacy of this prospectus supplement or the accompanying prospectus. Any
representation to the contrary is a criminal offense.
BofA Merrill Lynch
Morgan Stanley
September 14, 2012


TABLE OF CONTENTS
PROSPECTUS SUPPLEMENT
Summary .........................................................................................................................................................
S-3
The Issuer....................................................................................................................................................
S-3
The Offering ...............................................................................................................................................
S-6
Risk Factors .....................................................................................................................................................
S-9
Certain Defined Terms and Conventions.........................................................................................................
S-12
About this Prospectus Supplement ..................................................................................................................
S-14
Incorporation by Reference .............................................................................................................................
S-14
Table of References .........................................................................................................................................
S-15
Use of Proceeds ...............................................................................................................................................
S-16
Recent Developments ......................................................................................................................................
S-17
Republic of Colombia.................................................................................................................................
S-17
Economy.....................................................................................................................................................
S-18
Foreign Trade and Balance of Payments ....................................................................................................
S-18
Monetary System ........................................................................................................................................
S-20
Public Sector Finance .................................................................................................................................
S-23
Public Sector Debt ......................................................................................................................................
S-24
Description of the Bonds .................................................................................................................................
S-27
General Terms of the Bonds .......................................................................................................................
S-27
Optional Redemption..................................................................................................................................
S-28
Payment of Principal and Interest ...............................................................................................................
S-28
Paying Agents, Calculation Agent and Transfer Agents.............................................................................
S-29
Notices ........................................................................................................................................................
S-29
Registration and Book-Entry System..........................................................................................................
S-29
Certificated Bonds ......................................................................................................................................
S-30
Taxation...........................................................................................................................................................
S-31
Underwriting....................................................................................................................................................
S-35
General Information ........................................................................................................................................
S-37
PROSPECTUS
About This Prospectus................................................................................................................................................................ 2
Forward-Looking Statements .........................................................................................................................................................2
Use of Proceeds ..............................................................................................................................................................................2
Description of the Securities...........................................................................................................................................................2
Taxation.........................................................................................................................................................................................
1 .3
Debt Record...................................................................................................................................................................................
1 .5
Plan of Distribution ................................................................................................................................................................
15
Official Statements ................................................................................................................................................................
16
Validity of the Securities ...............................................................................................................................................................
1 .6
Authorized Representative ............................................................................................................................................................
1 .6
Where You Can Find More Information ................................................................................................................................
16
You should rely only on the information contained in or incorporated by reference in this prospectus
supplement and the accompanying prospectus. This prospectus supplement and the accompanying prospectus may be
used only for the purposes for which they have been published. We have not authorized anyone to provide you with
different information. We are not making an offer of these securities in any state where the offer is not 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 the date on the front of this prospectus supplement.
S-2


SUMMARY
This summary highlights information contained elsewhere in this prospectus supplement and the accompanying
prospectus. It is not complete and may not contain all of the information that you should consider before investing in the
bonds. You should read this entire prospectus supplement and the accompanying prospectus carefully.
The Issuer
Overview
Colombia is the fourth largest country in South America, with a territory of 441,020 square miles (1,141,748 square
kilometers). Located on the northwestern corner of the South American continent, Colombia borders Panama and the
Caribbean Sea on the north, Peru and Ecuador on the south, Venezuela and Brazil on the east and the Pacific Ocean on the
west. According to the Departamento Administrativo Nacional Estadístico (National Administrative Department of Statistics,
or "DANE"), Colombia's population in 2010 was approximately 45.5 million, compared with 45.0 million in 2009. Based on
the latest available population statistics for Colombian cities, in 2010, approximately 7.3 million people live in the
metropolitan area of Bogotá, the capital of Colombia. Furthermore, in 2010, Medellín and Cali, the second and third largest
cities, had populations of approximately 2.3 million and 2.2 million, respectively. The most important urban centers, with the
exception of Barranquilla (the largest port city), are located in the Cordillera valleys. Colombia has a population density of
approximately 108 people per square mile (42 people per square kilometer).
