0001193125-04-008185 Sample Contracts

Underwriting Agreement
Underwriting Agreement • January 23rd, 2004 • Republic of Colombia • Foreign governments • New York

The Republic of Colombia (the “Republic”) proposes to issue and sell to the underwriters named in Schedule II hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), the principal amount of its securities identified in Schedule I hereto (the “Securities”), consisting of debt securities to be issued under a fiscal agency agreement, dated September 28, 1994 (the “Fiscal Agency Agreement”), between the Republic and the fiscal agent named therein (the “Fiscal Agent”), in the respective forms filed or to be filed as exhibits to the Registration Statement (as hereinafter defined). If the firm or firms listed in Schedule II hereto include only the firm or firms listed in Schedule I hereto, then the terms “Underwriters” and “Representatives” as used herein shall each be deemed to refer to such firm or firms.

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AMENDMENT NO. 1 TO FISCAL AGENCY AGREEMENT
Fiscal Agency Agreement • January 23rd, 2004 • Republic of Colombia • Foreign governments • New York

AMENDMENT NO. 1 dated as of January 21, 2004 (this “Amendment”), to the Fiscal Agency Agreement (the “Fiscal Agency Agreement”) dated as of September 28, 1994 between the Republic of Colombia (“Colombia”) and JPMorgan Chase Bank (formerly known as The Chase Manhattan Bank) (the “Fiscal Agent”). Capitalized terms used and not otherwise defined herein shall have the meanings assigned to them in the Fiscal Agency Agreement.

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