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TABLE OF CONTENTS
As filed with the Securities and Exchange Commission on March 8, 2011
Registration No. 333-

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

REGISTRATION STATEMENT
AND POST-EFFECTIVE AMENDMENT
UNDER SCHEDULE B
OF
THE SECURITIES ACT OF 1933

HELLENIC REPUBLIC
(Name of Registrant)

Name and address of authorized agent in the United States:

Aglaia Balta
Consul General
Consulate General of Greece
69 East 79th Street
New York, N.Y. 10021
It is requested that copies of notices and communications
from the Securities and Exchange Commission be sent to:
Krystian Czerniecki, Esq.
Sullivan & Cromwell LLP
24, rue Jean Goujon
75008 Paris
France

General Accounting Office

Public Debt Directorate D
23
37, Panepistimiou Street
101 65 Athens
Greece

Approximate date of commencement of proposed sale to the public:

From time to time after the effective date of this Registration Statement and Post-Effective Amendment.
CALCULATION OF REGISTRATION FEE

Title of each Class of

Securities
to be Registered

Amount to be
Registered(1)

Proposed Maximum
Offering Price Per
Unit(2)

Proposed Maximum
Aggregate Offering
Price(2)

Amount of
Registration Fee

1,693,200,000

100%

$1,693,200,000

$196,580.52

Debt securities

(1)
The amount to be registered hereunder does not include $1,306,800,000 aggregate principal amount of securities that were registered pursuant to
Registration Statements Nos. 33-64002 and 33-8136 and that are being carried forward. The corresponding registration fee for these securities has been
previously paid.

(2)
Estimated solely for purposes of determining the registration fee.
Pursuant to Rule 429 under the Securities Act of 1933, the prospectus included in this registration statement and supplements to such prospectus will also
be used in connection with $678,460,000 of securities available under Registration Statement No. 33-64002 previously filed by the Registrant and in connection
with $628,340,000 of securities available under Registration Statement No. 33-8136 previously filed by the Registrant. This registration statement also
constitutes Post-Effective Amendment No. 4 to Registration Statement No. 33-64002 and Post-Effective Amendment No. 3 to Registration Statement No. 33-8136
and such post-effective amendments shall hereafter become effective concurrently with the effectiveness of this registration statement in accordance with
Section 8(c) of the Securities Act of 1933.
The securities covered by this registration statement are to be offered on a delayed or continuous basis pursuant to Release Nos. 33-6240 and 33-6424
under the Securities Act of 1933.

The Registrant hereby amends this registration statement on such date or dates as may be necessary to delay its effective date until the Registrant
shall file a further amendment which specifically states that this registration statement shall thereafter become effective in accordance with Section 8(a)
of the Securities Act of 1933 or until this registration statement shall become effective on such date as the Securities and Exchange Commission, acting
pursuant to said Section 8(a), may determine.

Table of Contents
EXPLANATORY NOTE
This registration statement contains a prospectus, consisting of a cover page and numbered pages 2 through 106 relating to debt securities of the Hellenic
Republic to be offered as separate issues from time to time on the terms and in the manner to be specified in supplements to the prospectus contained in this
registration statement. Such prospectus supplements will be delivered with the prospectus included in this registration statement in connection with each such
offering. A maximum aggregate principal amount of $3,000,000,000 of debt securities may be offered and sold in the United States pursuant to the prospectus on
or after the date of effectiveness of this registration statement. Of such aggregate principal offering amount, $1,693,200,000 is registered hereby, $678,460,000
was previously registered under the Registrant's Registration Statement No. 33-64002 and $628,340,000 was previously registered under the Registrant's
Registration Statement No. 33-8136. The first $678,460,000 offered and sold pursuant to the prospectus contained herein shall be deemed to be the securities
registered under Registration Statement No. 33-64002, and the next $628,340,000 offered and sold pursuant to such prospectus shall be deemed to be the
securities registered under Registration Statement No. 33-8136.

Table of Contents
The information in this prospectus is not complete and may be changed. We may not sell these securities until the registration statement filed with the
Securities and Exchange Commission is effective. This prospectus is not an offer to sell these securities and it is not soliciting an offer to buy these securities in
any state where the offer or sale is not permitted.
PROSPECTUS
Subject to completion, dated March 8, 2011

Hellenic Republic
Securities

The Hellenic Republic may from time to time offer and sell up to $3,000,000,000 (or its equivalent in other currencies or composite currencies) aggregate
principal amount of its securities consisting of bonds, notes and/or other evidences of indebtedness. These securities may be denominated in U.S. dollars, or, at
the option of the Hellenic Republic, in any other currency or currencies, in composite currencies or in amounts determined by reference to an index. The
securities will be unconditional, direct and general obligations of the Hellenic Republic for the payment and performance of which the full faith and credit of the
Hellenic Republic will be pledged. The Hellenic Republic may offer its securities from time to time as separate issues in amounts, at prices and on terms to be
determined at the time of sale. This prospectus contains summaries of the general terms of these securities. The Hellenic Republic will provide specific terms of
these securities in supplements to this prospectus. You should read this prospectus and any supplement carefully before you invest. This prospectus may not be
used to effect offers or sales of securities unless accompanied by a prospectus supplement.

Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or determined
if this prospectus is truthful or complete.
Any representation to the contrary is a criminal offense.
The date of this prospectus is

, 2011.

Table of Contents
You should rely only on the information provided in this prospectus or in any prospectus supplement accompanying this prospectus. We have not
authorized anyone else to provide you with different or additional information. We are not making an offer of these securities in any state where the offer is not
permitted. You should not assume that the information in this prospectus or in any prospectus supplement is accurate as of any date other than the dates set
forth on the respective cover pages of these documents.

TABLE OF CONTENTS
About this Prospectus
3
Forward-Looking Statements
Where You Can Find More Information
Exchange Rate Information
Prospectus Summary
Risk Factors
The Hellenic Republic
General
The Economy
Balance of Payments and Foreign Trade
Monetary And Financial System
Public Finance
Public Debt

3
4
5
6
7
10
10
17
35
42
48
67

Use of Proceeds
72
Description of Securities
73
Global Clearance and Settlement
84

Debt Record

86
Taxation
87

Plan of Distribution

101
Validity of Securities
103

Authorized Agent in the United States

103
Official Statements and Documents
103

Tables and Supplementary Information

2

104

Table of Contents
ABOUT THIS PROSPECTUS
This prospectus is part of a registration statement that we filed with the U.S. Securities and Exchange Commission (the "SEC"). When we filed the
registration statement, we used a "shelf" registration process. Under this shelf registration process, we may sell any combination of the securities described in
this prospectus in one or more offerings up to the total dollar amount registered with the SEC (or the equivalent in other currencies). This prospectus provides
you with a general description of the securities the Hellenic Republic may offer. Each time the Hellenic Republic sells securities, it will provide a prospectus
supplement that will contain specific information about the terms of that offering. The prospectus supplement may also add, update, or change information
contained in this prospectus. If the information in this prospectus differs from any prospectus supplement, you should rely on the information in the prospectus
supplement.

Except as otherwise specified, all monetary amounts in this document are expressed in euro ("", "euro", or "EUR") or in United States dollars ("dollars", "$",
"US $", "U.S. dollars", or "USD").
References in this prospectus to "we," "us," "our", and "Greece" are to the Hellenic Republic. All references in this prospectus to the "Government" are to
the Government of the Hellenic Republic and its authorized representatives.

The statistical information provided in this prospectus is based on the latest official information currently available from the stated source. The
development of statistical information relating to the economy of the Hellenic Republic is, however, an ongoing process, and provisional revised figures and
estimates are produced on a continuous basis. Unless otherwise noted, the most recent official figure, rather than interim or preliminary information, has
been provided. Due to rounding, the numbers and percentages in the columns in tables contained herein may not add up to the indicated totals.
The Hellenic Republic currently meets the Special Data Dissemination Standard ("SDDS") of the International Monetary Fund ("IMF") relating to coverage,
periodicity, and timeliness of economic data. Although subscription by member countries to the SDDS is voluntary, it carries a commitment by subscribing
members to observe the standard and to provide certain information to the IMF about its practices in disseminating economic and financial data.

FORWARD-LOOKING STATEMENTS
This prospectus contains forward-looking statements. Statements that are not historical facts, including statements about the Hellenic Republic's beliefs
and expectations, are forward-looking statements. Forward-looking statements can generally be identified by the use of forward-looking terminology such as

"may," "will," "expect," "intend," "estimate," "anticipate," "believe," "continue," "could," "should," "would" or similar terminology. These statements are based on
current plans, estimates, and projections, which may change, and, therefore, you should not place undue reliance on them. Forward-looking statements speak
only as of the date they are made, and the Hellenic Republic undertakes no obligation to update publicly any of them in light of new information or future
events.
Forward-looking statements involve inherent risks and uncertainties. The Hellenic Republic cautions you that a number of factors could cause actual
results to differ materially from those contained in any forward-looking statements. These factors include, but are not limited to:

general economic and business conditions within the Hellenic Republic, including the occurrence of a more severe economic downturn or a delayed
resumption of economic growth;

the impact of the international economic environment on the Greek economy;

3

Table of Contents

the ability of the Hellenic Republic to effect fiscal and structural reforms which are key to fiscal adjustment and conditions for financial support
by the euro area members states and the IMF;

the level of the Hellenic Republic's public debt;

the level of the Hellenic Republic's budget deficit;

the decisions of the other euro area member states and of the IMF regarding the terms of their financial support for the Hellenic Republic;

the development of conditions in the European sovereign debt markets, including Greece's ability to access public debt markets;

the development of domestic inflation;

present and future currency exchange rates of the euro;

the interest rate set by the European Central Bank ("ECB"); and

interest rates in financial markets outside of the euro area.

WHERE YOU CAN FIND MORE INFORMATION

Further information concerning any series or issue of the securities is to be found in the registration statement and the related prospectus supplement, as
well as any related post-effective amendment to the registration statement, on file with the Securities and Exchange Commission. You may read and copy any
document Greece files with the SEC at the SEC's public reference room at 100 F Street, NE, Washington, DC 20549. Please call the SEC at 1-800-SEC-0330 for
more information on the SEC's Public Reference Room. All filings made after November 4, 2002 are also available online through the SEC's EDGAR electronic filing
system. Access to EDGAR can be found on the SEC's website, http://www.sec.gov. This site contains reports and other information regarding issuers that file

electronically with the SEC.

4

Table of Contents
EXCHANGE RATE INFORMATION
The table below sets forth, for the periods indicated, information concerning the USD/EUR reference rate as published by the ECB. No representation is
made that the euro or U.S. dollar amounts referred to herein could be or could have been converted into U.S. dollars or euro, as the case may be, at any
particular rate or at all. No representation is made that euro amounts actually represented, could have been or could be converted into, U.S. dollars at such
rates or at any other rates on any of the dates indicated.
On March 7, 2011, the reference rate for the euro was $1.4028.
High

Period
Average(1)

Low

Period End

2011
February
1.3834

1.3440

1.3649

1.3834

1.3716

1.2903

1.3360

1.3692

1.4563

1.1942

1.3257

1.3362

1.3435

1.3064

1.3220

1.3362

1.4244

1.2998

1.3661

1.2998

1.4101

1.3705

1.3898

1.3857

1.3648

1.2697

1.3067

1.3648

1.5120

1.2555

1.3948

1.4406

1.5990

1.2460

1.4708

1.3917

1.4874

1.2893

1.3705

1.4721

1.3331

1.1826

1.2556

1.3170

January
2010
December
November
October
September
2009
2008
2007
2006

(1)
Computed using the average of the exchange rates for euro on each business day during the relevant monthly or annual period.
5

Table of Contents
PROSPECTUS SUMMARY
This summary highlights certain information contained elsewhere in this prospectus. This summary does not contain all the information you should
consider before investing in the securities. Before investing in the securities, you should carefully read this entire prospectus and the related prospectus
supplement.
The Hellenic Republic is a Mediterranean country with a population of approximately 11 million. It is a parliamentary democracy with a president serving
as Head of State. The Hellenic Republic became the first associate member of the European Economic Community, now the European Union, in 1961 and a full
member in 1981. It joined the European Economic and Monetary Union in 2001. The following tables present certain summary statistical and other information
about the economy of the Hellenic Republic for the periods indicated.
2006

2007

2008

2009

2010(6)

(euro in millions)

THE ECONOMY
GDP current market prices
Percentage change
Percentage change of GDP as per constant market prices of 2000
GDP per capita (euro at current market prices)
Unemployment Rate (percentage of labor force)(1)
Consumer Price Index (year-on-year percentage changeDecember on December(2))
Exports (BOP basis) f.o.b
Percentage change
Imports (BOP basis) f.o.b
Percentage change

211,314

227,134

236,936

235,035

7.8

7.5

4.3

(0.8)

(1.3)

4.5

4.3

1.3

(2.3)

(4.2)

18,954

20,293

21,085

20,873

20,552

8.5

7.8

7.3

9.0

12.1

2.9

3.9

2.0

2.6

4.9

16,154

17,446

19,813

15,318

13,700

13.8

8.0

13.6

51,441

58,945

63,862

23.2

14.6

8.3

(22.7)
46,085
(27.8)

231,888

(8.4)
38,180
(0.1)

Balance of Merchandise
(35,286)

(41,499)

(44,049)

(30,767)

(24,481)

(23,760)

(32,602)

(34,798)

(25,819)

(19,469)

2,169

2,491

2,521

3,857

4,372

154,660

177,106

191,985

219,546

195,376

50,068

54,028

56,698

50,585

54,326

58,300

64,542

71,266

84,215

77,393

(8,232)

(10,514)

(14,568)

(33,629)

(23,067)

(3.9)

(4.6)

(6.1)

(14.3)

(9.9)

Balance of PaymentsCurrent Account

International Reserves (at end of period)(3)
General Government gross external debt (at year end(4))

PUBLIC FINANCE(CENTRAL GOVERNMENT BUDGET)(5)

Net Revenue
Expenditure
Central Government Balance
Percentage of GDP

PUBLIC DEBT (at December 31)

General Government Debt
Percentage of GDP

(1)

(2)

(3)

(4)

ESA definition.

Except for 2010 figure, which presents percentage change November on November.

New definition of reserves according to ECB rules and following entry into euro area.

Except for 2010 figure, which is at the end of the third quarter of 2010.

224,204

238,581

261,396

298,032

330,400

106.1

105.0

110.3

126.8

142.5

(5)
2011 State Budget Data.
(6)
Data for 2010 with respect to the economy is provisional.
Sources: Ministry of Finance, Bank of Greece and ELSTAT.
6

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RISK FACTORS
This section describes certain risks associated with investing in the securities. You should consult your financial and legal advisors about the risks of
investing in the securities and the suitability of your investment in light of your particular situation. The Hellenic Republic disclaims any responsibility for
advising you on these matters.
Risk Factors Relating to the Hellenic Republic
The reduction of the Hellenic Republic's general government deficit, the sustainability of its debt, and its capacity to repay its debt depend on the successful
implementation of the Economic Adjustment Program, which is subject to external and internal risks.
The recent global financial and economic crisis exposed vulnerabilities in the Greek economy, evidenced by a significant deterioration in Greece's fiscal
position (see "Public FinanceGreece's General Government Deficit"), which, due to deficiencies in Greece's accounting and statistical systems, was revealed
quite late, taking markets by surprise and heightening concern about Greece's fiscal sustainability. Leading rating agencies downgraded the Hellenic Republic.
Market sentiment with respect to Greece worsened sharply in early 2010, effectively cutting off Greece's access to international capital markets. Against this
background and confronted with sizeable financing needs in April and May 2010, Greece agreed on a three-year economic policy package (the "Economic
Adjustment Program") supported by financial assistance of 110 billion with the euro area Member States and the IMF. The Economic Adjustment Program
provides for stringent fiscal measures, support for the Greek financial sector, and wide-ranging structural reforms with a view to improving confidence in
Greece's fiscal outlook. Disbursement of financial assistance by the euro area Member States and the IMF is based on progress assessments of the Economic
Adjustment Program conducted quarterly for the duration of the arrangement.
While significant progress has been made in implementing the Economic Adjustment Program, which is also evidenced by the positive outcome of the
progress assessments to date, its successful implementation remains subject to risks. These risks include a more severe economic downturn and delayed
resumption of economic growth, slippages in fiscal adjustment stemming from delayed reform of fiscal institutions, including in the area of revenue collection,
and delays in the resumption of market access. In the latter context, the recent worsening of conditions in European sovereign debt markets, if prolonged,
represents a significant risk to the Economic Adjustment Program. A failure to successfully implement the Economic Adjustment Program and to attain its fiscal
targets may exacerbate Greek macroeconomic conditions or even lead to the termination of international financial support. In light of Greece's very large debt
burden (see "Public FinanceGreece's General Government Deficit" and "Public DebtSummary of Public Debt"), such developments, in turn, could impact
Greece's ability to service its debt and create the conditions for a credit event with respect to Greece's debt.
The short-term real growth outlook of the Hellenic Republic is unfavorable and a rebound depends upon the return of market and private sector confidence as
well as the successful implementation of structural reforms under the Economic Adjustment Program.
Real GDP growth in Greece is estimated to have contracted significantly in 2010 (-4.2%), and is also expected to contract in 2011 (-3.0%), with recovery
expected to gradually set in 2012. High uncertainties, expensive external financing, tight credit conditions, and the magnitude of fiscal adjustment agreed under
Economic Adjustment Program are weighing on the private sector. A rebound of economic growth will only be possible when market and private sector
confidence returns and the effects of structural reforms start to materialize. The goals set for structural reforms under the Economic Adjustment Program are
ambitious and although significant progress has already been made, most notably in the areas of pension, labor market and "closed professions" reform, keeping
up the
7

