Filed Pursuant to Rule 433
Registration Statement 333-135234
Relating to Preliminary Prospectus Supplement dated July 25, 2006
Republic of Panama
Final Term Sheet
| Issuer: | Republic of Panama | |||
| Title: | 7.250% Global Bonds due 2015 | |||
| Size: | $313,000,000 | |||
| Maturity: | March 15, 2015 | |||
| Coupon: | 7.250% | |||
| Price to Public: | 102.803% plus accrued interest from March 15, 2006 | |||
| Yield to maturity: | 6.813% | |||
| Spread to Benchmark Treasury: | + 175 basis points | |||
| Benchmark Treasury: | 5.125% due 5/15/2016 | |||
| Benchmark Treasury Yield: | 5.063% | |||
| Interest Payment Dates: | March 15 and September 15 | |||
| Settlement: | August 1, 2006 | |||
| Ratings: | Ba1 by Moody’s Investor Services, BB by Standard and Poor’s Rating Services, and BB+ by Fitch Ratings, Inc. | |||
| Underwriting: | Under the terms and subject to the conditions contained in an Underwriting Agreement incorporated by reference in the Terms Agreement, dated July 25, 2006, Barclays Capital Inc. and Deutsche Bank Securities Inc. as the underwriters have severally agreed to purchase and Panama has agreed to sell to the underwriters, the principal amount of the global bonds indicated in the following table: | |||
| Barclays Capital Inc. | US $309,870,000 | |||
| Deutsche Bank Securities Inc. | US $3,130,000 | |||
| Total | US$313,000,000 | |||
Note:A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time.
The issuer has filed a registration statement (including a prospectus) with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting EDGAR on the SEC Web site atwww.sec.gov. Alternatively, the issuer, and Barclays Capital Inc., will arrange to send you the prospectus if you request it by calling Barclays Capital Inc. at toll- free 1-888-227-2775, Ext. 2663.