Government
Colombia is governed as a Presidential Republic. Colombia's territory is divided into 32 departments. Each department
is divided into municipalities.
The Republic of Colombia is one of the oldest democracies in the Americas. In 1991, a popularly elected Constitutional
Assembly approved a new Constitution, replacing the Constitution of 1886. The Constitution provides for three independent
branches of government: an executive branch headed by the President; a legislative branch consisting of the bicameral
Congress, composed of the Chamber of Representatives and the Senate; and a judicial branch consisting of the Corte
Constitucional (Constitutional Court), the Corte Suprema de Justicia (Supreme Court of Justice, or "Supreme Court"), the
Consejo de Estado (Council of State), the Consejo Superior de la Judicatura (Supreme Judicial Council), the Fiscalía
General de la Nación (National Prosecutor General) and in such lower courts as may be established by law.
On June 20, 2010, Juan Manuel Santos was elected President of the Republic of Colombia with 69.0% of the vote.
President elect Santos assumed the office of the President on August 7, 2010. The next Presidential election is scheduled for
2014.
Judicial power is vested in the Constitutional Court, the Supreme Court, the Council of State, the Supreme Judicial
Council, the National Prosecutor General and in such lower courts as may be established by law. The function of the
Constitutional Court, whose nine members are elected by the Senate for an eight-year term, is to assure that all laws are
consistent with the Constitution and to review all decisions regarding fundamental rights. The Supreme Court is the final
appellate court for resolving civil, criminal and labor proceedings. The Council of State adjudicates all matters relating to the
exercise of public authority or actions taken by the public sector, including the review of all administrative decisions or
resolutions that are alleged to contradict the Constitution or the law. The Council of State also acts as advisor to the
Government on administrative matters. The Supreme Court and Council of State justices are appointed for eight-year terms
by their predecessors from a list of candidates provided by the Supreme Judicial Council. The National Prosecutor General,
who is appointed for a four-year term by the Supreme Court from a list of three candidates submitted by the President, acts as
the nation's prosecutor. The judicial branch is independent from the executive branch with respect to judicial appointments as
well as budgetary matters.
National legislative power is vested in the Congress, which consists of a 102-member Senate and a 166-member
Chamber of Representatives. Senators and Representatives are elected by direct popular vote for terms of four years. Senators
are elected on a nonterritorial basis, while Representatives are elected on the basis of proportional, territorial representation.
In each department, administrative power is vested in departmental assemblies whose members are elected by direct popular
vote. At the municipal level, administrative power is vested in municipal councils, which preside over budgetary and
administrative matters. The most recent Congressional elections occurred on March 14, 2010, when candidates from Partido
Social de La Unidad Nacional and Partido Conservador Colombiano won 50 of the 100 seats in the Senate and 85 of the 166
seats in the Chamber of Representatives. The next Congressional elections will be held in 2014.
S-3


Selected Colombian Economic Indicators
For the Year Ended December 31,
2007
2008
2009
2010
2011
Domestic Economy
Real GDP Growth (percent)(1)
6.9%
3.5%
1.7%
4.0%
5.9%
Gross Fixed Investment
14.4
9.9
(1.3)
4.6
16.6
Growth (percent)(1) ................................
Private Consumption Growth
7.3
3.5
0.6
5.0
6.5
(percent)(1) ................................
Public Consumption Growth
6.0
3.3
5.9
5.5
2.6
(percent)(1) ................................
Consumer Price Index(2) ................................
5.7
7.7
2.0
3.2
3.7
Producer Price Index(2) ................................
1.3
9.0
(2.2)
4.4
5.5
Interest Rate (percent)(3) ................................
8.0
9.7
6.1
3.7
4.2
Unemployment Rate
9.9
10.6
11.3
11.1
9.8
(percent)(4) ................................