Table of Contents

momentum and swiftly implementing the complex structural changes required remains a challenge. If delays in the implementation of the planned structural
reforms were to occur, this could delay economic recovery, which in turn would jeopardize fiscal consolidation and the stabilization of the Greek financial sector,
and ultimately could call into question Greece's ability to service its debt.
There can be no assurance that the Hellenic Republic's credit rating will not change.
The Hellenic Republic has undergone a series of ratings downgrades since the end of 2009. Currently, the long-term debt of the Hellenic Republic is rated
BB+ (Negative Outlook) by Standard and Poor's, and BB+ (Negative Outlook) by Fitch. On March 7, 2011, Moody's downgraded Greece's government bond ratings to
B1 (Negative Outlook) from Ba1 (Negative Outlook).
The Hellenic Republic's ratings may be downgraded further in the future, in the event of public finances deteriorating further as a result of poorer
performance of economic activity or due to Government measures being perceived as insufficient. Developments at the EU level in connection with the ongoing
European sovereign debt crisis, including with respect to the features of the response mechanisms to address the crisis and conditions attaching to continuous
support for Greece from official sources, may also influence the credit rating agencies' assessments. Any adverse change in an applicable credit rating could
adversely affect the trading price for the securities, if any, and have the potential to affect the Hellenic Republic's cost of funds in the international capital
markets and the liquidity of and demand for the Hellenic Republic's debt securities.
Risk Factors Relating to the Securities
The Hellenic Republic is a foreign sovereign state and, accordingly, it may be difficult to obtain or enforce judgments against it.
The Hellenic Republic is a foreign sovereign state. Consequently, it may be difficult for investors to obtain or realize upon judgments of courts in the
United States against the Hellenic Republic.
The Hellenic Republic will irrevocably submit to the jurisdiction of any Federal or State court in New York City in any action arising out of or based on the
securities brought by any holder of a security. In addition, the Hellenic Republic will irrevocably waive, to the fullest extent permitted by the laws of the
Hellenic Republic and international conventions, any immunity, including foreign sovereign immunity, from jurisdiction and, except as provided below, from
execution or attachment or process in the nature thereof to which it may otherwise be entitled in any such action in any Federal or State court in New York City
or in any competent court in the Hellenic Republic.
Notwithstanding the foregoing, under the laws of the Hellenic Republic, the funds, assets, rights, and general property of the Hellenic Republic located in
the Hellenic Republic are immune from execution and attachment and any process in the nature thereof to the fullest extent permitted by the laws of the
Hellenic Republic and international conventions, and the foregoing waiver shall not constitute a waiver of such immunity or of any immunity from execution or
attachment or any process in the nature thereof with respect to the premises of the Hellenic Republic's diplomatic missions in any jurisdiction which affords
immunity thereto or with respect to assets of the Hellenic Republic outside the Hellenic Republic necessary for the proper functioning of the Hellenic Republic as
a sovereign power.
The Hellenic Republic reserves the right to plead sovereign immunity under the United States Foreign Sovereign Immunities Act of 1976 (the "Immunities
Act") with respect to actions brought against the Hellenic Republic under the United States Federal securities laws or any State securities laws. In the absence of
a waiver of immunity by the Hellenic Republic with respect to such actions, it would not be possible to obtain a United States judgment in an action against the
Hellenic Republic, unless a court were to determine that the Hellenic Republic is not entitled under the Immunities Act

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to sovereign immunity with respect to such action. For more information, see "Description of SecuritiesGoverning Law; Consent to Service."
There may be no active trading market for the securities or the trading market for the securities may be volatile and may be adversely impacted by many
factors.
There can be no assurance that an active trading market for the securities will develop, or, if one does develop, that it will be maintained. If an active
trading market for the securities does not develop or is not maintained, the market or trading price and liquidity of the securities may be adversely affected. If
the securities are traded after their initial issuance, they may trade at a discount to their initial offering price, depending upon prevailing interest rates, the
market for similar securities, general economic conditions, and the financial condition of the Hellenic Republic. While an application may be made to list the
Hellenic Republic's securities on an exchange, there can be no assurance that such application will be accepted or that an active trading market will develop.
The securities will contain provisions that permit the Hellenic Republic to amend the payment terms without the consent of all holders.
The securities will contain provisions regarding acceleration and voting on amendments, modifications, and waivers, which are commonly referred to as
"collective action clauses." Under these provisions, certain key terms of the securities of any series may be amended, including the maturity date, interest rate,
and other payment terms, with the consent of the holders of 75% of the aggregate principal amount of the outstanding securities of such series. See "Description
of SecuritiesAmendments and Waivers" in this prospectus.
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THE HELLENIC REPUBLIC
GENERAL
Location, Area, and Population
The Hellenic Republic (the "Hellenic Republic" or "Greece") is located on the southeastern tip of Europe in the eastern Mediterranean. It borders Turkey,
Bulgaria, the former Yugoslav Republic of Macedonia, and Albania and has an area of 132,000 square kilometers, of which about one third is cultivated. Islands
account for approximately 25,000 square kilometers, or 18.9% of the total land area, and the country has an extensive coastline of 15,000 kilometers. The sole
official language is Greek.
The climate ranges from temperate in the north to semi-tropical in some southern areas. The land surface under irrigation has increased considerably in
recent years, thus helping cultivation of crops, which range from cereals to citrus fruits, tobacco, and cotton. Similar to other countries in the Mediterranean
region, however, heat waves and drier conditions have led to larger and more uncontrollable forest fires across the country in past years, most recently in August
2009.
The results of the last official census in 2001 estimated the population of Greece at 10,964,020, compared with 10,260,000 in 1991. The population growth
rate according to 2001 estimates is 6.9%. In mid-year 2009, the estimated population was 11,282,751.
The growth and distribution of Greece's population during the post-war years has been influenced by the steady number of Greeks emigrating and the high
rate of urbanization in recent years. The population of Athens (greater metropolitan area) increased from 2.2 million inhabitants in 1971 to over 3 million in
2001, representing 30% of the total population in the latter year.
Constitution, Government, and Political System
Greece functions as a parliamentary democracy, with the President of the Republic (the "President") serving as Head of State, as provided for in a
constitution adopted in 1975 and revised in 1986 (the "Constitution"). Once under the rule of the Ottoman Turkish Empire, Greece became an independent
kingdom in 1830. From the adoption of the first constitution in 1843 until 1973, except for the periods 1924-1936 and 1941-1944, Greece's head of state was a
hereditary monarch. In 1967, a military junta seized power and, in 1973, abolished the monarchy. The military regime ended in 1974, when parliamentary
democracy was restored following a referendum in which the electorate rejected a return to monarchy. Greece has universal direct suffrage for all persons over
the age of 18.
The Constitution provides for a unicameral legislature (the "Parliament" or "Vouli"), the President, a Prime Minister (the "Prime Minister") heading the
Government, and an independent judiciary. The Vouli consists of 300 members who are elected for a term of four years. Of the 300 members, 288 are elected
from 56 constituencies, 51 of which are multi-member. The remaining 12 seats are reserved for deputies of state and are apportioned according to the
percentage of total votes cast for political parties nationwide. The President is elected by the Parliament and serves a five-year term that is renewable once.
The President may not dissolve the Parliament prior to the expiration of its stated term except (a) upon a proposal to such effect by the cabinet of the
Government in order to confront a matter of utmost national importance or (b) upon a vote of no-confidence in the Government by a majority of members of
Parliament and the represented parties' failure, upon request of the President, to form a new Government that has the confidence of a majority of the members
of Parliament.
Legislative powers under the Constitution are vested in Parliament. The President may issue legislative decrees if authorized by legislation duly adopted by

Parliament. Executive powers are vested in the Government, which is formed by the party or parties holding a majority of the seats in Parliament and is headed
by the Prime Minister. The President, upon recommendation by the Prime Minister, appoints the members of the cabinet.
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The judicial system comprises administrative, civil, and criminal courts, which are located in major cities throughout the country. The courts are
organized pursuant to special laws and are divided into first instance and appellate courts. The High Court of Justice, which is authorized to hear civil and
criminal cases, the Supreme Administrative Court, which is authorized to hear administrative cases, and the Auditors' Court, which is mainly responsible for
disputes regarding pensions of civil servants and auditing of the public accounts, are the country's highest judicial authorities.
Greece is currently divided into 51 prefectures, with Athens further divided into four sub-prefectures. Following a major reorganization of the sub-central
government in 2010, as of January 1, 2011, local governments consist of 13 (previously 76) administrative regions and 325 (previously 1,034) municipalities. The
two main political parties are the Panhellenic Socialist Movement ("Pasok") and the New Democracy Party ("NDP"). Pasok, a social democratic party founded in
1974, is currently headed by Mr. Georgios Papandreou. The NDP, a conservative party, is currently headed by Mr. Antonis Samaris.
The current Government, headed by Mr. Georgios Papandreou, was formed after the elections of October 4, 2009, in which Pasok obtained 160 of the 300
seats in Parliament. The previous Government, headed by Mr. Konstantinos Karamanlis of the NDP, was first elected on March 7, 2004 and reelected on
September 16, 2007. The President, Mr. Karolos Papoulias, was elected in March 2005 by the Parliament, and was re-elected in March 2010 to serve for another
five-year term.
The following table sets forth the election results of Greece's most recent general elections:
RESULTS OF RECENT GENERAL ELECTIONS
March 7, 2004
Party

% of Votes
Polled

September 16, 2007

No. of
Seats

% of Votes
Polled

October 4, 2009
No. of
Seats

% of Votes
Polled

No. of
Seats

Pasok
NDP
Greek Communist Party
Popular Orthodox Rally
Syriza (Alliance of left-wing parties)
Others

40.55

116

38.10

102

43.92

160

45.36

166

41.84

152

33.48

91

5.90

12

8.15

22

7.54

21

2.19

3.80

10

5.63

15

3.26

5.04

14

4.60

13

2.74

3.07

4.83

100.00

300

100.00

300

100.00

300

Total

Source: Ministry of the Interior.

International Relations
Greece became the first associate member of the European Economic Community ("EEC"), now the European Union ("EU"), in 1961. Its application for full
membership was approved in principle in 1976 and the Treaty of Accession was signed in May 1979. After the ratification of the Treaty by the respective
parliaments of the member states of the EU, Greece became a full member of the EEC on January 1, 1981.
Besides membership in the EU, Greece is a member of the Council of Europe and a Charter Member of the United Nations and of its specialized agencies. It
is also a member of the IMF, the European Bank for Reconstruction and Development, and the International Bank for Reconstruction and Development ("World
Bank") and its affiliates, the International Finance Corporation and the International Development Association. It is a party to the World Trade Organization and a
member of the Organization for Economic Co-operation and Development ("OECD"). Greece is also a member
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of the European Investment Bank ("EIB"), the Council of Europe Development Bank ("CEB"), and the North Atlantic Treaty Organization ("NATO").
The Hellenic Republic is obligated to contribute to the capital subscription and, in some cases, the additional financing requirements of certain
international organizations in which it participates. The following table shows the amount of Greece's participation in the international institutions as of
December 31, 2010.
GREECE'S PARTICIPATION IN INTERNATIONAL INSTITUTIONS
Participation
Loans
as of December 31,
2010
(euro in millions)

IMF(1)
954.4
Other Participations (converted into loans from the Bank of Greece)(2)
42
(1)

(2)

This debt comprises consolidated obligations of Greece to the Bank of Greece deriving from participations in international organizations excluding the IMF
that were converted into various types of loans. After 1993, any participation increase in these organizations was funded directly from the Central
Government Budget.

Equivalent to 823.0 million Special Drawing Rights ("SDRs")

Source: Ministry of Finance.
The following table shows loans to Greece from international organizations outstanding as of December 31, 2010.
OUTSTANDING LOANS OF GREECE
As of December 31,
2010
(euro in millions)

