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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
450 Fifth Street, N.W.
Washington, D.C. 20549
REPORT OF
INTERNATIONAL BANK FOR RECONSTRUCTION AND DEVELOPMENT
In respect of its
U.S.$25,000,000 Callable 8 percent Notes due May 22, 2015
Filed pursuant to Rule 3 of Regulation BW
Dated: May 4, 2000
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The following information regarding the U.S.$25,000,000 Callable 8 percent
Notes due May 22, 2015 (the "Notes") of the International Bank for
Reconstruction and Development is being filed pursuant to Rule 3 of Regulation
BW. As authorized by Rule 4 of Regulation BW, certain information is provided in
the form of a Prospectus (the "Prospectus") for the Bank's Global Debt Issuance
Facility (the "Facility"), the most recent version of which (dated October 7,
1997) is already on file with the Securities and Exchange Commission, and in the
form of an Information Statement (the "Information Statement"), the most recent
version of which (dated September 16, 1999) is already on file with the
Securities and Exchange Commission.
Item 1. Description of Obligations
(a) U.S.$25,000,000 Callable 8 percent Notes due May 22, 2015.
(b) The interest rate will be 8 percent, payable semi-annually.
(c) Maturing May 22, 2015. The maturity of the Notes may be
accelerated if the Bank shall default in the payment of the principal of, or
interest on, or in the performance of any covenant in respect of a purchase fund
or a sinking fund for any bonds, notes (including the Notes) or similar
obligations which have been issued, assumed or guaranteed by the Bank, such
default shall continue for a period of 90 days, a holder notifies the Bank that
it elects to declare the principal of Notes held by it to be due and payable,
and all such defaults have not been cured by 30 days after such notice has been
delivered. Any such notice shall be accompanied by appropriate proof that the
notifying party is a Noteholder.
(d) Notes will be callable at par on May 22, 2001 and semi-annually
thereafter with 10 New York business days' notice.
(e) Bank's standard negative pledge clause (see Condition 4 on page
22 of the Prospectus).
(f) Not applicable.
(g) No provisions have been made for the amendment or modification of
the terms of the obligations by the holders thereof or otherwise.
(h) See Prospectus, pages 6-10.
(i) Citibank, N.A., 5 Carmelite Street, London EC4Y 0PA, England.
Item 2. Distribution of Obligations
The Bank will enter into a Terms Agreement with Merrill Lynch, Pierce,
Fenner & Smith Incorporated as Manager (the "Manager"), pursuant to which the
Bank will agree to issue, and the Manager will agree to purchase, a principal
amount of the Notes aggregating U.S.$25,000,000 at 100%, less commissions of
1.00%. The Notes will be offered for sale
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subject to issuance and acceptance by the Manager and subject to prior sale. It
is expected that delivery of the Notes will be made on or about May 22, 2000.
The Terms Agreement provides that the obligations of the Manager are
subject to certain conditions, including the continued accuracy of the Bank's
representations and warranties set forth in the Bank's Standard Provisions
relating to the issuance of notes under the Global Debt Issuance Facility (the
"Standard Provisions"), the most recent version of which (dated as of October 7,
1997) is already on file with the Securities and Exchange Commission.
The Manager proposes to offer all the Notes to the public at the public
offering price of 100%.
Item 3. Distribution Spread
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<CAPTION>
Price to Selling Discounts Proceeds to the
Public and Commissions Bank(1)
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<S> <C> <C>
Per Unit: 100% 1.00% 99.00%
Total: US$ 25,000,000 USD 250,000 US$24,750,000
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Item 4. DISCOUNTS AND COMMISSIONS TO SUB-UNDERWRITERS AND DEALERS
None
Item 5. OTHER EXPENSES OF DISTRIBUTION
As the Notes are offered as part of a continuous series of borrowings
under the Facility, precise expense amounts for this transaction are not yet
known.
Item 6. APPLICATION OF PROCEEDS
The net proceeds will be used in the general operations of the Bank.
Item 7. EXHIBITS
None
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(1) Without deducting expenses of the Bank, which are not yet known.
