0001193125-05-130544 Sample Contracts

UNDERWRITING AGREEMENT
Underwriting Agreement • June 24th, 2005 • Jamaica Government Of • New York

The Government of Jamaica (the “Issuer”) proposes to issue and sell to the several managers listed on Schedule A attached hereto (the “Underwriters”) U.S.$300,000,000 principal amount of its 9% Notes due 2015 (the “Securities”). The Securities will be issued pursuant to the provisions of a Fiscal Agency Agreement dated as of June 20, 2002 among the Issuer, Deutsche Bank Trust Company Americas, as fiscal agent, principal paying agent and registrar (the “Fiscal Agent”), and Deutsche Bank Luxembourg S.A., as paying agent and transfer agent (the “Luxembourg Paying Agent”), as supplemented by the Second Supplemental Fiscal Agency Agreement, dated as of June 2, 2005, among the Issuer, the Fiscal Agent and the Luxembourg Paying Agent (collectively, the “Fiscal Agency Agreement”). Capitalized terms used but not otherwise defined in this Agreement are used herein with the meanings assigned to such terms in the Fiscal Agency Agreement.

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SECOND SUPPLEMENTAL FISCAL AGENCY AGREEMENT
Second Supplemental Fiscal Agency Agreement • June 24th, 2005 • Jamaica Government Of

This Authorization and Supplement (this “Second Supplemental Fiscal Agency Agreement”), dated as of June 2, 2005, is being delivered by the Government of Jamaica (“Jamaica”) pursuant to Section 1.2 of the Fiscal Agency Agreement, dated as of June 20, 2002 (the “Fiscal Agency Agreement”), by and among Jamaica, Deutsche Bank Trust Company Americas, as fiscal agent, principal paying agent and registrar (the “Fiscal Agent”), and Deutsche Bank Luxembourg S.A., as paying agent and transfer agent (the “Transfer Agent”). Unless otherwise noted, capitalized terms used herein and not defined shall have the meanings set forth in the Fiscal Agency Agreement.

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