World Bank
0

EIB
6,022
EU
21,000
CEB
264
Source: Ministry of Finance.
The European Union and European Integration
Today, Greece is one of the EU's 27 member states (the "Member States"). On January 1, 2007, Bulgaria and Romania became part of the EU, joining the
EU's previous members Austria, Belgium, Cyprus, the Czech Republic, Denmark, Estonia, Finland, France, Germany, Greece, Hungary, Ireland, Italy, Latvia,
Lithuania, Luxembourg, Malta, the Netherlands, Poland, Portugal, the Slovak Republic, Slovenia, Spain, Sweden, and the United Kingdom. According to
provisional data, the aggregate population of the Member States was approximately 501 million as of January 1, 2010. The EU is still in the process of
enlargement. Accession negotiations with Turkey and Croatia started in October 2005. The former Yugoslav Republic of Macedonia and Iceland currently have
candidate status. Albania, Bosnia and Herzegovina, Kosovo, Montenegro, and Serbia are potential candidates.
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Political Integration
Full EU membership involves a limited transfer of sovereignty to EU institutions. In return, Greece is represented in the various EU institutions. The EU's
three main institutions are the Council of the European Union (representing the governments of the Member States, the "Council"), the European Parliament
(elected by and representing the citizens of the Member States) and the European Commission (the executive body of the EU, the "Commission"). In addition, the
heads of state or government of the Member States of the EU and the president of the Commission meet at the European Council, which defines the general
political guidelines of the EU and decides on certain fundamental questions. Greece's representation includes one Government-appointed commissioner, 22 of
the 736 directly elected members of the European Parliament, and membership in the Council of the European Union and the European Council. Pursuant to the
Treaty of Lisbon (as defined below), the total number of elected members will increase to 751 members; the number of Greek members will remain unchanged.
In order to ensure that the decision-making process within the EU's institutions continued to work and against the backdrop of the reform proposals
reflected in the proposed European constitution, which was not ratified by all Member States, the European Council convened an intergovernmental conference
to draft a new EU treaty in 2007. The treaty, which entered into force on December 1, 2009 (the "Treaty of Lisbon"), aims at enabling the EU to cope with its
main challenges in the medium-term future, the enlargement of the EU, and the increased involvement of EU citizens, by introducing more democracy and
transparency into the governance of the EU.
The Member States of the EU have agreed that a longer-term objective is the formation of a European Political Union. Current areas of close cooperation
include foreign and security policy as well as internal and social affairs. However, the Member States, for the time being, retain sovereignty in most important
areas of policy.
Economic Integration
With the completion of the process leading to the Single European Market in January 1993, virtually all physical, legal, and fiscal barriers to the free
movement of people, goods, services, and capital within the EU have been removed. The integration of the Member States' economies and the completion of a
single market are also promoted by a European competition policy, which aims at creating a level playing field for Member States' companies and promoting
economic efficiency. In addition, various liberalization and harmonization measures are being implemented. Among other things, the telecommunications and
energy sectors are being liberalized and opened for private competitors. In the financial sector, the single market has been fostered by providing for the free
movement of capital and the freedom to perform banking services throughout the EU based on a single license obtained in one Member State.
Another important policy area for the EU has been agriculture. Subsidies to this sector, which make up more than 40% of the EU's budget, have been
restructured to keep European farming competitive and reduce costs.
A further tool with which the EU promotes economic integration is regional aid, which is designed to focus development efforts on certain disadvantaged
regions and population segments of the EU. The Treaty on European Union of February 1992 (also known as the "Maastricht Treaty") instituted social and
economic cohesion among the diverse regions and countries of the EU as one of the objectives of the EU. To achieve this objective, it was agreed that a cohesion
fund (the "Cohesion Fund"), created in 1994, would provide less developed regions and countries with financial aid focused on sectors such as the environment or
transportation infrastructure. The Member States eligible to receive this are Member States, whose gross national product ("GNP") per capita is below 90% of the
EU average. Greece is currently one of these Member States.
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The financial framework for the enlarged EU for the period from 2007 until 2013 was formally adopted on May 17, 2006, with an Interinstitutional
Agreement ("IIA") signed by the European Parliament, the Council, and the European Commission. Among other things, the IIA defines maximum amounts for
commitment appropriations, which cover commitments made to spend funds over one or more years in certain expenditure categories. Additionally, the IIA
defines an annual maximum amount for payment appropriations, which cover payments made to honor the legal commitments entered into during the current
financial year and/or earlier financial years. The 2011 EU budget, which was adopted by the European Parliament on December 15, 2010, amounts to EUR
141.9 billion in commitment appropriations and EUR 126.5 billion in payment appropriations. The amount of commitment appropriations corresponds to 1.13% of
the EU gross national income, while the amount of payment appropriations corresponds to 1.01% of the EU gross national income.
For more information on current benefits received by Greece from various EU funds, see "Public FinanceTransfers between Greece and the European
Union" below.
Monetary Integration
General
On September 17, 1984, the Greek drachma was integrated into the European Currency Unit ("ECU") basket of currencies. Greece joined the Exchange
Rate Mechanism ("ERM") of the European Monetary System on March 16, 1998, by adjusting the value of the Greek drachma against the ECU by 12.3%. The Greek
drachma was then included in the Exchange Rate Mechanism at the central rate of 357 Greek drachma to one ECU.
The Maastricht Treaty was the basis for the establishment of the European Economic and Monetary Union ("EMU"). In order to qualify for the EMU, under
the terms of the Maastricht Treaty, Member States have to satisfy the following conditions: (i) an inflation rate not exceeding the average of the three best
performing Member States by more than 1.5% in terms of price stability, (ii) a budget deficit not exceeding 3% and a gross accumulated public debt not
exceeding 60% of GDP, (iii) the observance without devaluation of the ERM fluctuation margins for at least two years, and (iv) average nominal long-term interest
rates on government bonds not exceeding that of the three best performing Member States in terms of inflation by more than 2%.
On January 1, 1999, after fulfilling these convergence criteria, eleven members of the EU adopted the euro as their legal currency. The drachma central
rate, originally set at 353.107, was revalued from January 17, 2000 at 340.75 drachma per euro. With Greece joining the EMU as the twelfth Member State on
January 1, 2001, this central rate became the irrevocable euro conversion rate of the drachma. On January 1, 2002, banknotes and coins denominated in euro
were introduced as legal tender to replace the national currencies in the 12 Member States forming the euro area at that time (Austria, Belgium, Finland,
France, Germany, Greece, Ireland, Italy, Luxembourg, the Netherlands, Portugal, and Spain). Slovenia, Malta, Cyprus, and Slovakia followed. In January 2011,
Estonia joined as the seventeenth Member State.
The ECB was established on June 1, 1998, as part of the European System of Central Banks ("ESCB"). According to the Maastricht Treaty, the primary
objective of the ESCB is to maintain price stability. Without prejudice to the objective of price stability, the ESCB supports the general economic policies of the
EU. The Eurosystem, consisting of the ECB and the national central banks of those Member States whose currency is the euro, assumed sole responsibility for the
monetary policy in the euro area on January 1, 1999. In December 2010, the ECB decided to increase its subscribed capital by EUR 5 billion, from EUR
5.76 billion to EUR 10.76 billion, with effect from December 29, 2010. The capital increase was deemed appropriate in view of increased volatility in foreign
exchange rates, interest rates, and gold prices as well as credit risk. The national central banks of the euro area will pay their additional capital contributions in
three equal annual installments, starting in December 2010.
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Stability and Growth Pact and Excessive Deficit Procedure
In order to ensure and strengthen the ongoing convergence of the economies participating in the EMU, consolidate the single market, and ensure
budgetary discipline in the euro area, the Member States agreed on the main elements of a Stability and Growth Pact (the "Pact"), which became effective on
July 1, 1998.
According to the Pact, Member States are required to pursue a medium-term objective of ensuring the long-term sustainability of public finances and
minimizing the risk of any Member State's general government deficit exceeding the reference value of 3% of its GDP.
Under the Maastricht Treaty, implementing regulations, and the Pact, a Member State whose general government deficit exceeds the reference value of 3%
of its GDP becomes subject to the "excessive deficit procedure." The excessive deficit procedure provides that the Economic and Finance Affairs Council, a
Council composed of Economics and Finance Ministers of the Member States (the "Ecofin Council"), decides whether an excessive deficit has been incurred. If it
concludes that there is an excessive deficit, the Ecofin Council, based on recommendations by the Commission, suggests corrective measures aimed at a deficit
reduction and then reviews the corrective measures taken by the Member State. If it determines that such corrective measures are not adequately implemented,
the Maastricht Treaty and the Pact provide for a wide range of remedies. For those Member States whose currency is the euro, this process could ultimately lead
to the imposition of annual financial penalties of as much as 0.5% of a Member State's GDP. Financial penalties may not be imposed, however, until the end of a
further review period. Furthermore, the Pact provides that the 3% limit may be exceeded without triggering an excessive deficit procedure, provided that the
deficit ratio remains close to the 3% threshold and is considered to be exceptional and temporary, for example, in the event of a severe economic downturn
(i.e., a recession), an extended period of weak growth or an unusual event beyond the control of the Member State concerned (e.g., a significant natural
disaster or a war having an impact on that Member State).
Moreover, in judging whether a deficit is too high and whether a Member State must implement corrective measures, the Ecofin Council relies on an
indicative list of relevant factors that has been agreed upon by the Member States. This list includes, among other factors, the costs of implementing policies
according to the EU Strategy for Growth and Jobs (Lisbon Strategy); high financial contributions aimed at fostering international solidarity and achieving
European policy goals, notably European unification; and costs of pension reform.
As a consequence of the global economic and financial crisis, nearly all Member States breached the 3% of GDP deficit reference value in 2009 or 2010.
With the exception of Bulgaria, Luxembourg, Sweden, and Estonia, all EU Member States, including Greece, are currently subject to the excessive deficit
procedure. For further information on the excessive deficit procedure against Greece, see "Public FinanceExcessive Deficit Procedure."
In 2010 the Ecofin council decided to adopt measures aimed at strengthening the Pact, in particular, through a revision of the sanctions regime and a
stronger focus on the development of general government debt.
Further, a so-called "European semester" was introduced, starting in 2011, in order to improve coordination of the Member States' economic policies and
help strengthen budgetary discipline, macroeconomic stability, and growth. The European semester is a six-month period each year during which the Member
States' budgetary and structural policies will be reviewed to detect inconsistencies and emerging imbalances. Every year in March, the European Council will
identify the main economic challenges facing the EU and give strategic advice on policies. Taking this guidance into account, in April of each year, the Member
States will review their medium-term budgetary strategies and draw up national reform programs setting out the action they will undertake in areas such as
employment and social inclusion. In July, the European Council and the Ecofin Council will provide policy advice on the
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basis of the programs submitted by the Member States before the member states finalize their budgets for the following year.
Response to the European Sovereign Debt Crisis
After Greece had experienced serious difficulties in accessing the financial markets to obtain new borrowings to cover its sizeable financing needs in the
first months of 2010, the Member States that form the euro area (the "Euro Area Member States") concluded that the stability of the euro area as a whole was
threatened and agreed to help Greece meet its financing needs. In April 2010, the Euro Area Member States agreed to provide Greece with stability support in
the form of pooled bilateral loans in the amount of up to EUR 80 billion over a period of three years parallel to a loan facility provided by the IMF in the amount
of up to EUR 30 billion. For further information on the loan provided by the Euro Area Members States to Greece and the Stand-By Arrangement concluded
between Greece and the IMF, see "Public FinanceFinancial Assistance Program."
Furthermore, on May 10, 2010, the Council of the European Union and the Member States decided on a comprehensive package of measures to address the
risk of contagion in an environment of fragile financial markets and to preserve financial stability in Europe. This package includes a new community instrument
(European financial stabilization mechanism, "EFSM") of up to EUR 60 billion. In addition, the Euro Area Member States set up the European Financial Stability
Facility ("EFSF"). This special purpose vehicle is authorized to issue bonds guaranteed by Euro Area Member States for up to EUR 440 billion for the purpose of onlending to Euro Area Member States in financial difficulties, subject to conditions, which are to be negotiated with the European Commission in liaison with the
ECB and the IMF and to be approved by the euro area finance ministers. The IMF will participate in financing arrangements with up to EUR 250 million.
The first Member State to receive support by the EFSM and EFSF was Ireland. The financial assistance, which is provided subject to compliance with strict
conditions, is intended to provide financial support of EUR 85 billion, consisting of EUR 22.5 billion to be financed through the EFSM, EUR 17.7 billion through the
EFSF, EUR 22.5 billion through the IMF, and EUR 4.8 billion through bilateral loans from the United Kingdom, Denmark, and Sweden. The remaining EUR
17.5 billion will be financed by the Irish Treasury cash buffer and investments of the Irish National Pension Reserve Fund.
In December 2010, the European Council agreed on a draft decision for a limited treaty amendment allowing Euro Area Member States to establish a
permanent mechanism to safeguard the financial stability of the euro area as a whole. The European Council further confirmed the general features of this
permanent mechanism (the European Stability Mechanism, or "ESM"). The ESM will be based on, and replace, the EFSF and the EFSM, which will remain in force
until June 2013. Accordingly, the ESM will provide for involvement of the IMF. The granting of financial assistance to Euro Area Member States under the ESM,
which will require a unanimous decision of the euro area finance ministers, will be made subject to strict conditionality. It is planned to provide for a case-bycase participation of private sector creditors, fully consistent with IMF policies. In all cases, any ESM loan would enjoy preferred creditor status, junior only to
the IMF loan. In line with IMF practices, in the case of any Member State that appears to be insolvent, liquidity assistance by the ESM would be conditioned upon
the Member State negotiating a comprehensive restructuring plan with private sector creditors with a view to restoring debt sustainability. In order to facilitate
this process, standardized collective action clauses are to be included in the terms and conditions of all new euro area government bonds starting in June 2013.
These clauses would enable creditors to pass a qualified majority decision agreeing to a legally binding change to the terms of payment in the event that the
debtor Member State is unable to pay.
For further information on the excessive deficit procedure against Greece, see "Public FinanceExcessive Deficit Procedure."
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THE ECONOMY
Overview and Key Figures
During the 1960s and 1970s, the Greek economy grew at a rate equal to or higher than most other OECD and EU countries. During the 1980s, phases of
increased Government expenditures and social reforms were followed by economic austerity programs aimed at controlling inflation. During this period, the
Greek economy was characterized by high inflation (the average annual inflation rate, as measured by the consumer price index ("CPI"), was 19.4%), relatively
low GDP growth (the average annual growth rate was 1.7%), and rapidly rising public debt. During the 1990s, a differentiated economic policy mix was
implemented, which allowed Greece to join the euro area. Over the last several years, there have been many positive developments with respect to the
domestic economy, and a number of measures were undertaken to restructure the economy, but economic imbalances persisted. In addition, after a period of
strong growth, real GDP growth decelerated and real GDP shrank in 2009 and 2010 and is expected to shrink further in 2011. Real economic growth is expected
to rebound starting from 2012.
The Hellenic Statistical Authority ("ELSTAT"), the former National Statistical Service of Greece ("NSSG"), is the Hellenic Republic's official statistical agency
and was established as an independent authority supervised directly by the Parliament in March 2010.
In October 2009, Eurostat expressed a general reservation over the figures notified by the Greek authorities in Greece's October 2009 excessive deficit
procedure notification ("EDP notification") due to significant uncertainties over the figures reported and, thus, did not validate the data for Greece. The October
2009 EDP notification included substantial revisions of the government deficit and the debt data for the previous years.
At the beginning of January 2010, Eurostat published a report that described the main shortcomings in the administrative and operational capacity of the
Greek statistical information gathering system and in February 2010, the European Commission initiated infringement proceedings against Greece for its failure
to provide reliable budgetary statistics, requesting the Government to take all necessary steps to ensure that the systemic failures and weaknesses identified in
the report were corrected. In addition to the legislation setting up ELSTAT, the Government also designed a joint action plan with the Commission to implement
the legislation and improve the compilation of reliable data and their wide and timely dissemination.
In cooperation with Eurostat, which visited Greece a number of times to discuss methodology and assess progress being made in the compilation of reliable
statistical information, ELSTAT has completed a major revision of the national accounts system. On this basis, Greece notified revised fiscal data and on
November 15, 2010, Eurostat announced that Greece's data was now essentially reliable and lifted its reservation on Greek fiscal data. The analysis in this
prospectus is based on the revised data, which are presented in the tables throughout.
The following table provides main economic indicators relating to Greece for the periods indicated.
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PRINCIPAL ECONOMIC INDICATORS
2006

2007

2008

2009

2010(5)

(euro in millions)

GDP current market prices

211,314

227,134

236,936

235,035

231,888

7.8

7.5

4.3

(0.8)

(1.3)

4.5

4.3

1.3

(2.3)

(4.2)

18,954

20,293

21,085

20,873

20,552

8.5

7.8

7.3

9.0

12.1

2.9

3.9

2.0

2.6

4.9

16,154

17,446

19,813

15,318

13,700

13.8

8.0

13.6

51,441

58,945

63,862

23.2

14.6

8.3

Percentage change
Percentage change of GDP at constant market prices with base year 2000
GDP per capita (euro at current market prices)
Unemployment Rate (percentage of labor force)(1)
Consumer Price Index (year-on-year percentage changeDecember on December(2))
Exports (BOP basis) f.o.b.
Percentage change
Imports (BOP basis) f.o.b.
Percentage change
Balance of Merchandise
Balance of Payments Current Account
International Reserves (at end of period)(3)
General Government gross external debt (at year end)(4)

(1)
ESA definition.

(22.7)
46,085

8.4
38,180

(27.8)

(0.1)

(35,286)

(41,499)

(44,049)

(30,767)

(24,481)

(23,760)

(32,602)

(34,798)

(25,819)

(19,469)

2,169

2,491

2,521

3,857

4,372

154,660

177,106

191,985

219,546

195,376

(2)
Except for 2010 figure, which presents percentage change November on November.
(3)
New definition of reserves according to ECB rules and following entry into euro area.
(4)

Except for 2010 figure, which is at the end of the third quarter of 2010.

(5)
Provisional data.
Sources: Ministry of Finance, Bank of Greece, and ELSTAT.
Recent Developments and Forecasts
Upon the Hellenic Republic's entry into the euro area in 2000, access to low-cost credit strengthened domestic demand, which was further supported by
pro-cyclical fiscal policies, and in the period from 2000 to 2008, the Greek economy expanded at an average annual rate of about 4%, one of the highest rates in
the euro area. While economic activity remained strong in 2008, although decelerating, as real GDP increased by only 1.3% in 2008 compared to 4.3% in 2007,
real GDP contracted by 2.3% in 2009. Economic activity is expected to contract further in 2010 (-4.2%) and 2011 (-3%) and to recover slowly thereafter, with
positive growth rates expected from 2012 onwards.
Economic Results for 2008
The rapid economic expansion achieved over the previous decade came to an end in 2008. In light of adverse international economic developments,
including sharp downward revisions in the projections for world growth and continuing uncertainties about the energy market, the real GDP growth rate was 1.3%
in 2008, sustaining, however, a 0.7 percentage point positive differential from the euro area average growth rate.
Economic growth overall remained resilient, mainly driven by private consumption expenditure (+3.2%), which, in turn, was supported by robust credit
expansion stemming from a rather stable financial sector. Budgetary overruns in 2007 and measures aimed at sustaining the pace of fiscal
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consolidation led to only moderate growth of public consumption by 1.0% compared to growth of 9.2% in 2007. Gross fixed capital formation decreased by 7.6% in
2008 compared to a positive growth rate of 5.4% in 2007. This was due to a pronounced decrease of 18.9% in investment in the construction sector, especially the
housing sector, and a slower growth rate of 6.2% in investment in machinery and equipment. Economic and business sentiment indicators tilted downwards in the
course of 2008 and increased uncertainty regarding international economic prospects discouraged the realization of investment projects. Towards the end of
2008, the escalating volatility in the interbank markets intensified banks' credit rationing in their business financing, thus further dampening investment growth.
The economic downturn experienced by Greece's main trading partners had an impact on the economy's external balance. Exports of services at constant
prices grew by only 4.1% in 2008 compared to 9.0% in 2007, mainly due to the adverse impact of the economic contraction, particularly in the shipping sector,
towards the end of 2008. Exports of goods increased by 3.8% in 2008 compared to 1.5% in 2007 as a result of half of goods' exports being directed towards higher
growth European countries and the low technological content of the exported goods. Overall, the growth in the export volume of goods and services was
sustained at 4.0% in 2008, down from 5.8% in 2007. On the other hand, in 2008, the increase of imports of goods and services amounted to only 4.0% compared to
a 9.8% increase in 2007. Whereas the imports of services in 2008 grew by 13.7% compared to 8.1% in 2007, imports of goods in 2008 merely increased by 2.1%,
down from a 10.2% increase in 2007. This reflected lower imports of equipment and reduced investment activity, as well as the effect of the drop in consumption
demand. As a result of these developments, the current account deficit on a national accounts basis reached 16.4% of GDP in 2008 compared to 15.6% in 2007.
Total employment increased by 0.2%, while the unemployment rate was 7.3% in 2008, down from 7.8% in 2007, partly as a result of a reduction in the labor
force. Continuing the trend of the fourth quarter of 2007, inflation, as measured by the CPI, accelerated to 4.6% during the first nine months of 2008 as a result
of the large increase in international prices for merchandise goods and oil. The average CPI increase was 4.2% in 2008 compared to 2.9% in 2007.
Economic Results for 2009
The economic contraction was more severe for the Greek economy during the course of 2009. Cyclical and structural factors contributed to the substantial
decline in real GDP growth of 2.3%, while GDP in the EU and the euro area contracted by about 4.0%. In addition, given the limited available fiscal room for
maneuver, temporary sectoral measures undertaken in early 2009 were unable to offset the effects of the economic downturn. The delay in the reaction of the
Greek economy to the global economic downturn is attributable to the time lag required for the crisis to be transmitted from central European economies to the
periphery of the EU, as well as to the Greek economy's small size and its relatively limited outward orientation. Nevertheless, economic developments in 2009
were driven by an adverse export performance, in particular, the pronounced decline in transport and tourism receipts, the constrained credit expansion towards
the private sector of the economy, reduced foreign investment activity, and a drop in confidence, which was also influenced by budgetary developments and the
increased gross debt financing needs.
Almost all components of final domestic demand (overall -2.2% in 2009 compared to 0.7% in 2008) contributed negatively to GDP growth in 2009. More
specifically, for the first time in ten years, gross fixed capital formation (-11.4% in 2009 compared to -7.6% in 2008) and private consumption (-1.8% in 2009
compared to 3.2% in 2008) were the most important negative contributing factors to growth. The decline in gross fixed capital formation in 2009 reflected a
substantial decline of 12.2% in investment growth in equipment and a further contraction in the construction sector, especially housing, of 25.1%. The drop in
investment was most apparent in the private sector; general government fixed
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investment growth increased by 2.6% in 2009 compared to a 4.5% decline in 2008. Public consumption expenditure increased by 7.6% in 2009 compared to a 1.0%
increase in 2008.
In the external sector, unfavorable economic conditions and reduced trading volumes among EU member states took a heavy toll on the shipping and the
tourism sectors. The volume of exports of goods and services declined by 20.1% in 2009 compared to a 4.0% increase in 2008, reflecting an 18.0% reduction in the
exports of goods and a 21.5% drop in services exports. On the other hand, the marked contraction in the relevant components of domestic output growth led to a
decrease in the volume of imports of goods and services of 18.6% in 2009 compared to a 4.0% increase in 2008 stemming from a decline of 18.5% in the imports of
goods and of 19.0% in the imports of services. Overall, the external sector contributed 2.25 percentage points to growth in 2009.
In line with the shrinking economy and escalating pressures in the labor market, the unemployment rate on a national accounts basis increased to 9.0% in
2009, an increase by 1.7 percentage points compared to 2008. Total employment declined by 0.7% in 2009 compared to a 0.2% increase in 2008. Inflationary
pressures were substantially lower in 2009 compared to 2008 as a result of the adverse domestic and external economic developments. The average CPI
increased by 1.2% in 2009 compared to 4.2% in 2008.
Estimated Economic Results for 2010
In the first three quarters of 2010, real GDP contracted by 2.7% in the first quarter, 4.0% in the second quarter, and 4.6% in the third quarter. For the first
quarter of 2010, the reduction in economic activity reflects a substantial decrease of 14.9% in gross fixed capital formation as well as a smaller reduction in final
domestic demand (-1.0%). The latter is attributed to shrinking government consumption expenditure (-10.4%), while private consumption increased slightly by
1.4% compared to the first quarter of 2009. In the external sector, exports of goods and services increased by 1.2% while imports of goods and services declined
by 9.4% compared to the first quarter of 2009. In the second quarter, private consumption declined by 4.8% and final demand by 5.8%. Policy measures
undertaken in the first six months of 2010 to constrain government expenditure led to a further reduction in government consumption of 9.5% in the second
quarter of 2010 compared to the second quarter of 2009. Imports of goods and services declined by 12.3%, reflecting lower investment activity and consumption
demand, while exports of goods and services declined by 3.7%. In the third quarter of 2010, the reduction in private consumption expenditure was more
pronounced (-5.8%), leading to a further decline in imports of goods and services of 17.8%. On the other hand, given the more favorable external environment,
exports of goods and services declined only moderately by 1.1%. In addition, the ongoing fiscal consolidation efforts are reflected in the lower public
consumption expenditure (-4.7%) in the third quarter of 2010 compared to the third quarter of 2009. The year-on-year decline in gross fixed capital formation of
18.1% in the second quarter of 2010 and 20.0% in the third quarter of 2010 indicates lower investment activity mainly in the construction sector.
Overall, real GDP is estimated to have shrunk by 4.5% in 2010 compared to a 2.3% reduction in 2009. Economic developments in 2010 were driven by a
4.1% decline in private consumption, a 9.0% reduction in public consumption expenditure, and a 17.4% decline in gross fixed capital formation. Final domestic
demand is estimated to have decreased by 7.1% in 2010 compared to a 2.2% decline in 2009. On the other hand, the external sector is expected to have
gradually rebounded and to have contributed positively to GDP growth by 3.94 percentage points. Exports of goods and services are expected to have increased
by 0.6%, reflecting a 2.0% increase in exports of goods and a decline of 0.6% in exports of services. The decline in private consumption and investment activity
are expected to have resulted in a substantial reduction of 12.0% in the imports of goods and services. Specifically, imports of goods are expected to have
declined by 15.8%, while imports of services are expected to have increased by 3.7%, due to an increase in transport services.
20

