tailieunhanh - LISTING MEMORANDUM DATED MARCH 5, 2007

Water quality. Water draining off newly graded surfaces and roads or oil or water accidentally discharged during oil and gas production can increase the amount of sediment, salt, and pollutants discharged into rivers and streams, thereby degrading them. In addition, shallow aquifers can be polluted if required protective measures are not in place, and the production of methane gas from coal beds can deplete shallow aquifers that serve as domestic water sources. 6 Habitat. A high density of drilling and production equipment can, in extreme situations, change the appearance of the landscape from a natural setting to an industrial zone. In. | LISTING MEMORANDUM DATED MARCH 5 2007 BELIZE 546 786 000 . Dollar Bonds Due 2029 the New Bonds The New Bonds will be general direct unconditional unsubordinated and unsecured obligations of Belize and will rank equally with all other existing and future unsubordinated and unsecured Public Debt of Belize. The New Bonds will be backed by the full faith and credit of Belize. The New Bonds will be issued pursuant to an indenture with The Bank of New York as Trustee for the bondholders and will be governed by the law of the State of New York. Eligible Claims as defined below are entitled to be exchanged for the New Bonds. An investment in the New Bonds involves a high degree of risk. See Risk Factors beginning on page 10 of this listing memorandum. The New Bonds have not been and will not be registered under the . Securities Act of 1933 as amended the Securities Act or the securities laws of any other jurisdiction. The New Bonds will be offered only to qualified institutional buyers in the United States under Rule 144A of the Securities Act and to persons outside the United States under Regulation S of the Securities Act. The New Bonds will be subject to restrictions on resale under applicable law. See Notice to Investors . Delivery of the New Bonds will be made on or about February 20 2007. The New Bonds will be delivered in book-entry form through the facilities of The Depository Trust Company Euroclear Bank . . and Clearstream Banking société anonyme. Belize intends to apply to admit the New Bonds to listing on the Luxembourg Stock Exchange and to trading on the Euro MTF market. TABLE OF CONTENTS Presentation of Certain Exchange Governing Law and Enforcement of Forward-Looking The New Risk Recent Domestic External Public Public The Monetary Terms and Conditions of the New Book-Entry Settlement and

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