Balance of Payments
(millions of U.S. dollars)
Exports of Goods (FOB)(5)...................$............. 29,381
$
37,095
$
32,563
$
39,546
$
56,216
Oil and its
7,318
12,204
10,254
16,483
27,954
derivatives(5)................................
Coffee(5) ................................
1,714
1,883
1,543
1,884
2,608
Imports of Goods (FOB)(5)................................ 30,088
36,320
30,510
37,508
50,728
Current Account Balance(5)............................... (5,978)
(6,699)
(4,960)
(8,758)
(9,978)
Net Foreign Direct
8,136
8,342
4,049
184
5,447
Investment(5) ................................
Net International Reserves ............................... 20,949
24,030
25,356
28,452
32,300
Months of Coverage of
Imports (Goods and
Services)................................
6.7
6.4
7.9
7.3
6.3
Public Finance(6)
(billions of pesos or percentage of GDP)
Non-financial Public Sector
Ps. 190,357
Ps. 193,190
Ps. 204,487
Ps. 214,845
Ps. 249,964
Revenue(7)................................
Non-financial Public Sector
195,304
190,381
213,257
229,399
255,157
Expenditures (7) ................................
Non-financial Public Sector
Primary
11,131
17,022
4,862
(652)
7,059
Surplus/(Deficit)(8) ................................
Percent of Nominal
3.2%
3.5%
0.9%
(0.1)%
1.1%
GDP(1)................................
Non-financial Public Sector
(4,471)
342
(11,019)
(17,029)
(10,541)
Fiscal Surplus/(Deficit) ..............................
Percent of Nominal
(1.3)%
0.0%
(2.4)%
(3.1)%
(1.8)%
GDP(1)................................
Central Government Fiscal
(11,614)
(11,067)
(20,715)
(21,019)
(17,507)
Surplus/ (Deficit)................................
Percent of Nominal
(2.7)%
(2.3)%
(4.1)%
(3.9)%
(2.8)%
GDP(1)................................
Public Debt (9)
Public Sector Internal Funded
Debt (billions of pesos)(10) ............
P ..
s............. 132,476
Ps.
140,935
Ps.
159,032
Ps.
183,309
Ps.
192,296
Percent of Nominal
GDP(1)................................
30.7%
29.3%
31.3%
33.7%
31.2%
Public Sector External Funded
Debt (millions of
dollars)(11) ................................ $
27,923
$
28,450
$
33,642
$
35,462
$
38,545
Percent of Nominal
GDP(1)................................
13.0%
13.3%
13.5%
12.5%
12.1%
Some of the foregoing figures are updated by more recent information under "Recent Developments".
1:
Figures for 2010 and 2011 are preliminary.
2:
Percentage change over the twelve months ended December 31 of each year.
3:
Average for each year of the short-term composite reference rate, as calculated by the Superintendencia Financiera
(Financial Superintendency).
4:
Refers to the average national unemployment rates in December of each year.
S-4


5:
Figures for all years have been calculated according to the recommendations contained in the fifth edition of the
IMF's Balance of Payments Manual. Preliminary figures for 2007 through 2011. Imports and exports of goods do not
include "special trade operations."
6:
All figures calculated according to IMF methodology, which includes privatization, concession and securitization
proceeds as part of public sector revenues. Figures given as a percentage of GDP are calculated using 2005 as the
base year for calculating constant prices.
7:
The amounts of transfers among the different levels of the consolidated non-financial public sector are not eliminated
in the calculation of consolidated non-financial public sector revenue and consolidated non-financial public sector
expenditures and, accordingly, the revenue and expenditure figures included above are greater than those that would
appear were such transfers eliminated upon consolidation.
8:
Primary surplus/(deficit) equals total consolidated non-financial public sector surplus/(deficit) without taking into
account interest payments or interest income. Figures for 2010 correspond to the Cierre Fiscal GNC 2010 released by
Consejo Superior de Política Fiscal ("CONFIS") (Documento Asesores 04/2011). Figures for 2011 are preliminary.