Table of Contents
The unemployment rate reached 12.1% in the period from January to October 2010 compared to 9.2% in the same period of 2009. For 2010 overall, the
unemployment rate is estimated at 12.1% compared to 9.0% in 2009. The policy measures undertaken to increase government receipts (i.e., VAT and excise tax
increases) intensified inflationary pressures despite the ongoing reduction in economic activity. The GDP deflator is expected to have increased by 3.0% in 2010,
while it is expected to moderate below 2.0% in 2011-2014. In 2010, the CPI increased by 4.7% on average compared to an increase of 1.3% in 2009. Core inflation
in 2010 was 3.0% compared to 2.4% in 2009.
On the fiscal front, the Economic Adjustment Program provides for a frontloaded fiscal consolidation effort, which is expected to have led to a substantial
fiscal adjustment of 6.0% of GDP in 2010, corresponding to a decrease of the general government deficit from 15.4% of GDP in 2009 to 9.4% of GDP in 2010.
Economic Forecasts for 2011
In 2011, real GDP is forecast to decline by 3.0%, mainly reflecting a 5.5% decline in final domestic demand compared to a 7.3% decline in 2010. Private
consumption expenditure is expected to decline further by 4.3% compared to a 4.1% decrease in 2010, while gross fixed capital formation is forecast to shrink by
7.5% compared to a 17.4% decline in 2010. In addition, government consumption expenditure is forecast to decline by 8.5% in 2011 compared to a 9.0% reduction
in 2010. Thus, final domestic demand is forecast to contribute negatively to GDP growth by 5.92 percentage points.
In the external sector, exports of goods and services are expected to rebound strongly, based on improved prospects for the international economic
outlook and world trade. Furthermore, the structural reforms initiated in product and labor markets are expected to move economic resources to the more
profitable sectors of the economy and thus, an export-led growth model is expected to persist. Exports of goods and services are forecast to increase by 5.1% in
2011 compared to moderate growth of 0.6% in 2010. Exports of goods are forecast to increase by 5.5% compared to an increase of 2.0% in 2010 and exports of
services by 4.8% compared to a decline of 0.6% in 2010. On the other hand, imports of goods and services are forecast to shrink further by 6.4% in 2011 following
an estimated 12.0% reduction in 2010. This is due to the significant contraction in domestic demand and, in particular, the decline in private consumption and in
investment activity. Imports of goods are expected to decline by 7.9% compared to a decline of 15.8% in 2010, reflecting a reduction in imports of equipment and
machinery, while imports of services are expected to decline by 1.2% compared to an increase of 3.7% in 2010.
The negative development of output growth is expected to take a heavy toll on labor market developments, with total employment declining by 2.6% in
2011, coupled with a 0.2% decline in compensation per employee. The unemployment rate is projected to increase to 14.6% in 2011.
Inflationary pressures are expected to moderate substantially in 2011 due to the continued economic contraction. CPI is estimated at 2.4% in 2011. The
GDP deflator is forecast at 1.5% compared to 3.0% in 2010. Inflation is forecast at 0.4% in 2012 and 0.8% in 2013.
The fiscal outlook is expected to improve as a result of the ongoing fiscal consolidation efforts coupled with the gradual economic rebound projected from
2012 onwards. The general government deficit is projected to decline to 7.6% of GDP in 2011 from 9.4% of GDP in 2010. In the medium term, the fiscal balance is
expected to improve further with the general government deficit projected to be 6.4% of GDP in 2012, 4.8% of GDP in 2013, and 2.6% of GDP in 2014. In addition,
the general government primary balance is expected to mark a surplus of 0.9% of GDP in 2012 and 3.1% of GDP in 2013, implying a gradual correction in the
upward trend in debt ratio dynamics.
21

Table of Contents
Economic Policy
Among other factors, the protracted economic crisis in 2009 as well as the persistence of structural imbalances adversely affected public finances in 2009,
with the general government deficit reaching 15.4% of GDP in 2009 and the debt-to-output ratio reaching 126.8% of GDP. Since the beginning of 2010, in response
to deteriorating public finances, sizeable sovereign financing needs and rising financing costs due to worsening market conditions, the Government successively
undertook to implement certain policies in order to achieve fiscal adjustment, correct structural weaknesses in the Greek economy, and achieve a more robust
economic growth model in the medium term. For more information on the various policy undertakings and related fiscal adjustment measures, both on the
revenue and the expenditure side, by the Government in early 2010, see "Public FinanceExcessive Deficit Procedure" and "Public FinanceCentral Government
Budget2010 Budget."
Following the agreement with the Euro Area Member States and the IMF on a financial assistance program in May 2010, the Government's economic policy
objectives and policy measures are outlined in the Economic Adjustment Program, which is updated on a quarterly basis. In addition, progress made and policy
steps taken to meet the objectives of the Economic Adjustment Program are outlined in Memoranda of Economic and Financial Policies ("MEFP") and Memoranda
of Understanding on Specific Economic Policy Conditionality ("MoU"), which are also updated on a quarterly basis in connection with the quarterly progress
assessments undertaken by the EU and the IMF under the financial assistance program. For more information on the financial assistance program for Greece, see
"Public FinanceFinancial Assistance Program."
Broadly speaking, the Economic Adjustment Program aims to secure fiscal sustainability, safeguard the stability of the Greek financial system and boost
potential growth and competitiveness, while ensuring that the adjustment effort remains fair and equitable. Its overarching objective is to durably restore the
Hellenic Republic's credibility for private investors.
Recent structural reform measures undertaken by the Government to implement the Economic Adjustment Program relate to:

The independence of ELSTAT, which will be subject to control by the Parliament. Law 3832/2010 also sets out the framework for the establishment
and proper functioning of the Greek Statistical System.

The reform of local authorities' public administration ("Kallikratis") to enhance transparency, productivity, and efficiency in the local governance
system, among other things, by significantly reducing the number of regions and prefectures, and municipalities.

A reform of the social security system in light of recent demographic trends and their implications for public expenditures in the future through
the adoption of new social security legislation. This includes (a) the overhaul of the Greek private sector pension system in order to ensure its
medium- and long-term sustainability and (b) a reform of the public sector pension system to bring it in line with the private sector as well as with
the binding decision of the European Court of Justice on the equalization of retirement ages for men and women. For more information, see "
Social Security System."

The adoption of the Fiscal Management and Responsibility Act, which establishes a new framework for drawing up, executing, and monitoring the

government budget by putting in place expenditure caps for state and central government spending, setting transparency standards, and
publishing information on government spending. Furthermore, the act reinforces the trustworthiness of Greece's fiscal policy and official data, and
creates a framework for the implementation of a medium-term fiscal policy.
22

Table of Contents

The online publication of all decisions involving commitments of funds in the general government sector.

The establishment of the Financial Stability Fund (the "FSF") to safeguard the capital adequacy of the Greek banking system. For more information
on the FSF, see "Monetary and Financial SystemThe Greek Financial SectorKey Financial Sector Policies in Connection with the Financial
Assistance Program."

The allocation of the supervision of the private insurance sector to the Bank of Greece.

The simplification of the start-up of new businesses.

A recovery plan for the publicly owned railway company, including a timetable for the implementation of specific measures.

The implementation of the EU Services Directive, which aims to remove unjustified or disproportionate legal and administrative barriers to the
establishment of businesses and the provision of cross-border services in the EU, by removing restrictions to competition, business, and trade in
regulated professions.

The improvement of the absorption of Structural and Cohesion Funds. For further information, see "Public FinanceTransfers between Greece and
the European Union."

The improvement of fiscal transparency through reforming the drafting process of the Central Government Budget and subsequent monitoring of
its execution and by introducing performance budgeting and a modern accounting system for Central Government accounts. For more information
on the Central Government Budget, see "Public FinanceIntroduction."

The adoption of a new tax law in April 2010 which aims to simplify and increase the efficiency of the tax system, and to introduce rules and
procedures to effectively combat tax evasion. In addition, the new law provides for targeted tax incentives to promote entrepreneurship,
safeguard employment, and enhance investment in research. For more information on the main elements of the new tax law, see "Public Finance
Sources of Revenue."

Gross Domestic Product

The following table sets forth real GDP growth for Greece compared to the average GDP growth of the 27 EU Member States for the years indicated.
REAL GDP RATE OF GROWTH (%)
2006

2007

2008

2009

2010(1)

2011(1)

2012(1)

Greece
4.5

4.3

1.3

(2.3)

(4.2)

(3.0)

1.1

3.2

3.0

0.5

(4.2)

1.8

1.7

2.0

EU (27)

(1)

Forecast.

Source: European Economic Forecast, Autumn 2010.

Robust GDP growth until 2008 was mainly attributable to the maintenance of high investment growth rates and to sustained growth of private
consumption. However, as discussed above under "Recent Developments and ForecastsEconomic Results for 2009", the spillover effects from the international
economic crisis as well as fiscal imbalances and structural weaknesses have led to an economic slowdown. Real GDP contracted by 2.3% in 2009, while GDP in the
EU and euro area contracted by 4.2% in 2009. Greece's real GDP is forecast to shrink further by 4.2% in 2010 and 3% in 2011 and to rebound in 2012. For a
discussion of the factors influencing Greece's historical and projected real GDP growth, see "Recent Developments and Forecasts."
23

Table of Contents
The following table illustrates the major components of nominal GDP by category of demand for each of the years indicated and their year-on-year
percentage change.
GROSS DOMESTIC PRODUCT BY CATEGORY OF DEMAND(1)
2006(2)
euro in
millions

2007(2)
euro in
millions

%(3)

2008(2)
euro in
millions

%(3)

2009(2)
euro in
millions

%(3)

2010
euro in
millions

%(3)

%(3)

At Current Market Prices(4)

Private consumption
Government consumption
Gross fixed capital formation
Increase in stocks and statistical discrepancy
Exports of goods and services
Imports of goods and services
GDP at current market prices(5)
GDP at current market prices (adjusted)(6)

153,666

9.2

163,720

6.5

175,557

7.3

174,384

(0.7)

174,927

0.3

34,813

4.8

39,350

13.0

41,380

5.2

45,443

9.8

39,581

(12.9)

44,173

13.6

47,536

7.6

45,241

(4.8)

40,066

(11.4)

33,988

(15.2)

(0.2)

2,048

0.9

3,819

1.6

(1,631)

(0.7)

(1,711)

(0.7)

47,535

8.8

51,441

8.2

55,528

7.9

44,286

(20.2)

46,779

5.6

(69,833)

13.9

(78,556)

12.5

(85,956)

9.4

(69,502)

(19.1)

(63,608)

(8.5)

209,919

7.8

225,539

7.4

235,679

4.5

233,046

(1.1)

229,956

(1.3)

227,134

7.5

236,936

4.3

235,035

(0.8)

231,888

(1.3)

(435)

211,314

(1)
Revised figures based on ESA.
(2)

Provisional data.

(3)
Year-on-year percentage change, except for Increase in stocks and statistical discrepancy, which represents percentage of GDP.
(4)

Includes net indirect taxes (indirect taxes (principally VAT) less subsidies (principally agricultural)).

(5)
Columns may not add up due to rounding.

(6)
Adjusted GDP at current market prices is based on the common methodology agreed between ELSTAT and Eurostat and represents the agreed denominator for all data expressed as GDP ratios. The components of adjusted
GDP are not currently available.
Source: ELSTAT, National Accounts (ESA), December 2010.

Economic Structure
The Greek economy was traditionally based on agriculture, with shipping and tourism contributing significantly in the services sector. In recent years, the
economy has grown mainly due to an expanding services sector. In 2008, agriculture, forestry, and fishing accounted for 3.2% of Gross Value Added ("GVA") at
basic prices, industry for 18.2%, and the services sector for 78.6%. In 2009, the respective shares were 3.2%, 17.9%, and 78.9%. For the period January to
September 2010, the GVA shares were 3.5%, 17.5%, and 79.0%, respectively.
The following table illustrates the GVA of Greece at basic prices, broken down by sectors of origin, GVA by sector of origin as a percentage of total GVA,
and GDP at market prices for the years indicated.
24

Table of Contents
GROSS VALUE ADDED AT BASIC PRICES AND GROSS DOMESTIC PRODUCT
AT MARKET PRICES (CURRENT PRICES)(1)
euro in
millions

euro in
millions

euro in
millions

euro in
millions

euro in
millions

euro in
millions

Primary Sector (Agriculture)

Secondary Sector (Industry)

8,403

4.8

6,996

3.8

6,871

3.5

6,568

3.2

6,622

3.2

5,307

3.5

22,494

12.9

23,450

12.7

24,535

12.4

27,170

13.0

27,781

13.3

20,642

13.6

10,949

6.3

12,910

7.0

13,012

6.6

10,773

5.2

9,533

4.6

5,820

3.8

33,443

19.2

36,360

19.7

37,547

18.9

37,903

18.2

37,314

17.9

26,462

17.5

59,449

34.0

64,075

34.6

69,049

34.8

72,050

34.6

68,865

33.1

49,680

32.8

33,129

19.0

34,107

18.4

37,850

19.1

39,753

19.1

41,949

20.1

32,224

21.3

40,199

23.0

43,445

23.5

47,151

23.8

51,955

25.0

53,477

25.7

37,678

24.9

132,777

76.0

141,627

76.6

154,050

77.6

163,758

78.6

164,291

78.9

119,581

79.0

174,623

100.0

184,983

100.0

198,468

100.0

208,229

100.0

208,227

100.0

151,350

100.0

Mining and quarrying, manufacturing, energy

Construction
Total
Tertiary Sector (Services)
Trade, hotels and restaurants, transport and communications
Financial intermediation, real estate, renting and other business activities
Other services
Total
Gross Value Added (at basic prices)
Taxes less subsidies on products
GDP at market prices

(1)
Revised figures based on ESA. Columns may not add up due to rounding.
(2)

Provisional data.

(3)
Data for 2010 refer to the period January to September.
Source: ELSTAT, National Accounts (ESA), December 2010.

20,195

24,938

27,072

208,229

24,818

194,818

209,921

225,540

235,678

233,045

Agriculture
Agriculture, forestry, and fishing contributed 3.2% of GVA (at basic prices) in 2009. Agricultural products contributed significantly to the value of Greek
exports: in 2009, food and beverages, tobacco, and agricultural raw materials accounted for approximately 24.9% of the value of Greek exports.
About one-third of Greece's total land area is under cultivation. Agricultural production consists mainly of cereals, olive oil, vegetables, and cotton. In
recent years, the list of major products has been expanded with the addition of durum wheat, corn, cotton, tobacco, and fruits. Other agricultural products
include livestock, mainly poultry, pigs and sheep, and milk. The main agricultural exports are fresh as well as processed and preserved fruit and vegetables,
tobacco, olive oil, and olives. Given the new trends in consumer preferences, government policies have focused on shifting resources to organic production
within the new robust environmental protection framework of the EU.
Farmland in Greece is fragmented into small holdings, a situation which has been an impediment to increased productivity. The small size of most
individual holdings has been one of the principal causes for the organization of local rural cooperatives. Greek agriculture has been steadily modernized and the
number of people employed in the sector has declined. Continuing harmonization of Greek agriculture with the EU's Common Agricultural Policy ("CAP") entails
further investment in infrastructure improvements and increases in farm incomes towards EU levels. Further structural investment projects were realized within
the Community Support Framework III ("CSF III"), which covered the period 2000-2006, and are continuing within the Community Support Framework IV ("CSF IV"),
which is also referred to as the National Strategic Reference Framework ("NSRF"), and which covers the period 2007-2013. For more information on the funds
Greece receives from the EU for
25

Table of Contents

modernization and harmonization purposes, see "Public FinanceTransfers between Greece and the European Union."
Industry
The secondary sector is comprised of mining and quarrying, manufacturing, electricity, gas and water supply, and construction. In 2009, the secondary
sector accounted for 17.9% of GVA at basic prices.
The following table sets forth the volume of industrial production on an indexed basis for the period indicated.
INDICES OF INDUSTRIAL PRODUCTION(1)
2006

2007

2008

2009

2010(2)

General Index
Mining and Quarrying
Manufacturing
Electricity
Water Supply

(1)

(2)

100.85

103.2

99.0

89.8

85.4

97.1

96.8

92.4

81.8

77.5

102.0

104.2

99.3

88.4

84.5

98.3

101.7

98.9

94.7

87.2

102.4

103.7

106.3

103.0

105.4

2005 =100

Figures refer to the January-October 2010 period.

Source: ELSTAT, Monthly Statistical Bulletin.

