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PBR » Topics » U.S.$600,000,000 7.75% Global Notes due 2014

This excerpt taken from the PBR 20-F filed Jun 30, 2005.

U.S.$600,000,000 7.75% Global Notes due 2014

 

Dear Sirs:

 

Reference is made to that certain indenture dated as of July 19, 2002 (the “Original Indenture”) between Petrobras International Finance Company (“PIFCo”) and JPMorgan Chase Bank (the “Trustee”), as supplemented by the fourth supplemental indenture among the Issuer, Petróleo Brasileiro, S.A. - Petrobras (“Petrobras”) and the Trustee dated as of September [15], 2004 (the “Fourth Supplemental Indenture”). The Original Indenture, as supplemented by the Fourth Supplemental Indenture, and as amended or supplemented from time to time with respect to the Notes, is hereinafter referred to as the “Indenture.” Reference is also made to that certain Standby Purchase Agreement (as amended or supplemented from time to time, the “Standby Purchase Agreement”) dated as of September [15], 2004 between the Trustee and Petróleo Brasileiro, S.A.—Petrobras (“Petrobras”) pursuant to which Petrobras has undertaken to purchase from the holders of PIFCo’s 7.75% Global Notes due 2014 (the “Notes”) such holders’ right to receive unpaid amounts due and owing on such Notes. Capitalized terms not defined herein shall have the meanings set forth in the Standby Purchase Agreement.

 

By this notice, the undersigned, acting on behalf of the holders of the Notes, hereby advises you as follows:

 

  1. On [date], PIFCo was obligated to make a payment of [principal] [interest] [Additional Amounts] [other amounts under the Indenture] in an amount equal to U.S.$                  in respect of [principal] [interest] [Additional Amounts] [other amounts due under the Indenture] (the “Overdue Amount”). This notice constitutes a Total Non-Payment Notice as contemplated in the Standby Purchase Agreement.

 

B-1

  2. Pursuant to the Standby Purchase Agreement, you are obligated to purchase from the holders of the Notes their right to receive the Overdue Amount.

 

  3. Pursuant to the Standby Purchase Agreement, you are hereby directed to purchase the right of the holders of the Notes to receive the Overdue Amount and to make a payment to the Trustee, on behalf of the holders of the Notes, in partial satisfaction of your obligation to purchase the right to Overdue Amount.

 

  4. You are hereby directed to pay immediately the Overdue Amount to the Payment Account referenced in the Standby Purchase Agreement (Account No.              ) together with interest on such Overdue Amount, at the rates specified in the Standby Purchase Agreement, from the date PIFCo was itself obligated to pay the Overdue Amount through and including the date that payment by you is actually made.

 

  5. Petrobras is requested to acknowledge receipt of this notice by countersigning in the space provided below and returning a copy of the same to the Issuer at the address provided in the Standby Purchase Agreement with a copy by facsimile to the Trustee at fax: (212) 623-6207 (Attention: Institutional Trust Services).

 

JPMORGAN CHASE BANK, as

Trustee

By:    
   

Name:

   

Title:

 

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