9:
Figures for 2010 and 2011 are subject to revision. Exchange rates at December 31 of each year.
10:
Includes peso-denominated debt of the Government (excluding state-owned financial institutions and departmental
and municipal governments) with an original maturity of more than one year and public sector entities' guaranteed
internal debt.
11:
In millions of dollars. Includes external debt of the Government (including Banco de la República, public agencies
and entities, departments and municipal governments and state-owned financial institutions) with an original maturity
of more than one year.
Sources: Banco de la República, Ministry of Finance and Public Credit ("Ministry of Finance"), DANE and CONFIS
S-5


The Offering
Issuer
The Republic of Colombia.
Aggregate Principal Amount
Ps. 1,000,000,000,000.
Issue Price
98.995% of the principal amount of the bonds, plus accrued interest, if any,
from September 21, 2012. The Issue Price will be payable in U.S. dollars
based on an exchange rate for the conversion of Colombian pesos into U.S.
dollars of Ps. 1,799.57 per U.S. $1.00.
Issue Date
September 21, 2012.
Maturity Date
March 21, 2023.
Form of Securities
The bonds will be issued in the form of one or more registered global
securities without coupons, which will be deposited with a common
depositary for Euroclear Bank S.A./N.V., as operator of the Euroclear System
plc ("Euroclear"), and Clearstream Banking, société anonyme ("Clearstream,
Luxembourg"). The bonds will not be issued in bearer form.
Denominations
The bonds will be issued in denominations of Ps. 5,000,000 and integral
multiples of Ps. 1,000,000 in excess thereof.
Interest
The bonds will bear interest from September 21, 2012 at the rate of
4.375% per year, payable in U.S. dollars calculated as described below. We
will pay you interest annually in arrears on March 21 of each year,
commencing on March 21, 2013. Interest will be computed on the basis of the
actual number of days during the period in respect of which interest is being
paid, not to exceed 365, divided by 365.
Redemption
Colombia may, at its option, redeem the bonds, in whole or in part, on
December 21, 2022, or at any time thereafter before maturity, by paying
100% of the principal amount of the bonds plus accrued and unpaid interest
and additional amounts, if any, to the redemption date. See "Description of
the Bonds--Optional Redemption" in this prospectus supplement. The bonds
will not be entitled to the benefit of any sinking fund.
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 Colombia to
amend the payment terms without the consent of all holders.
Risk factors relating to foreign currency securities:
·
If the Colombian peso depreciates against the U.S. dollar, the
effective yield on the bonds will decrease, and the amount
payable at maturity may be less than your investment,
resulting in a loss to you.
·
Government policy or actions could adversely affect the
exchange rate between the peso and the U.S. dollar and an
investment in the bonds.
·
Exchange controls could affect the peso/U.S. dollar exchange
rate and the amount payable on the bonds.
S-6


Risk factors relating to Colombia:
·
Colombia 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 Colombia.
·
Colombia's economy is vulnerable to external shocks,
including the global economic crisis that began in 2008 and
those that could be caused by continued or future significant
economic difficulties of its major regional trading partners or
by more general "contagion" effects, all of which could have a
material adverse effect on Colombia's economic growth and
its ability to service its public debt.
See "Risk Factors" below for a discussion of certain factors you
should consider before deciding to invest in the bonds.
Conversion of the payment amounts
All amounts due in respect of principal or interest will be paid in U.S. dollars,
calculated by the calculation agent by translating the Colombian peso
amounts into U.S. dollars at the Average Representative Market Rate on the
applicable Rate Calculation Date (as defined under "Description of the
Bonds--General Terms of the Bonds").
Status
The bonds will be direct, general, unconditional, unsecured and
unsubordinated external indebtedness of Colombia and will be backed by the
full faith and credit of Colombia. The bonds will rank equal in right of
payment with all of Colombia's present and future unsecured and
unsubordinated external indebtedness.