Manufacturing, mining and quarrying, and energy production accounted for 13.3% of GVA in 2009. Manufactured products include foods, beverages and
tobacco, building materials, chemicals, and textiles. In the course of 2009, the industrial production index decreased by an average rate of 9.4%, with
manufacturing production declining by 11.2%, reflecting decreases mainly in the production of consumer non-durable goods and intermediate goods as well as
consumer durable goods and capital goods. Mining products in Greece include lignite, bauxite, iron, nickel, and manganese. Lignite has accounted for
approximately 49% of total mining output in recent years. Exports have sustained manufacturing output despite the increase in import penetration following
Greece's accession to the EU. Manufacturing contributed approximately 60.6% of the value of exports in 2009. Textiles account for a large portion of

manufacturing exports. Electricity decreased by 4.2% and Water Supply by 3.1% in 2009. In January-October 2010, the industrial production index declined by
5.5% compared to the corresponding period in 2009. This mostly reflects a 4.6% reduction in manufacturing and a 6.7% decline in mining, while Electricity also
declined by 8.9% year-on-year.
In 2009, the construction sector accounted for 4.6% of GVA. Traditionally, the majority of this sector's activities relate to private housing with the
remainder relating mainly to public works. Housing activity in the period 1981 through 1990 decreased substantially as a result of the stagnation of real private
disposable income, high interest rates, limited housing loans, and the increase in housing prices prior to 1991; since 1996, however, it has been recovering
rapidly. Public works activity has been increasing at very high rates since 1995 as a result of the rapid implementation of public investment programs financed
with EU funding. However, the substantial fiscal consolidation effort that was initiated in 2010 in Greece was coupled with a reduction of the Public Investment
Program ("PIP"). In detail, in the January to October 2010 period, PIP disbursements at current prices declined by 30.3% compared to a 19.2% increase in the
corresponding period in 2009. In 2009, PIP disbursements declined by 2.8% compared to 2008, while in 2008 there was a 9.3% increase. General government fixed
investment at 2000 constant prices declined by 4.5% in 2008 and increased by 2.6% in 2009. In 2010, it is estimated to decline by 14.4%.
26

Table of Contents
Services
The largest components of the services sector are trade, transportation and communication, hotels and restaurants, real estate services, health and
education, and public administration/defense. The services sector employed approximately 3.3 million persons in 2009, representing 69.3% of Greece's total
employment. Furthermore, services accounted for 78.9% of GVA in 2009.
One of the focal points of the ongoing structural reforms of the Greek economy is the liberalization of the Greek services sector, which has historically
been highly regulated. In 2010, restrictions on the road freight sector were removed, which is expected to lead to noticeable price reductions and improvements
in the quality of services provided. Changes in legislation in key services sectors such as tourism, retail and education services are planned which aim to
facilitate establishment and the provision of cross-border services as well provide legal certainty for service providers. Furthermore, legislation to remove
restrictions to trade in certain regulated professions (legal, pharmacy, notary, architects, engineers, auditing services) has been proposed.
Two important sub-sectors of the services sector are shipping and tourism, which contribute significantly to Greece's foreign exchange receipts.
Shipping
The merchant fleet under the Greek flag at the end of November 2010 had a capacity of more than 43 million gross registered tons ("grt"), having
increased by more than 48% since 2000. In addition, in the first quarter of 2010, vessels with a capacity of approximately 186 million dead-weight tons ("dwt")
were owned by Greek principals and operated under various flags (including the Greek one). This makes the Greek-owned fleet the largest in the world and by
far the largest maritime carrier in the EU. The major part of the Greek-owned merchant fleet is employed in cross-trading and, in particular, the dry bulk and oil
trades.
Net receipts from shipping and related activities cover more than a quarter of Greece's trade deficit and represent an important source of income for the
Greek economy. Specifically, the receipts from shipping transportation services were approximately 14.2 billion for the period from January to November 2010
representing 41.0% of total receipts from services, incomes, and current transfers or 27.85% of current account credits. Shipping-related activities are an
important source of employment for the Greek economy.
The following table provides tonnage of the Greek shipping fleet and its share of the world fleet at the dates indicated.
GREEK SHIPPING FLEET
2005

2006

2007

2008

2009

2010

Greek Flag(l)(2) (millions of grt)

Of which:

33.1

34.3

37.7

39.2

41.4

43.0

14.1

14.3

14.6

15.1

14.9

15.9

17.2
1.8

18.4
1.6

21.4
1.7

22.3
1.8

24.8
1.7

25.5
1.6

Dry Cargo
Tankers
Other

Share of world Fleet(3):

Greek flag (%)
Greek owned (%)

6.1

5.0

5.4

5.9

5.2

4.6

16.5

16.1

16.5

16.4

15.2

14.9

(1)
Source: ELSTAT.
(2)

(3)

Data for 2010 is at November 30.

Source: Lloyd's Register/Fairplay (based on dwt) first quarter of period. Includes vessels under construction.
27

Table of Contents
Tourism
In recent years, Greece has developed into one of the principal destinations in the European tourist market. The majority of tourist arrivals come from the
EU, particularly Germany and the United Kingdom. Receipts from tourism reached 10,400 million in 2009.
TOURISM IN GREECE
Foreign Visitors(1)
Number of
arrivals
(in thousands)

Foreign Travel Receipts

Amount
(in millions)

% Change

% Change

2005
14,388

5.3

10,729

3.7

15,226

5.8

11,357

5.8

16,165

6.2

11,319

(0.3)

15,939

(1.4)

11,636

2.8

14,915

(6.4)

10,400

(10.6)

2006
2007
2008
2009

(1)

Excluding Greek nationals residing abroad and cruise passengers.

Source: Bank of Greece.

Energy
In 2008, the latest year for which data is available, 57% of Greece's total energy supply derived from oil, 27% from coal, 11% from natural gas, and 5% from
hydroelectric and renewable energy. Since the services sector is by far the most important economic sector, however, the Greek economy overall is not heavily
dependent on energy.
Oil consumption has increased in recent years, but has been outpaced by strong growth in the demand for natural gas. Greece has only minor domestic
reserves of oil and natural gas and relies heavily on energy imports mostly from OPEC countries, Russia, Turkey, Algeria, Egypt, and Kazakhstan. However, the
planned construction of a new oil pipeline from the Black Sea to Greece's Aegean Sea port of Alexandroupolis, the completion of a gas interconnector with
Turkey, and the planned completion of a further gas link to Italy are expected to establish Greece as an important transit route for oil and gas supplies from the
energy-rich Caspian region to European markets.
Lignite is Greece's most significant domestic energy resource and the most important fuel for electricity generation in the country, although the use of

natural gas is growing rapidly and renewable energy use is also expected to increase.
Hydroelectricity is the most economically significant source of renewable energy, contributing 4% of total energy supply, but other sources of renewable
energy, such as geothermal, solar, wind, wood, and waste electric power have also been developed. According to EU requirements, 20% of Greece's electricity
production must be generated by renewable sources of energy by 2010.
Liberalization of the energy market is one of the elements of the Government's reform agenda, mainly by opening up lignite-fired electricity generation to
third parties, adopting plans for phased transitory cost-based access to lignite-fired generation, managing the hydro reserves, adopting a mechanism to ensure
that the energy component of regulated tariffs reflects wholesale market prices, and ensuring that network activities are unbundled from supply activities.
Labor and Employment
According to the labor force survey conducted by the ELSTAT, the average total labor force in Greece was 4.98 million persons in 2009, 4.5 million of whom
were employed. Total employment
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Table of Contents

decreased by 1.1% in 2009 year-on-year compared to an increase of 1.1% in 2008. In 2009, the unemployment rate increased to 9.5%, after declining to 7.7% in
2008 from 8.3% in 2007. In the first half of 2010, unemployment reached 11.8% on average. The number of unemployed persons increased from 471,000 in 2009
to 590,000 in the first six months of 2010. In the near term, the implementation of the Economic Adjustment Program and the significant fiscal consolidation
effort achieved in 2010 (6% of GDP) have weighed heavily on economic activity and, as a result, labor market developments. However, the fiscal consolidation
achieved and plans for further fiscal adjustment, in combination with the structural reforms that have already been implemented, are expected to lead to a
sustainable growth model, which will substantially improve employment prospects.
The following table provides average labor force, employment, and unemployment figures for Greece for each of the periods indicated.
GREEK LABOR FORCE
2005

2006

2007

2009

2010(1)

(in thousands of persons, except percentages)

Labor force
Employment
Unemployment
Unemployment rate (%)

(1)

2008

4,846

4,887

4,917

4,937

4,980

5,019

4,369

4,452

4,510

4,559

4,509

4,419

478

435

407

378

471

601

9.9

8.9

8.3

7.7

9.5

12.0

Average data for the 2010 January to September period.

Sources: ELSTAT Labor Force Survey. Revised data (new sample), Harmonized Eurostat data (persons 15 years or more).
Over the last decade, employment in the primary sector (11.9% of total employment in 2009) contracted significantly and the share of employment in the
industrial sector (21.2% of total employment in 2009) remained more or less stable. Of the employed workers in 2009, 11.4% were employed in manufacturing
and 8.2% in construction. The services sector (66.9% of total employment in 2009) of the economy has increased in significance.
The following table presents average annual employment figures by sector of economic activity for each of the years indicated.
EMPLOYMENT BY SECTOR OF ECONOMIC ACTIVITY
2005
Number of
Persons

% of Total
Employment

2006
Number of
Persons

% of Total
Employment

2007
Number of
Persons

% of Total
Employment

2008
Number of
Persons

% of Total
Employment

2009
Number of
Persons

% of Total
Employment

2010(1)
Number of
% of Total
Persons
Employment

Employed

Employed

Employed

Manufacturing
Construction
Other
Services
Total employment

Employed

Employed

(in thousands of persons, except percentages)

Agriculture
Industry of which:

Employed

542

12.4

533.3

11.9

519.7

11.5

516.8

11.3

536.6

11.9

555.1

12.6

980

22.4

983.3

22.0

1,015.5

22.5

1,016.4

22.3

955.6

21.2

879.7

19.9

561.3

12.4

561.6

12.6

560.6

12.4

538.9

11.8

513.4

11.4

476.7

10.8

362

8.3

362.4

8.1

394.7

8.75

395

8.6

368.8

8.2

329.9

7.5

57

1.3

59.3

1.3

60.3

1.3

82.5

1.8

73.4

1.6

73.1

1.6

2,847

65.2

2,935.7

65.9

2,974.7

65.9

3,026.2

66.4

3,016.5

66.9

2.983.6

67.5

4,368.8

100.0

4,452.3

100.0

4,509.9

100.0

4,559.4

100.0

4,508.7

100.0

4,418.4

100.0

(1)
Data for 2010 refer to the period January to September.
Sources: ELSTAT Labor Force Survey. Revised data (new sample), Harmonized Eurostat data (persons 15 years or more).

29

Table of Contents
According to data released in mid-2010 on the public employment census, there are approximately 768,000 civil servants (state, local government, social
security, and extra-budgetary funds), representing approximately 17% of the overall working population in Greece.
Increased emphasis has been placed on raising productivity through human capital development and education system reform (e.g., recent reform in
tertiary education) and also by opening up markets to competition and facilitating the spread and adoption of information and communication technologies. In
the 2007/8 academic year, the latest date as of which such data is available, 2,157,590 students were enrolled in Greece's educational institutions, of which
148,940 were enrolled in pre-primary institutions, 637,342 were enrolled in primary institutions, 689,431 were enrolled in secondary institutions, including
secondary technical schools, 44,254 were enrolled in post-secondary non-tertiary institutions, and 637,623 were enrolled in tertiary institutions, including
technological education institutes. In connection with the ongoing structural reforms, the Government is also planning to take measures aimed at increasing the
efficiency of the public education system (primary, secondary, and higher education) and achieving a more efficient use of resources.
Greece has an unemployment fund which was established in 1954. The fund is financed by contributions of employees and employers and pays benefits to
the unemployed for a period of 5 to 12 months, depending upon the duration of the beneficiary's previous employment. Benefits range up to around 59% of the
beneficiary's past earnings from such employment. Greece has a social welfare system encompassing government benefits and support payments to low-income
families and individuals, the elderly, the handicapped, and refugees. Such benefits and payments are provided directly by the Government and through national
organizations and local authorities. In connection with the efforts to further reduce general government debt, the Government is planning to introduce a means
test for the receipt of unemployment benefits.
Pursuant to law, minimum wages in Greece are established by national collective labor agreements between the General Confederation of Greek Workers
and national employers' organizations. Since 1991, such agreements have generally been valid for two years. Minimum wages established under such agreements
are binding for private sector enterprises and public enterprises that employ workers under "private employment contracts", but do not apply to Central
Government employees. In 2010, a radical modification in the wage bargaining system was implemented to allow for negotiations to take place at the firm level.
A fifth level of agreements has been introduced to complement or substitute (depending on the circumstances) the national general agreement, the
occupational, the sectoral and the existing operational agreements. This new level of agreement will be known as "special operational collective agreement" and
serves as an important mechanism for firms to adjust to adverse financial or/and market conditions. In case a firm finds itself in an adverse financial situation, it
will be able to embark on internal negotiations with employees on wages, working patterns, and other non pecuniary employment aspects. This should enable
the conclusion of a mutual agreement between the employer and the employees which is tailored to the specific needs of the firm with a view to maintaining
business and securing working positions.
In 2010, social partners concluded a collective bargaining agreement with a three-year horizon, providing for a pay freeze in 2010. The average rate
increase in the private sector in 2011 and 2012 is estimated to be lower than the minimum wage rises in 2011 and 2012 (i.e., in line with the euro area's HICP for
the corresponding previous year) due to lower increases in white-collar workers' salaries and reductions in pensions and allowances.
In line with the Economic Adjustment Program, the Parliament has recently adopted certain labor market reforms with a view to improving external
competitiveness through supporting the labor supply and increasing wage flexibility. The reforms include the following:

The minimum threshold for the applicability of rules on collective dismissals has been raised considerably.
30

Table of Contents

The legal framework with respect to the rules concerning the settlement of severance payments has been amended in a manner favorable to
employers, which has drastically reduced the overall level of severance costs.

A sub-minimum wage was introduced at 80-85 percent of the minimum limit established by collective bargaining agreements for those aged 25 or
younger in order to promote youth employment.

The rules on compensation for overtime work have been amended to provide for a 20% reduction of overtime compensation.

The wage bargaining system has been amended to provide that firm-level agreements prevail over those under sectoral or occupational
agreements without undue restrictions.

The probation period for new jobs has been extended to one year.

The mediation and arbitration system has been revised to guarantee symmetric access for all parties.

Overtime compensation for part-time jobs has been reduced.

The temporal restrictions on the use of temporary working agencies have been extended.
In addition, as part of an overall reform of human resource management in the public sector, a process is underway to establish a simplified remuneration
system applicable to all public sector employees, covering basic wages and allowances. In this context, a single payment authority for the payment of all wages
in the public sector was established in 2010. The reform is intended to lead to a system where remuneration reflects productivity and tasks and should avoid
increases in remuneration for public sector employees as a result of the transition process.
The Government's austerity and structural reform measures have met considerable opposition from labor unions and the general public in the Hellenic
Republic, and have led to an increase in strikes, especially by employees of state enterprises (urban transportation, railway) whose salaries were cut to match
average public sector salaries.
Social Security System

In Greece, social security insurance is compulsory by law. Following the pension reform discussed below, the vast majority of the labor force is insured in
the three main social insurance organizations: Social Insurance Foundation ("IKA") (employees' social insurance fund), Social Security Foundation for the SelfEmployed ("OAEE") and the Social Security Institution for Agriculture ("OGA"). Public sector employees have their own social insurance scheme. For more
information on the financial situation of the major social security organizations, which have continuously run deficits in the past, see "Public FinancePublic
Entities."
In July 2010, the Government implemented an ambitious Social Security Act, and the Parliament passed sweeping pension reforms through two laws, one
for the private sector (Law 3863/2010) and another for the public sector (Law 3865/2010), that overhaul Greece's existing private and public pension systems
and aim to bring their sustainability in line with the EU average. The reforms are intended to safeguard the systems' medium- and long-term sustainability, as
well as a long-term actuarial balance. If left unchanged, public pension expenditures under the previous systems would have doubled from around 12% of GDP in
2010 to 24% in 2050. The new systems aim to cap the increase of public sector spending on pensions over the period from 2010 to 2060 at below 2 1/2% of GDP.
31

Table of Contents
Main elements of the private sector pension reform (Law 3863/2010) include the following:

Uniform rules apply to all insured persons and pensioners, ending the fragmented previous system.

Pensionable earnings are calculated on a lifetime basis.

The new system considerably strengthens the link between contributions and benefits and consists of a contributory pension on top of a noncontributory, means-tested pension.

The previous main pension funds are merged into three funds leading to considerable savings.

As of January 1, 2011, new employees in the public sector have been integrated into the employees' pension fund.

40 years of work are required for a full pension entitlement with this variable indexed to life expectancy. A statutory retirement age of 65 years is
established for both men and women, eliminating previously existing age differentials between men and women.

A means-tested pension is introduced for all citizens older than the normal retirement age, providing an important safety net consistent with fiscal
sustainability.

Penalties for early retirement are increased in magnitude and scope.

There is an average reduction of pension outlays weighing predominantly on persons that are currently in the 25-35 age bracket.

The list of heavy and arduous occupations, which would justify early retirement, is currently being updated and streamlined.


Social security benefits are to be indexed on the basis of an annual review to the percentage change of the CPI and the GDP.

As of October 1, 2010, ad-hoc contributions have been imposed on pensions exceeding EUR 1,400.

Voluntary exit plans that may have existed in the past and gave employees the opportunity to retire early, were abolished.

The healthcare sector of the employees' social security fund IKA will be gradually separated from the IKA pension sector.

Welfare benefits are separated from insurance benefits, aiming at improved transparency in the finances of the benefits in question.

Important administrative measures to fight contribution evasion are put into place.
In addition, the public sector pension reform (Law 3865/2010) involved:

Conforming the pension system for civil servants to the private sector pension system.

Ensuring a more just and equal treatment of all public sector employees.

Introducing a unified statutory retirement age of 65 for both male and female public sector employees by December 2013, bringing Greece in line
with the binding decision of the European Court of Justice and considerably raising the actual retirement age in the public sector.
As part of the ongoing structural reform efforts, the Government is also preparing a comprehensive reform of the health care system. The overarching
objective of the reform is to improve the cost efficiency of the system, and keep public health expenditure at or below 6% of GDP, while maintaining universal
access and improving the quality of care delivery. In the short term, the focus will
32

Table of Contents

be on macro-level discipline and cost control by creating the prerequisites for an effective monitoring and information system, with the aim of fighting
corruption, reducing waste and achieving more timely collection of payments.
Recent and pending reform measures include:

The adoption of a new legal framework for the procurement of health supplies and drug tenders.

The establishment of new systems for the management and pricing of pharmaceuticals that promote the increased use of generic medicines,
including an integrated system of electronic monitoring of doctors' prescriptions (e-prescription).

The pooling of all health care funds in order to ensure a uniform and coherent system of provision of health care.

The establishment of a consortium of social security funds which will act as a single buyer of drugs and health care services.

The completion of the program of hospital computerization, upgrading of hospital budgeting systems, reforming of management, accounting
(including double-entry accrual accounting), and financing systems.

Measures to ensure greater budgetary and operational oversight by the Ministry of Finance of health care spending by the Ministry of Health.
Prices and Wages
Inflation developments in Greece in 2008 were dominated by volatile oil and food prices. Inflation, as measured by the CPI, accelerated in the first three
quarters and decelerated in the fourth quarter of 2008. The average annual headline inflation, as measured by the CPI, increased by 4.2% in 2008. The
deceleration of inflation continued in 2009, reflecting mainly the fall in the international price of oil and oil products; the headline inflation, on a year-to-year
basis, as measured by the CPI, was 1.2% on average in 2009. In 2010, CPI increased by 4.7% on average, with the effect of increasing indirect tax rates
dominating the pattern of prices, on top of some remaining market inefficiencies. Since the second quarter of 2010, inflation at constant tax rates has fallen
below the euro area average, for the first time since the adoption of the euro. Constant-tax inflation is expected to be negative during 2011 and to remain close
to zero thereafter. Inflation is likely to decelerate in 2011, as a result of the deceleration of economic activity, the tightening of domestic demand, structural
reforms in the product and services market, and the effect of wage developments being detached from price increases. This process is expected to be gradual,
however, as it takes time for indirect tax hikes to be absorbed and for consumer spending to adjust fully to disposable income. CPI inflation is expected to

decelerate to 2.2% in 2011.

Core inflation (i.e., the underlying inflationary pressures, as measured by the CPI excluding fresh fruits and vegetables as well as energy) was 3% in 2010,
compared to 2.4% in 2009 and 3.4% in 2008. The excess of core inflation over headline inflation points to the direction of structural reforms, both in the product
and services market and the labor market, along the lines of reforms already implemented or planned. Core inflation will decline faster than headline inflation
in 2011 and is expected to remain below the euro area average in the next two years.
In 2008, average earnings of employees on a national accounts basis rose by 7.1% and compensation per employee by 6.8%. The respective figures were
significantly lower in 2009 (increases of 1.3% and 2.3%, respectively), since one of the measures adopted was the freezing of salary and pension increases for
high-income wage earners and pensioners in the public sector. In 2010, average earnings are expected to decline by 4.7% and compensation per employee by
1.8% compared to 2009.
33

Table of Contents

In the private sector, based on the 2008 wage agreements, the average annual increase of private sector contractual wages was 6.2% in 2008 and 5.7% in 2009;
actual increases were lower in 2009, however, because of cuts in working time. Taking into account the fact that labor productivity growth (on a national
accounts basis) was 1.9% in 2008 and close to zero in 2009, the real unit labor cost (on a national accounts basis) increased by 1.1% in 2008 and by 2.3% in 2009.
During 2010, fiscal consolidation measures on the expenditure side have led to a reduction in public sector wages by 15%. The average wage rate increase in the
private sector in 2010 is estimated to be lower than the minimum wage rises foreseen for 2011-2012 (i.e., in line with euro area's HICP of the corresponding
previous year), due to lower increases in white-collar workers' salaries and a reduction in bonuses and allowances. Real unit labor cost (on a national accounts
basis) is estimated to decline by 5.2% and real compensation per employee by 6.1%.
The following table shows the rate of inflation, as measured by the CPI, the HICP, the producer price index ("PPI"), and the rate of increase in wages
according to the index of nominal hourly earnings in manufacturing for the years indicated. The CPI is based on the prices of a basket of goods and services
representing the expenditures of an average consumer. The HICP aims to cover the full range of final consumption expenditure for all types of households and
provides the official measure of consumer price inflation in the euro area for purposes of monetary policy and assessing inflation convergence as required under
the Maastricht criteria. The PPI measures average changes in prices received by domestic producers for their output.
INDICES OF PRICES AND WAGES
2005

2006

2007

2008

2009

CPI end of period (2005 = 100)(1)

Percentage change at year end
HICP end of period (2005 = 100)(1)
Percentage change at year end
PPI for the domestic market end of period (2005 = 100)(1)
Percentage change at year end
Nominal Hourly Industrial Wages Index
(1967 = 100)(2)
Percentage change (annual average)(2)
Nominal Unit Labor Cost (percentage change)(2)

101.8

104.8

108.8

111.0

113.9

3.6

2.9

3.9

2.0

2.6

101.9

105.2

109.2

111.6

114.5

3.5

3.2

3.9

2.2

2.6

103.2

106.9

117.4

113.6

115.8

9.1

3.5

9.8

17,645.3

18,845.2

19,994.0

21,293.6

21,889.8

5.6

6.8

6.1

6.5

2.8

3.7

2.3

3.7

5.7

3.9

(3.2)

4.5

Real Unit Labor Cost (percentage change)(2)

0.9
(1)
December on December rates of change.
(2)

Estimate.

Sources: Bank of Greece, Monthly Statistical Bulletin, ELSTAT, and Eurostat.

34

(0.8)

0.6

2.4

2.7

Table of Contents
BALANCE OF PAYMENTS AND FOREIGN TRADE
Balance of Payments
In recent years, export receipts have financed about one third of import payments on a settlements basis. In 2009, export receipts totaled
15,318.0 million, while import payments reached 46,085.3 million, resulting in a trade deficit of 30,767.3 million. The current account deficit decreased from
34,797.6 million in 2008 to 25,818.7 million in 2009, i.e., to 11% of GDP in 2009 versus 14.8% of GDP in 2008. The reduction of the current account deficit was
mainly the result of a decrease in the trade and income deficits. The trade deficit, in particular, has decreased substantially mainly due to considerable
decreases in net vessel imports and the net oil import bill. These developments were offset only to a certain extent by a fall in the services surplus. The
financial accounts surplus decreased to 24,395.4 million in 2009 from 29,914.2 million in 2008 and together with the capital account surplus provided
sufficient financing to the current account deficit. The financial account surplus in both 2008 and 2009 resulted from high net inflows in portfolio investment. In
2009, net foreign direct investment decreased to 274.5 million from 1,420.7 million in 2008.
In the period from January to November 2010, the current account deficit decreased by 2.6% year-on-year, mainly reflecting a narrowing of the trade
deficit excluding oil and ships by 17.6% and a rise of 4.6% in the surplus of the services' balance. These developments more than offset an increase in the net oil
import bill by 23.5% year-on-year, an 83.6% fall in the surplus of the current transfers account, an increase of 11.8% in net payments for purchases of ships, and a
small increase by 1.7% in the income account deficit. Exports of goods excluding oil and ships on average decreased slightly by 1.4% year-on-year, while imports
of goods excluding oil and ships declined by 11.7% year-on-year.
Concerning the financial account, in the period from January to November 2010, direct investment showed a net inflow of 709 million. Specifically, net
inflows of non-residents' funds for direct investment in Greece reached 1.6 billion (compared with a net inflow of 1.7 billion in the corresponding period of
2009), while an outflow of 0.8 billion was recorded under residents' direct investment abroad (compared with 1.1 billion in the corresponding period of 2009).
During the same period, a net outflow of 24.1 billion was observed under portfolio investment (against a net inflow of 32.5 billion in the corresponding period
of 2009). Specifically, outflows were recorded due to decreases of 34.2 billion and 1.2 billion in non-residents' purchases of bonds issued by residents/Treasury
bills and shares of Greek firms, respectively. There was also a 1.2 billion outflow due to a rise in residents' holdings of foreign shares. These outflows were
partly offset by inflows of 12.1 billion and 0.4 billion owing to declines in resident credit institutions' and institutional investors' holdings of foreign bonds and
financial derivatives, respectively. Under "Other investment," a net inflow of 45.1 billion (against a net outflow of 11.5 billion in the corresponding period of
2009) is mainly attributable to general government net borrowing of 27.5 billion, as well as a 16.0 billion increase in non-residents' deposit and repo holdings
in Greece (inflow). There was also a small decrease (inflow) of 0.5 billion in resident credit institutions' and institutional investors' deposit and repo holdings
abroad.
The following table provides abbreviated balance of payments information compiled on a settlements basis for the years indicated. Certain data below
may differ in some respects from corresponding data included elsewhere in this document (such as budget data) as a result of different methods of calculation.
The balance of payments system uses the conceptual framework of the IMF Balance of Payments Manual (5th Edition).
35

Table of Contents
BALANCE OF PAYMENTS (PROVISIONAL)
2005

2006

2007

2008

2009

2010(3)

(euro in millions)

CURRENT ACCOUNT
Goods
Exports
14,200.9

16,154.3

17,445.5

19,812.9

15,318.0

15,212.5

11,943.1

13,214.5

14,408.2

15,558.5

12,254.8

10,955.4

2,257.7

2,939.8

3,037.3

4,254.5

3,063.2

4,257.1

41,759.8

51,440.6

58,944.8

63,861.7

46,085.3

42,035.2

32,872.9

39,739.5

46,687.9

47,452.7

35,425.5

29,161.7

8,886.9

11,701.1

12,256.9

16,409.0

10,659.8

12,873.5

(27,558.9)

(35,286.3)

(41,499.2)

(44,048.8)

(30,767.3)

(26,822.7)

27,253.5

28,364.1

31,337.3

34,066.2

26,983.3

26,740.4

10,729.5

11,356.7

11,319.2

11,635.9

10,400.3

9,466.1

13,871.4

14,324.7

16,939.3

19,188.3

13,552.2

14,183.6

2,652.6

2,682.7

3,078.9

3,242.0

3,030.9

3,090.7

11,862.4

13,027.0

14,745.6

16,930.6

14,343.9

13,983.8

2,445.7

2,382.8

2,485.7

2,679.1

2,424.6

2,024.8

Non-Oil
Oil
Imports
Non-Oil
Oil
Goods Total

Services
Receipts
Travel
Transportation
Other Services
Payments
Travel

Transportation
6,237.7

6,991.3

7,771.3

9,316.0

7,073.4

7,485.7

3,179.0

3,652.9

4,488.6

4,935.5

4,845.1

4,473.3

15,391.1

15,337.1

16,591.7

17,135.6

12,640.2

12,756.6

3,273.5

3,528.9

4,558.5

5,573.2

4,282.9

3,476.0

287.1

318.1

366.9

344.7

294.6

183.1

2,986.4

3,210.8

4,191.7

5,228.5

3,988.3

3,292.9

8,949.6

10,738.3

13,844.3

16,216.2

13,267.2

11,763.9

219.8

280.7

332.6

410.1

411.9

341.0

8,729.8

10,457.6

13,511.7

15,806.1

12,855.2

11,423.0

(5,676.1)

(7,209.4)

(9,285.8)

(10,643.0)

(8,984.3)

(8,288.0)

6,876.4

6,847.4

6,608.1

6,882.7

5,380.7

4,359.0

4,615.5

4,462.4

4,361.2

4,678.8

3,527.9

2,998.9

2,261.0

2,385.0

2,246.9

2,203.9

1,852.8

1,360.0

3,776.0

3,447.5

5,017.0

4,124.1

4,088.1

4,162.0

2,921.4

2,472.7

3,825.4

2,717.6

2,679.6

2,739.8

854.6

974.8

1,191.6

1,406.4

1,408.5

1,422.2

Other Services
Services Total

Income
Receipts
Compensation of Employees
Investment Income
Payments
Compensation of Employees
Investment Income
Income Total

Current Transfers
Receipts
General Government
Other Sectors
Payments
General Government
Other Sectors

Current Transfers Total

Current Account Total

3,100.4

3,399.9

1,591.1

2,758.6

1,292.6

197.0

(14,743.5)

(23,758.7)

(32,602.2)

(34,797.6)

(25,818.7)

(22,157.0)

2,324.9

3,310.7

4,673.9

4,637.8

2,328.1

1,139.8

2,137.1

3,116.5

4,401.4

4,241.9

2,133.2

1,033.6

187.8

194.2

272.4

395.9

194.9

106.2

276.3

269.5

341.6

547.0

310.7

259.2

22.9

32.2

27.1

192.0

14.4

15.1

253.4

237.3

314.5

354.9

296.3

244.1

2,048.6

3,041.3

4,332.3

4,090.8

2,017.4

880.6

(28,269.9)

(30,706.8)

(23,801.3)

CAPITAL TRANSFERS
Receipts
General Government
Other Sectors
Payments
General Government
Other Sectors
Capital Transfers Total

Current Account and Capital Transfers Total

(12,694.9)

(20,717.4)
36

(21,276.4)

Table of Contents
2005

2006

2007

2008

2009

2010(3)

(euro in millions)

FINANCIAL ACCOUNT(1)
Direct Investment(1)
Assets
Liabilities

(1,180.4)

(3,324.4)

(3,832.9)

(1,650.4)

(1,479.3)

(844.0)

501.3

4,268.8

1,542.7

3,071.1

1,753.8

1,553.2

(679.0)

1,044.4

(2,290.2)

1,420.7

274.5

709.2

(18,459.7)

(6,961.2)

(16,351.1)

25,782.3

15,076.6

33,792.8

7,322.6

8,115.4

(6,301.5)
12,215.5

Direct Investment Total

Portfolio Investment(1)
Assets
Liabilities
Portfolio Investment Total

(268.9)

(3,773.0)

11,283.8

16,696.9

31,636.8

(35,365.4)

17,441.7

16,428.0

27,863.8

(24,081.6)

(5,851.0)

(16,266.1)

(27,823.3)

(23,875.7)

17,369.5

29,006.8

39,917.8

20,238.8

44,595.0

(2,335.0)

27,548.0

(3,636.9)

45,147.5

(106.0)

167.0

Other Investment(1)
Assets
Liabilities
Loans of General Government
Other Investment Total

(447.0)
5,914.0
Change in Reserve Assets(2)
Financial Accounts Total
Balance

49.0

(447.7)
11,518.5
(224.0)

(2,341.7)
12,740.6
(322.0)

(572.7)
12,094.6
(29.0)

12,606.6

20,454.3

27,570.2

29,914.2

88.3

263.1

699.7

792.6

24,395.4
(594.1)

(552.5)

21,942.1
(665.7)

Reserve Assets (Stock)

(1)

1,945.0

2,169.0

2,491.0

2,521.0

3,857.0

4,372.0

(+) net inflow/(-) net outflow

(2)
(+) decrease/(-) increase
(3)
Data for 2010 covers period from January to November 2010.
Source: Bank of Greece.
Foreign Trade
Greece's main trading partners are the EU Member States. Exports from Greece to EU Member States increased from 61.79% of total exports in 2005 to
62.51% in 2009; imports from EU Member States to Greece increased from 58.52% of total imports to 64.26% over the same time period. Exports of goods
increased by 23.38% in constant terms over the period from 2005 to 2009. Germany and Italy are Greece's main trading partners.
37

Table of Contents
The tables below provide data on the composition of Greece's merchandise trade by country.
MERCHANDISE EXPORTS BY COUNTRY
Exports
2005

EU (27)

2008(1)

2009(1)

(in % of total exports)

2010(1)(2)

64.38

65.03

64.05

62.51

64.92

of which Germany

20.14

17.76

17.75

16.41

17.72

17.73

of which Italy

17.01

17.68

16.56

18.03

17.66

16.31

6.69

6.94

6.41

6.02

5.98

6.22

38.21

35.62

34.97

35.95

37.49

35.08

11.17

9.67

11.49

14.21

13.26

10.12

of which Russia

4.18

4.26

5.92

6.72

4.34

5.68

of which China

1.23

1.20

1.84

1.68

1.72

2.66

of which Japan

0.67

0.79

2.15

0.53

0.54

0.60

100.0

100.0

100.0

100.0

100.0

100.0

THIRD COUNTRIES
(NON EU-27)
of which USA

Total

(2)

2007(1)

61.79

of which France

(1)

2006(1)

Provisional data.

Data for 2010 covers period from January to September 2010.

Source: ELSTAT.
MERCHANDISE IMPORTS BY COUNTRY
Imports
2005

2006(1)

2007(1)

2008(1)

2009(1)

2010(1)(2)

(in % of total imports)

EU (27)

58.52

57.31

57.90

54.93

64.26

62.73

of which Germany

22.74

21.91

22.18

21.72

21.47

20.78

of which Italy

20.90

20.06

20.17

20.76

19.70

19.32

9.78

10.40

9.62

9.29

9.47

9.52

THIRD COUNTRIES
(NON EU-27)

41.48

42.69

42.10

45.07

35.74

37.27

of which Russia

17.57

15.60

13.35

16.29

5.95

7.98

of which China

8.82

7.93

11.91

12.24

19.85

20.67

of which USA

7.76

3.89

5.37

6.04

8.65

9.03

of which Japan

4.80

5.61

5.32

3.36

4.52

3.99

100.0

100.0

100.0

100.0

100.0

100.0

of which France

Total
(1)

(2)

Provisional data.

Data for 2010 covers period from January to September 2010.

Source: ELSTAT.