Withholding Tax and Additional
We will make all payments on the bonds without withholding or deducting
Amounts
any taxes imposed by Colombia, subject to certain specified exceptions. For
more information, see "Description of the Securities--Debt Securities--
Additional Amounts" on page 4 of the accompanying prospectus.
Further Issues
Colombia may, without the consent of the holders, create and issue additional
bonds that may form a single series of bonds with the outstanding bonds;
provided that such additional bonds do not have, for purposes of U.S. federal
income taxation (regardless of whether any holders of such additional bonds
are subject to U.S. federal tax laws), a greater amount of original issue
discount than the bonds have as of the date of the issue of such additional
bonds.
Listing
Application has been made to list the bonds on the official list of the
Luxembourg Stock Exchange and to trade them on the Euro MTF Market of
the Luxembourg Stock Exchange.
Governing Law
New York, except that the laws of Colombia will govern all matters relating
to authorization and execution by Colombia.
Additional Provisions
The bonds will contain provisions regarding acceleration and future
modifications to their terms that differ from those applicable to Colombia's
outstanding external public indebtedness issued prior to January 21, 2004.
Those provisions are described in the sections entitled "Description of the
Securities--Debt Securities--Default and Acceleration of Maturity," "--
Collective Action Securities" and "--Meetings and Amendments--Approval
(Collective Action Securities)" in the accompanying prospectus.
Calculation Agent
The Bank of New York Mellon
S-7


Use of Proceeds
The net proceeds of the sale of the bonds, not including accrued interest, if
any, will be approximately U.S. $548,414,415, after deduction of the
underwriting discount and of certain expenses payable by Colombia (which
are estimated to be U.S. $300,000). Colombia will use the net proceeds for
general budgetary purposes.
Underwriting
Under the terms and subject to the conditions contained in an underwriting
agreement, dated as of September 14, 2012, Merrill Lynch, Pierce, Fenner &
Smith Incorporated and Morgan Stanley & Co. LLC, as underwriters, are
obligated to purchase all of the bonds if any are purchased.
S-8


RISK FACTORS
This section describes certain risks associated with investing in the bonds. You should consult your financial and
legal advisors about the risk of investing in the bonds. Colombia disclaims any responsibility for advising you on these
matters.
Risk Factors Relating to the Bonds
The price at which the bonds will trade in the secondary market is uncertain.
Colombia has been advised by the underwriters that they intend to make a market in the bonds but are not
obligated to do so and may discontinue market making at any time without notice. Application has been made to list the
bonds on the official list of the Luxembourg Stock Exchange and to trade them on the Euro MTF Market of the Luxembourg
Stock Exchange. No assurance can be given as to the liquidity of the trading market for the bonds. The price at which the
bonds will trade in the secondary market is uncertain.
The bonds will contain provisions that permit Colombia to amend the payment terms without the consent of all
holders.
The 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 provisions of the
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 bonds. See "Description of the Securities--Debt Securities--
Default and Acceleration of Maturity," "--Collective Action Securities" and "--Meetings and Amendments--Approval
(Collective Action Securities)" in the accompanying prospectus.
Risks Factors Relating to Foreign Currency Securities
This prospectus supplement and the accompanying prospectus do not describe all the risks of an investment in
securities denominated in currencies other than U.S. dollars. If you are unsophisticated with respect to foreign currency
transactions, these bonds are not an appropriate investment for you.
The information in this section is directed to investors who are U.S. residents and does not address risks for
investors who are not U.S. residents. We disclaim any responsibility to advise prospective purchasers who are residents of
countries other than the United States with respect to any matters that may affect the purchase, holding or receipt of payments
of the bonds. If you are not a U.S. resident, you should consult your own financial and legal advisors.