There were no substantial changes in the geographic distribution of Greek exports and imports during the 2004 to 2010 period. The EU Member States
continue to be the destination of more than 50% of Greek exports, about 20% of which are directed towards Eastern Europe and the Balkans. However, Greek
exports have not been successful in benefiting from the growth of foreign demand in most international markets and, as a result, have lost market share.
38

Table of Contents
The tables below provide data on the composition of Greece's merchandise trade by product (excluding the oil bill and vessels). In fact, net oil imports
were one of the main contributing factors to the trade deficit decrease in 2009, accounting for about 35% of the trade deficit decrease, mainly due to price
effects in 2009, compared to a 115% rise in 2008; conversely, the contribution of net vessel imports to the trade deficit decline was 10% in 2009, compared to a
32% increase in 2008. The remaining 55% of the trade deficit decrease in 2009 was attributable to the remaining product categories.
MERCHANDISE EXPORTS BY PRODUCT (EXCLUDING OIL AND VESSELS)
2005

2006

2007

2008

2009

2010(1)

(in % of total exports)

Agricultural goods
21.1

19.9

18.3

18.5

21.9

19.6

13.6

13.5

12.1

11.9

13.6

13.0

18.6

15.8

15.3

13.4

14.1

13.0

15.0

18.1

19.9

18.5

14.5

16.5

6.4

6.6

10.1

8.5

7.6

7.5

1.7

2.2

3.2

1.4

1.1

1.2

23.6

24.0

21.0

27.8

27.3

29.2

100.0

100.0

100.0

100.0

100.0

100.0

Chemicals, plastics
Manufacturing (except metallurgy)
Metallurgy
Machinery and equipment
Transportation equipment
Goods non-otherwise classified

Total

(1)
Provisional data covering period from January to October 2010.
Source: Bank of Greece.
MERCHANDISE IMPORTS BY PRODUCT (EXCLUDING OIL AND VESSELS)
2005

2006

2007

2008

2009

2010(1)

(in % of total imports)

Agricultural goods
14.2

13.7

14.0

14.3

15.9

15.6

16.9

15.8

15.4

15.2

17.3

18.0

23.5

22.1

22.2

21.1

21.6

19.5

10.3

11.2

11.5

11.2

8.3

9.8

19.2

17.8

18.8

20.1

19.8

18.4

14.9

15.7

16.9

17.4

15.5

10.3

0.9

3.7

1.2

0.7

1.6

8.4

100.0

100.0

100.0

100.0

100.0

100.0

Chemicals, plastics
Manufacturing (except metallurgy)
Metallurgy
Machinery and equipment
Transportation equipment
Goods non-otherwise classified

Total

(1)
Provisional data covering period from January to October 2010.
Source: Bank of Greece.
Foreign Investment and Investment Incentives
A fundamental objective of the Government continues to be the attraction of foreign investment. In pursuit of this objective and in accordance with the
Government's policy of fostering free trade within the context of European economic integration, the Government eliminated all general restrictions on inward
foreign investment in 1994. Remaining restrictions concern direct investments by residents of non-EU countries in border regions and maritime transportation,
the acquisitions of mining rights, investments (including passive investments) by residents of non-EU countries in real estate in border regions, and participations
by such persons in new or existing enterprises in the television, radio
39

Table of Contents

broadcasting, and air transportation industries. Foreign investors are entitled to repatriation of dividends and profits and are protected against arbitrary
expropriation.
One objective of the Economic Adjustment Program is to improve the business environment in Greece to unlock potential for investment. In November
2010, fast-track investment legislation was adopted, which is intended to accelerate procedures for large scale projects, and, in particular, foreign direct
investment. To support investment more generally, legislation to accelerate licensing procedures for enterprises' physical establishments (in particular, by setting
binding deadlines and defining clear standards for applications) is being amended. The Government is also taking steps to eliminate key legal and technical
hurdles to the full operation of one-stop-shops by end-March 2011, including adapting IT systems and ensuring compatibility of legislation across the government
entities involved. Finally, to promote more competitive markets and help prevent future barriers to entry, the Government expects to propose legislation aimed
at reinforcing the independence and effectiveness of the competition authority by the end of 2011.
The structural framework for investment support in Greece revolves around three institutional pillars: the Investment Incentives Law, the National
Strategic Reference Framework 2007-2013, and Public Private Partnerships ("PPP").
The Economic Adjustment Program calls for measures to facilitate foreign direct investment and investment in strategic innovation. Greece's Investment
Incentives Law governs the terms and conditions of direct investment in Greece and provides for incentives, available to domestic and foreign investors,
dependent on the sector and the location of the investment. Law 3299/2004 was suspended as of January 2010 and the new law, which was adopted by
Parliament as Law 3908/2011 in January 2011, focuses on supporting high-return sustainable investment plans by providing tax relief, favorable loans, and
capital assistance to selected productive investment activities.
The NSRF establishes the broad priorities for Structural Funds Programs in Greece. Greece's NSRF seeks to achieve a balanced development of the country,
with 82% of the CSF IV focusing on regional projects. It is expected that the NSRF will lead to an increase in real GDP of up to 3.5% and create up to 20,000 new
jobs by 2013. NSRF is expected to contribute 3.3 billion to human capital investment and more than 1.0 billion to research and development. The goal is to
increase the share of research and development to 1.5% of GDP by the end of the program period. For more information on the NSRF and community support
frameworks, see "Public FinanceTransfers between Greece and the European Union."
The framework for PPP provides for collaboration between public and private sector organizations for the financing, construction, maintenance, and
operation/exploitation of infrastructure projects or for the provision of services.
With EU support, the Government established the Hellenic Center for Investment ("ELKE"), now known as the Invest in Greece Agency, as a one-stop-shop
to seek, promote, and support foreign investment in Greece and international alliances with Greek companies. The Invest in Greece Agency provides immediate
assistance and guidance through all phases of the investment process, including advice on making maximum use of the investment incentives offered by both the
Government and the EU, assistance in securing the necessary licenses, and information on Greece's legal and institutional framework. The Invest in Greece
Agency is also vested with the authority to make specific recommendations for changes to the legal and institutional framework for investment. In connection
with the Economic Adjustment Program, the Invest in Greece Agency has been designated to operate as a one-stop shop for strategic investments. As such, it will
receive applications from investors, will assess them, deliver its opinion, and conduct the authorization procedures and organize calls for tenders.
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Table of Contents
In 2009, gross fixed capital formation (investment) in Greece decreased to 17.2% of GDP at current prices, compared to 19.2% of GDP in 2008 and 22.7% of
GDP in 2007; in 2010, according to provisional estimates, it decreased further to 14.8% of GDP. Inward foreign direct investment ("FDI") in Greece increased from
1,692.0 million, or 0.9% of GDP, in 2004 to 4,268.8 million, or 2.0% of GDP, in 2006 before falling to 1,542.7 million in 2007, rising to 3,071.1 million in 2008
and falling again to 1,753.8 million, or 0.75% of GDP in 2009. In January-November 2010, inward FDI amounted to 1,553.2 million. Thus, in 2009, inward FDI
showed a 42.9% decrease as a consequence of the international crisis, and then a further 10.5% year-on-year decrease in January-November 2010. During the
period 2003-2009, inward FDI totalled 14.0 billion, while outward FDI totalled 12.6 billion, resulting in a 1.4 billion net FDI inflow. Outward FDI is undertaken
by companies resident in Greece and mainly concerns investment and acquisitions in Southeast Europe, to some extent in Central Europe, as well as in the
Mediterranean region; in this way, Greece is fulfilling an important "bridge function" role in the Balkans.
FOREIGN DIRECT INVESTMENT
2005

2006

2007

2008

2009

2010(1)

(euro in millions)

Greek investment abroad

1,180.4

(3,224.4)

(3,832.9)

(1,650.4)

(1.479.3)

(844.0)

501.3

4,268.8

1,542.7

3,071.1

1,753.8

1,553.2

(679.1)

1,044.4

(2,290.2)

1,420.7

274.5

709.2

Foreign investment in Greece

Direct investment total

(1)
Provisional data covering period from January to November 2010.
Source: Bank of Greece.
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MONETARY AND FINANCIAL SYSTEM
The European System of Central Banks and the Bank of Greece
The Bank of Greece (the "Bank") is the central bank of the Hellenic Republic within the ESCB. Currently, the Hellenic Republic controls 55.2% of the share
capital of the Bank, with 45.2% being held by public entities, and 10% by the Hellenic Republic and state-owned commercial and industrial enterprises. The
balance of the Bank's shares is widely held by the public. By law, shares of the Bank held by state enterprises and public entities may not be pledged or
transferred unless approved by the Governor of the Bank.
The Bank acts as the depository and financial agent for the Government with respect to its membership in the IMF and manages its gold and foreign
currency reserves. It is also entrusted with supervisory and regulatory powers over all banks and non-deposit-taking financial institutions operating, including
insurance companies operating in Greece. Further, the Bank is charged with handling international bilateral and multilateral payment arrangements.
Greek banks are subject to regular audits by the Bank and are required to provide the Bank with all information necessary for statistical and regulatory
purposes. Other regulations applicable to the banking industry relate to the banks' adoption of a specified accounting plan, the enforcement of prudential rules
with respect to solvency ratios, limits on large exposures, minimum levels of provisions for loan losses, and mandatory contributions to a deposit insurance fund.
On the European level, the ESCB is responsible for the monetary and financial system. The ESCB comprises the ECB and the national central banks of the
27 Member States, while the Eurosystem consists of the ECB and the national central banks of the 17 Member States that have adopted the euro as their legal
currency.
On January 1, 1999, the Eurosystem assumed responsibility for the single monetary policy for the euro area. Its decision-making bodies are the Governing
Council and the Executive Board of the ECB. The national central banks of the Member States that are not part of the Eurosystem are represented in the General
Council of the ECB, but have no voting rights in the decision-making process, particularly with respect to monetary policy. The Eurosystem's primary objective is
to maintain price stability while supporting the general economic policies of the EU.
Monetary Policy Instruments of the ESCB
To achieve its operational goals, the ESCB conducts open market operations, offers standing facilities, and requires credit institutions to maintain
minimum reserves in accounts with the ESCB. Open market operations play an important role in the ESCB's monetary policy for the purpose of steering interest
rates and managing the liquidity situation in the market. Available open market operations are reverse transactions, outright transactions, the issuance of debt
certificates or foreign exchange swaps, and the collection of fixed-term deposits. Standing facilities are designed to provide or absorb overnight liquidity, and
the imposition of minimum reserve requirements allows the ESCB to stabilize money market interest rates, create (or enlarge) a structural liquidity shortage,
and possibly contribute to the control of monetary expansion.
While its overall monetary policy instruments remained unchanged, the ESCB changed its liquidity framework quite substantially in response to the global
economic and financial crisis. The ECB has provided substantial amounts of liquidity to the European financial sector. The liquidity measures have been
accompanied by extensive changes in the liquidity framework of the ECB, including an expansion of assets eligible as collateral in the Eurosystem, enhanced
open market operations, the provision of U.S. dollar liquidity to Eurosystem counterparties, the provision of euro liquidity to central banks outside the
Eurosystem, and changes in the ECB standing facility rates corridor. In addition to these liquidity measures, the ECB lowered its key interest rate from 4.25% in
July 2008 to 1.00% in early

42

Table of Contents

May 2009the lowest interest rate level since the introduction of the euro in 1999. Also in early May 2009, the ECB decided to implement further measures,
including the conduct of additional liquidity-providing longer-term refinancing operations, the acceptance of the European Investment Bank as an eligible
counterparty in the Eurosystem's monetary policy operations, and the purchase of euro-denominated covered bonds issued in the euro area in a total volume of
EUR 60 billion. The purchases were completed in June 2010. In line with its enhanced liquidity operations, the balance sheet of the ECB grew strongly during
2008 and reached EUR 383.9 billion as of December 31, 2008. The reduction of uncertainty in financial markets during 2009 led to a lower demand for liquidity
and ECB's balance sheet shrank to EUR 138.0 billion as of December 31, 2009. To address severe tensions that are hampering the monetary policy transmission
mechanism in the euro area, the ECB decided in early May 2010 to conduct further interventions in the euro area public and private debt securities markets to
ensure depth and liquidity in those market segments that are dysfunctional (the "Securities Markets Program"). In order to sterilize the impact of the above
interventions, the ECB will conduct specific operations to re-absorb the liquidity. The measures will not affect the monetary policy stance of the euro area. As of
January 21, 2011, the value of accumulated purchases under the Securities Markets Program totaled EUR 76.5 billion. This number includes securities issued by
the Hellenic Republic. For information on the ECB's capital increase, see "GeneralThe European Union and European IntegrationMonetary Integration
General."
Monetary Policy Strategy and Prices
The ECB's primary goal is to maintain medium-term price stability, which is defined as a year-on-year increase in the Harmonized Index of Consumer Prices
for the euro area of less than 2%. However, the ECB has clarified that, within this definition, it aims at an inflation rate close to 2%. This goal indicates the
commitment to provide an adequate margin to avoid the risk of deflation. The stability-oriented monetary policy strategy used by the ECB to achieve this goal is
based on two pillars: (1) analysis and assessment of short- to medium-term risks to price stability (economic analysis); and (2) assessment of medium- to longterm monetary developments (monetary analysis).
For more information on price trends in Greece, see "The EconomyPrices and Wages."
Foreign Exchange Rates and Controls
The euro is a freely convertible currency. Since its introduction, the euro has become the second most widely used currency internationally. Currency
transactions do not require licenses or other permissions. Capital market transactions are not subject to any license or similar requirements. Gold may be
imported and exported freely, subject only to the levy of VAT on some transactions.
The following table sets forth the average exchange rates for selected currencies against the euro for each of the years indicated.
EURO EXCHANGE RATES
2006

2007

2008

2009

2010

U.S. dollar
Japanese Yen
British pound

1.2556

1.3705

1.4708

1.3948

1.3257

146.02

161.25

152.45

130.34

116.24

0.68173

0.68434

0.79628

0.89094

0.85784

Swiss franc
1.5729

1.6427

Source: European Central Bank.

43

1.5874

1.5100

1.3803

Table of Contents
Gold and Foreign Currency Reserves
The Hellenic Republic's gold and foreign currency reserves are managed by the Bank and take the form of direct holdings by the Bank, membership
contributions from Greece to the IMF denominated in foreign exchange and deposited with the IMF, and certain of its facilities and SDRs issued by the IMF to
Greece.
The following table provides the composition of international reserves of the Bank for each of the years indicated:
GOLD AND FOREIGN CURRENCY RESERVES OF GREECE
At December 31,
2006

2007

2008

2009

2010

(euro in millions)

Foreign Exchange
310

352

114

138

81

1,734

2,056

2,268

2,771

3,786

97

58

116

186

198

28

25

23

762

712

2,169

2,491

2,521

3,857

4,777

Gold
IMF Reserves Position
SDRs

Total

Source: Bank of Greece.

At December 31, 2010, international reserves amounted to 4,777 million. Gold is valued by the Bank at the closing market rate at the end of each
quarter.
As of December 31, 2009, the Member States participating in the EMU have transferred foreign reserve assets in an aggregate amount equivalent to
approximately 40.1 billion to the ECB, consisting of foreign currency reserves and gold. The ECB manages the foreign reserve assets transferred to it. The
foreign reserve assets not transferred to the ECB continue to be held and managed by the national central banks of the Member States participating in the EMU.
In order to ensure consistency within the single monetary and foreign exchange policies of the EMU, the ECB monitors and coordinates market transactions
conducted with those assets.
The Greek Financial Sector

Institutions
The Greek financial sector consists of commercial banks, a specialized credit institution, cooperative banks and non-bank financial institutions.
Commercial banks play a dominant role in attracting savings and providing financing to all sectors of the Greek economy, as their total assets account for almost
75% of the financial sector's assets. Non-bank financial institutions, such as insurance companies, investment companies and mutual funds, play an increasingly
important role in the Greek financial system. The Bank is responsible for banking supervision, which has been reinforced in connection with the Economic
Adjustment Program, to involve more frequent reporting and quarterly stress tests. In addition, also in connection with the Economic Adjustment Program, the
Bank has recently been assigned responsibility for the supervision of the insurance sector.
Securities Market
The Athens Exchange ("ATHEX") is currently the only official market in Greece for trading shares. Founded in 1867 as a self-regulated government agency,
ATHEX is now a societ anonyme (public limited company) governed by a board of directors consisting of seven members who serve for a three-year term.
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Table of Contents
Members of the ATHEX eligible to place trading orders are brokerage firms that satisfy specific criteria regarding organization, personnel, capital
adequacy, and technical capacity and have obtained a license issued by the Hellenic Capital Markets Commission ("HCMC"). Since 2000, credit institutions may
also become members on condition that they have been granted a license by the Bank of Greece and the HCMC. In addition, following the implementation of the
Markets in Financial Investments Directive, ATHEX has 15 remote members which are companies from other EU Member States.
The following types of securities are currently traded on ATHEX:

registered and bearer shares of the listed companies and their rights;

bearer government bonds; and

corporate bearer bonds.

The majority of transactions involve shares trading on the Integrated Automated System of Electronic Transactions (OASIS), while rather limited activity is
observed on other types of securities as government bonds are mostly traded through the Electronic Secondary Securities Market (HDAT) operated by the Bank of
Greece, and the corporate bond market in Greece is still in the early stages of development.
Following an institutional reform effective from the end of November 2005, ATHEX comprises one stock market that is separated into four segments: large
capitalization, medium and small capitalization, the special stock exchange segment, and the segment under supervision. In the beginning of 2008 an additional
market, the alternative market (ENA), was launched, which is open to small firms that do not qualify for listing in the other market segments. The Central
Securities Depository (HELEX) manages the clearing and settlement of transactions. Finally, aside from the stock market, ATHEX also operates a separate
derivatives market.
Stock prices in the euro area recorded a relatively small increase during 2010 as the Dow Jones EURO STOXX 50 index increased by 12.0% following a
decline of 22.9% in 2009, resulting from the global financial crisis.
Share prices, traded value, and traded volume through ATHEX sharply declined as a result of the crisis in 2010. The ATHEX composite share price index fell
by 35.6% between December 2009 and December 2010. The daily average volume of transactions reached 139.6 million during 2010, declining by 31.8%
compared to 2009, while the value of equity securities traded in 2010 amounted to 54,007 million, compared to 83,447 million in 2009.
Fundraising through the stock market in 2010 amounted to 3,426 million, mostly attributable to the banking sector (and in particular four credit
institutions), compared to 4,295 million in 2009 again mainly attributable to credit institutions.
Finally, despite financial sector growth in Greece, mutual fund activity declined for the sixth consecutive year. Specifically, the total assets of the 308
mutual funds in September 2010 (305 in 2009) amounted to 8,212 million, recording a 23.1% decline compared to 2009. By individual category, money market
funds, accounting for 14% of total mutual fund assets in September 2010 (compared to 19% in 2009) reduced their share in total mutual fund assets, while the
shares of bond funds (Sep. 2010: 32%, 2009: 30%), special purpose funds (September 2010: 6%, 2009: 5%), and funds of funds (September 2010: 9%, 2009: 7%)

increased. Finally, the shares of mixed funds and equity funds remained constant at 15% and 24%, respectively.
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Table of Contents
Policy Response to the Crisis in the Global Financial Markets
In the fall of 2008, the Government adopted a package of measures to stabilize the Greek financial market consisting of the following three schemes:

A recapitalization scheme amounting to 5 billion pursuant to which Greek credit institutions may issue preferential shares that are purchased by
the Government in exchange for Government bonds with a maturity of three years. This allows credit institutions to strengthen their capital base
against potential losses. The preferential shares are treated as non-core tier 1 capital and bear interest at a rate of 10%.

A guarantee scheme amounting to 15 billion covering new debt (in the form of loans or securities) with a maturity of three months to three years,
issued by financial institutions, against remuneration. The guarantees are collateralized by eligible assets of the financial institutions.
Subordinated debt and interbank loans are excluded from the scheme. This scheme was increased by a total of 40 billion in 2010 and extended to
June 30, 2011.