If the Colombian peso depreciates against the U.S. dollar, the effective yield on the bonds will decrease, and the
amount payable at maturity may be less than your investment, resulting in a loss to you.
Rates of exchange between the U.S. dollar and the Colombian peso have varied significantly over time. Historical
peso/U.S. dollar exchange rates are presented in the table under the heading "Certain Defined Terms and Conventions--
Colombian Peso Information." However, historical trends do not necessarily indicate future fluctuations in rates, and should
not be relied upon as indicative of future trends.
Currency exchange rates can be volatile and unpredictable. If the Colombian peso depreciates against the U.S.
dollar, the effective yield on the bonds will decrease and the amount payable at maturity may be less than your investment,
resulting in a loss to you. Depreciation of the Colombian peso against the U.S. dollar may also adversely affect the market
value of the bonds.
Government policy or actions could adversely affect the exchange rate between the peso and the U.S. dollar and
an investment in the bonds.
Colombia presently has a floating exchange rate. However, the Central Bank of Colombia and other governmental
entities have from time to time intervened in the foreign exchange market to support the value of the peso or to adversely
affect the value of the peso. See "Monetary System--Foreign Exchange Rates and International Reserves--Appreciation of
the Peso and Measures Taken by the Government" in Exhibit D to Colombia's annual report on Form 18-K for the year
ended December 31, 2011, filed with the SEC on August 20, 2012 ("2011 Annual Report") and "Recent Developments--
Monetary System--Foreign exchange rates and international reserves-- International reserves" in this prospectus
supplement. Such interventions or other governmental actions could adversely affect the value of the bonds, as well as the
yield on the bonds and the amount payable to you at maturity.
S-9


Even in the absence of governmental action directly affecting currency exchange rates, political or economic
developments in Colombia or elsewhere could lead to significant and sudden changes in the exchange rate between the peso
and the U.S. dollar.
Exchange controls could affect the peso/U.S. dollar exchange rate and the amount payable on the bonds.
Colombia has a system of exchange controls that has been in place since 1967. However, exchange control
regulations have been substantially relaxed over the past fifteen years, and the peso/U.S. dollar exchange rate is no longer set
by the Government or by the Central Bank. The peso/U.S. dollar exchange rate is set by the market, based upon the supply
of, and demand for, U.S. dollars. Currently, the system of exchange controls only determines which transactions involving
inflows or outflows of foreign currency are permitted. In addition, the applicable exchange control regulations provide that
the incurrence of foreign indebtedness by Colombia, as well as payments to service Colombia's external debt, are permitted
transactions. Changes in exchange control regulations could cause the value of the peso to depreciate against the U.S. dollar,
resulting in a reduced yield to you, a possible loss on the bonds and a possible adverse impact on the market value of the
bonds.
Risk Factors Relating to Colombia
Colombia is a foreign sovereign state and accordingly it may be difficult to obtain or enforce judgments against it.
Colombia is a foreign state. As a result, it may not be possible for investors to effect service of process within their own
jurisdictions upon Colombia or to enforce against Colombia judgments obtained in their own jurisdictions. See "Description
of the Securities--Jurisdiction; Enforceability of Judgments" in the accompanying prospectus.
Certain economic risks are inherent in any investment in an emerging market country such as Colombia.
Investing in an emerging market country such as Colombia carries economic risks. These risks include economic
instability that may affect Colombia's economic results. Economic instability in Colombia and in other Latin American and
emerging market countries has been caused by many different factors, including the following:
·
high interest rates;
·
changes in currency values;
·
high levels of inflation;
·
exchange controls;
·
wage and price controls;
·
changes in economic or tax policies;
·
the imposition of trade barriers; and
·
internal security issues.
Any of these factors, as well as volatility in the markets for securities similar to the bonds, may adversely affect the
liquidity of, and trading markets for, the bonds. See "Forward-Looking Statements" in the accompanying prospectus. For
further information on internal security, see "Recent Developments--Republic of Colombia--Internal Security."
S-10