A securities scheme amounting to 8 billion, providing government bonds to eligible financial institutions. This enhances financial institutions'
access to liquidity mainly via rep operations. Financial institutions borrow the bonds against collateral subject to significant haircuts and pay a fee
similar to the remuneration under the guarantee scheme.
All schemes are open to all credit institutions licensed in Greece. They are limited in time and scope, with entry windows of up to a maximum of six
months and budget caps. Beneficiaries are required to pay market-oriented remuneration. The measures target only financially sound institutions; the provision
of guarantees and capital and bond allocations are based on solvency and capital ratio requirements.
Only the measures taken under the first scheme have a direct impact on public debt and the deficit. From the inception of the schemes through
December 28, 2010, an amount of approximately 57.5 billion had been absorbed as follows:

3.8 billion under the recapitalization scheme in 2009;

3.0 billion under the guarantee scheme in 2009, of which 2.0 billion has matured, and 45 billion in 2010;

1.9 billion in 2008, 2.8 billion in 2009 and 3.0 billion in 2010 under the securities scheme.
Key Financial Sector Policies in Connection with the Financial Assistance Program

Despite the stabilization measures taken in response to the global financial crisis, the Greek financial sector continued to suffer from tight liquidity
conditions as Greece's deteriorating fiscal results and the associated loss of confidence led rating agencies to downgrade Greek sovereign bonds, which were
widely held by Greek banks. At the end of 2009, banks lost access to international money markets, maturing interbank liabilities were not renewed, and some
moderate deposit outflows were recorded in the first few months of 2010. As a result, Greek banks came to rely increasingly on the ECB for liquidity.
Furthermore, the weakening performance of the Greek economy resulted in a reversal of credit growth and an increase in non-performing loans leading to
increasing concerns about solvency as well. Structural problems with the financial sector, including with regard to supervision, were also identified.
As part of the Economic Adjustment Program agreed upon in connection with the financial assistance program extended by the Euro Area Member States
and the IMF (see "Public FinanceFinancial Assistance Program"), Greece, therefore, undertook to implement various reforms of the Greek financial sector,
including the establishment of the FSF. The purpose of the FSF is to maintain
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the stability of the Greek banking system by providing equity capital to credit institutions authorized to operate in Greece in case of a significant decline of
capital buffers.
The FSF was established in July 2010 as a private law institution with a strong governance structure to ensure independence, transparency and
accountability. The board of directors, which was appointed in October 2010, comprises seven members. The European Commission and the ECB each also have a
non-voting observer who may attend monthly board meetings. The FSF has a limited duration and will expire on June 30, 2017.
The FSF can be activated if certain triggering events occur, such as when a bank's capital ratio falls below the legally required capital adequacy
requirements. Capital will generally be injected in the form of preference shares with a return on capital determined by the FSF in accordance with EU rules.
The preference shares will come with extensive voting and control rights, the distribution of dividends will be restricted, and the management of banks utilizing
funds from the FSF will be subject to restrictions on compensation. Capital will be provided on the presentation of an emergency business plan including a
timetable and in accordance with EU state aid rules.
The FSF's total capital will amount to 10 billion, which will stem from funds provided by the financial assistance program and be paid to the FSF in
tranches. By December 31, 2010, a total of 1.5 billion had been disbursed. However, according to current projections, banks are not expected to turn to the FSF
in the near future. A dedicated account will be opened by the General Accounting Office in which the subsequent tranches of the FSF will be placed until they
are needed, allowing the Government to optimize cash management.
In July 2010, the Committee of European Banking Supervisors carried out Europe-wide stress tests on the major European banks. The largest public bank in
Greece, the Agricultural Bank of Greece ("ATE"), failed these stress tests as a result of an accumulation of losses leading to an erosion of its capital base. Because
of ATE's poor asset portfolio and rapidly deteriorating capital base, there were concerns regarding its profitability and long-term viability.
In August 2010, the Ministry of Finance appointed three international investment banks as consultants to carry out a strategic study of the future of the
Greek banking sector and to identify options for the Ministry of Finance in relation to its stakes in various state-owned banks, including ATE. The study was
completed in November 2010 and concluded that ATE should be thoroughly restructured as a stand-alone institution with reduced lending to public entities and
enhanced corporate governance. A recapitalization of the bank is envisaged in 2011, subject to approval from the European Commission. The strategic review
also recommended that the Government sell its stake in Post Bank by the end of 2011 and consult with the management of Attica Bank on the Government's sale
of its stake in that bank.
Other financial sector policies launched in connection with the financial assistance program include legislation to address the restructuring of household
and corporate debts, measures to enhance the quality of banking supervision, including the methodology of supervisory stress tests, measures to enhance
coordination with other national banking supervisors within the EU framework, and efforts to increase bank flexibility so as to allow them to reduce costs, for
example, by ending the process by which the employees of public banks benefit from contracts similar to those granted to civil servants.
47

Table of Contents
PUBLIC FINANCE
Introduction
The fiscal year of the Hellenic Republic is the calendar year. The Ministry of Finance, in close collaboration with the Hellenic General Accounting Office, is
responsible for the preparation of the annual budget of the Hellenic Republic (the "Central Government Budget"). According to the Greek Constitution, the
Minister of Finance is required to submit the budget for the coming year to Parliament by the end of November each year. Following extensive parliamentary
discussions in plenary session, the Parliament usually approves the final budget by the end of the fiscal year. At the time of submission of each annual budget to
Parliament, final accounts for the previous year and estimates for the current year are also submitted to Parliament.
Greece's public sector consists of the administrative public sector (the "General Government") and state-owned enterprises. General Government is
comprised of the Central Government, the social insurance organizations, local authorities, and a considerable number of public legal entities. The Central
Government Budget is split into two parts, the Ordinary Budget, for all current revenues and expenditures, and the PIP, which comprises capital investment
expenditures and specific capital inflows/revenues derived from the EU structural funds. The budget, when submitted to the Parliament for consideration, is
accompanied by the Budget Report, which describes and analyses the domestic and international economic environment, current economic developments, and
policies and fiscal targets for the coming calendar year.
The Government has launched two initiatives aimed at improving the quality of public finances. The first is the introduction of Program Budgeting, aimed
at improving the effectiveness of public expenditure, facilitating multi-annual budgeting and enhancing transparency in fiscal management. The second initiative
is the implementation of a new accounting system on an accrual basis that is expected to produce a more accurate presentation of public finances and effective
implementation of the Central Government Budget. In addition, the Ministry of Finance has incorporated special extra-budgetary accounts in the general state
budget, further intensified fiscal audits, and required public enterprises to provide accounting reports every six months.
A new framework (Law 3871/2010) has been adopted for drawing up, executing and monitoring the government budget. The new framework aims at
reinforcing the trustworthiness of state fiscal policy via an overhaul reform of the budget process and of the accounting system of the public sector. The new law
introduces a medium-term fiscal framework and a compulsory contingency reserve in the budget. The 2011 budget was the first budget drafted under the new
framework and contains detailed expenditure ceilings for each line ministry, local governments and social security funds consistent with the general government
deficit. In addition, transparency and accountability are enhanced through the creation of a parliamentary budgeting office. Expenditure monitoring mechanisms
are strengthened through the creation of a commitment registry intended to register monthly reports of expenditure commitments undertaken by all spending
entities.
Sources of Revenue
The main sources of revenue of the Hellenic Republic are transaction taxes (Value Added Tax) and consumption taxes (excise taxes on fuel and tobacco),
capital transfers from EU funds, and income taxes (personal and corporate). For more information on transfers from the EU, see "Transfers between Greece and
the European Union."
In connection with the Government's fiscal consolidation efforts, a new tax law was enacted in April 2010, which aims to simplify and increase the
efficiency of the tax system, and to introduce rules and procedures to effectively combat tax evasion. The new tax law represents a complete overhaul of the
Greek tax system with the aim of rendering it simpler, more stable, transparent, fair, and effective
48

Table of Contents

in fighting tax evasion by improving auditing and the exchange of information. The law introduces reforms in four main areas of the Greek tax system: Taxation
of personal income; capital and real estate taxes; business and corporate taxation; and tax administration, auditing and combating tax evasion. The new law
also provides for targeted tax incentives to promote entrepreneurship, safeguard employment and enhance investment in research.
The main elements of the new tax law include:

Introduction of a unified progressive tax scale.

Abolition of autonomous taxation and most exemptions for personal income.

Determination of imputed minimum taxable income based on the services, assets, and estates owned or used by the taxpayer.

Reintroduction of a progressive tax on large property, inheritances, and bequests.

Introduction of a progressive taxation of transfers and contributions of real estate.

Increased taxation of Church real-estate holdings and introduction of a tax on Church property income.

Treatment of dividends as personal income taxed at the progressive tax scale.

Introduction of incentives to facilitate the repatriation of capital from abroad.

Move to mandatory fully electronic tax declarations together with e-tax reforms, such as electronic invoicing.

Increase the tax accountability of off-shore companies and their owners.


Introduction of incentives for issuing and collecting transaction receipts.

Extension of VAT obligation to include economic activities currently exempt.

Radical measures for improving the auditing process through IT-based management system and risk-based approaches.

Elimination of bargaining in penalty assessment and adoption of a point system.

Review and strengthening of existing procedures for the cross-checking of tax data.

Penalties for tax evasion and illicit trafficking.

Reorganization of tax services.

Tax incentives to support youth entrepreneurship, investments, research, and environmental protection.
Greece's General Government Deficit
The following table provides the general government deficit and general government debt as percentage of GDP for Greece and the EU in its current
composition for the years indicated as well as projections for the years 2010 to 2012 as set forth in the European Commission's 2010 Autumn Forecast.
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Table of Contents
GENERAL GOVERNMENT DEFICIT AND GENERAL GOVERNMENT DEBT AS PERCENTAGE OF GDP
(EXCESSIVE DEFICIT PROCEDURE)
2006

2007

2008

2009

2010(1)

2011(2)

2012(2)

(percentage of GDP)

General Government Deficit

Greece
5.7

6.4

9.4

15.4

9.4

7.4

7.6

1.5

0.9

2.3

6.8

6.8

5.1

4.2

1.4

0.6

2.0

6.3

6.3

4.6

3.9

106.1

105.0

110.3

126.8

140.2

150.2

156.0

61.5

58.8

61.8

74.0

79.1

81.8

83.3

68.4

66.0

69.7

79.1

84.1

86.5

87.8

EU
Euro area
General Government Debt
Greece
EU
Euro area

(1)

(2)

Provisional figures.

Projected figures.

Source: European Commission, 2010 Autumn Forecasts.

At 15.4% of GDP, the general government deficit in 2009 surpassed the level of 2008. According to the MEFP, the deficit is expected to fall below the
reference value of 3% GDP in 2014, starting with a frontloaded fiscal consolidation effort, which is expected to reduce the general government deficit by 6% of
GDP to 9.4% of GDP in 2010. The 2011 Budget adopted in December 2010 foresees a further general government deficit reduction effort of 2.0% of GDP to 7.4% of
GDP. For an overview of the measures adopted or planned in connection with the 2010 and 2011 budgets aimed at consolidating public finances, see "Central
Government Budget2010 Budget" and "Central Government Budget2011 Budget" below.
Excessive Deficit Procedure

Under the Pact, Member States participating in the EMU are required to pursue a medium-term objective of ensuring the long-term sustainability of public
finances and minimizing the risk of their government deficit exceeding the reference value of 3% of GDP. A Member State participating in the EMU whose general
government deficit exceeds the reference value of 3% of its GDP becomes subject to the "excessive deficit procedure." See "GeneralThe European Union and
European IntegrationMonetary Integration" for a general description of the excessive deficit procedure.
After the excessive deficit procedure initiated against Greece in 2004 (based on an excessive deficit in 2003) was abrogated by the Ecofin Council in June
2007 based on data notified at the time showing a reduction of the general government deficit to below 3% of GDP in 2006, the general government deficit once
again exceeded 3% of GDP in 2007 and 2008. Accordingly, in April 2009, the Ecofin Council decided that an excessive deficit existed in Greece and recommended
that the Government take effective action to reduce the excessive general government deficit to below the 3% threshold by 2010. In its decision, the Ecofin
Council recommended measures for the correction of the deficit by 2010 and called for continued efforts to improve the collection and processing of government
statistical data. A deadline was set for October 2009, to assess whether Greece had taken effective action in response to the Ecofin Council's recommendations
of April 2009.
Greece's October 2009 EDP notification included substantial revisions of the government deficit and the debt data for the previous years, including
revisions to the general government deficit for 2008, which increased to almost 7 3/4% of GDP, up by 4 percentage points compared to the January 2009 SGP
Update and 23/4 percentage points compared to Greece's April 2009 EDP notification. In addition, the
50

Table of Contents
October 2009 EDP notification estimated the government deficit in 2009 to amount to 12 1/2%, compared to the Commission's forecast of 3.7% of GDP.
On December 2, 2009, the Ecofin Council decided that Greece had not taken effective action in response to its recommendation of April 2009. According
to the Ecofin Council, shortcomings in public finance statistics had recurred, and Greek public finances had worsened beyond what could have been expected as
a result of the economic downturn. In addition, the Ecofin Council was of the opinion that new measures for the 2009 budget consisted mainly of revenueenhancing measures, partly temporary, and not permanent measures on the expenditure side as called for by the Ecofin Council.
On January 15, 2010, the Government submitted the January 2010 SGP Update, which envisaged reducing the budget deficit by 4 percentage points to
8.7% of GDP in 2010 and thereafter to 5.6% in 2011, 2.8% in 2012, and 2% in 2013, to the Commission. The January 2010 SGP Update outlined a package of
concrete fiscal consolidation measures for 2010 as well as a number of structural reforms aimed at improving the budgetary framework and the efficiency of
public spending, enhancing investment, and improving the functioning of labor and product markets. At the beginning of February 2010, the Government
announced further fiscal consolidation measures.
On February 16, 2010, the Ecofin Council adopted a decision notifying Greece to put an end to its excessive deficit by 2012 at the latest and to adopt a
comprehensive structural reform package. The package, which was largely consistent with Greece's January 2010 SGP Update, was aimed at increasing the
effectiveness of the public administration, stepping up pension and healthcare reform, improving labor market functioning and the effectiveness of the wage
bargaining system, enhancing product market functioning and the business environment, and maintaining banking and financial sector stability. Greece was
required to submit a first report in mid-March 2010, detailing the implementation calendar of the measures to achieve the 2010 budgetary targets and was
required to be prepared to adopt additional measures if needed. In addition, Greece was required to submit quarterly integrated reports from mid-May 2010
onwards addressing the implementation of the recommendations.
On March 5, 2010, the Parliament approved a package of additional measures designed to safeguard the achievement of the SGP targets (this package
included permanent measures, which were intended to contribute to a further reduction in the fiscal deficit by 2% of GDP).
On March 16, 2010, the Ecofin Council welcomed the first report by Greece and considered that the additional measures announced by the Greek
government at the beginning of March 2010 appeared sufficient to safeguard budgetary targets for 2010, provided that they were implemented effectively, fully,
and in a timely manner.
However, despite the measures Greece was undertaking to correct its excessive deficit, it continued to experience serious difficulties in accessing the
financial markets to obtain new borrowings in April 2010 with two-year bond spreads reaching 652 basis points and 10-year bond spreads reaching 430 basis
points on April 8, 2010. On April 11, 2010, the Euro Area Member States declared their readiness to take determined and coordinated action if the stability of the
euro area as a whole was threatened and agreed to help Greece meet its financing needs.
Following the Euro Area Member States' declaration of April 11, 2010, Greece requested discussions with the European Commission, the ECB, and the IMF
on a multi-year program of economic policies that could be supported with financial assistance if the Greek authorities decided to request such assistance. On
April 23, 2010, the Government officially requested financial assistance from the Euro Area Member States and the IMF.
51

Table of Contents
Financial Assistance Program
The financial assistance program takes the form of pooled bilateral loans from the Euro Area Member States in the amount of up to EUR 80 billion over a
period of three years parallel to a stand-by arrangement of credit provided by the IMF in the amount of up to EUR 30 billion.
The funds from the financial assistance program are disbursed in quarterly tranches and each disbursement of funds requires unanimity among the Euro
Area Member States and is subject to strict conditionality, which requires Greece to meet various fiscal consolidation targets, including the reduction of the
budget deficit to below 3% of GDP by 2014. In order to meet those targets, the Government, in close cooperation with the European Commission, the ECB, and
the IMF, adopted a three-year economic adjustment program on May 2, 2010 (the "Economic Adjustment Program"). In addition to the significant fiscal
consolidation it entails, the Economic Adjustment Program also includes specific milestones for the implementation of structural measures relating to the tax
system, the budget process, the reform of pensions, labor market reform, the opening up of product markets and closed professions, and reforms in public
administration. On May 7, 2010, the heads of state and government of the euro area finalized the procedures to implement the financial assistance program and
on May 9, 2010, the Executive Board of the IMF approved the agreement. The implementation of the financial assistance program started immediately, and
approximately 20 billion was available to the Greek government in May 2010.
Under the financial assistance program, the quarterly disbursements of bilateral financial assistance from the Euro Area Member States are subject to
quarterly progress assessments of the Economic Adjustment Program for the duration of the arrangement. The release of the tranches is based on observance of
quantitative performance criteria and a positive evaluation of progress made with respect to policy criteria in the MEFP and in the MoU, which are updated and
further specified in connection with the quarterly reviews.
The first assessment was successful and resulted in the approval of the second disbursement of 9 billion in September 2010. The Greek government
accomplished a series of critical structural milestones, such as the reform of the private and public pension systems together with a major labor law overhaul
intended to boost competitiveness, the reform of local and regional public administration, the establishment of a Financial Stability Fund to safeguard the
country's banking system, the establishment of a new public finance management framework, and the establishment of a single payment authority for the public
sector wage bill.
The second assessment of the Economic Adjustment Program was completed in November 2010. In a joint statement, European Commission, the ECB, and
the IMF stated that the program remains broadly on track and that the end-September quantitative criteria had all been met. They also recognized that
significant progress has been made with some landmark reforms, including pension reform. In the fiscal area, although the general government deficit target of
8.0% for 2010 had not been met, the estimated deficit reduction by 6.0% to 9.4% of GDP in 2010 was larger than the initially targeted reduction of 5.5%. The
third disbursement of 9 billion was approved in December 2010, meaning that a total of 38 billion had been drawn down under the financial assistance
program in 2010.
The third program assessment was concluded in mid-February 2011. In a joint statement, the European Commission, the ECB, and the IMF concluded that
the program had made further progress toward its objectives and that, while there had been delays in some areas, the underlying fiscal and broader reforms
necessary to deliver the program's medium-term objectives are being put in place. In order to secure fiscal stability and economic recovery, however, it was
necessary to design and implement major reforms to build a critical mass. Subject to formal approval of the conclusions of the third review, a further 15 billion
are expected to be disbursed in March 2011. The mission for the next program review is scheduled for May 2011.
52

Table of Contents
Central Government Budget
The following table sets forth the Central Government Budget (Ordinary and Public Investment Budget) for the years indicated.
CENTRAL GOVERNMENT BUDGET
2006
Outturn

2007
Outturn

2008
Outturn

2009
Outturn

2010
Budget

2010
Outturn(1)

2011
Budget

(euro in millions)

Ordinary Budget
Revenue
Tax revenue
44,991

48,405

51,085

49,722

54,145

51,269

52,860

1,088

1,120

1,136

1,157

47

280

635

643

Revenue of incorporated off-budget accounts

Proceeds of the liquidity support plan
Revenues from NATO
Total revenue
Tax refunds (-)
Net revenue

52

13

40

48,68
5

51,77
7

55,33
4

53,498

58,402

56,160

59,360

2,392
46,29
3

2,624
49,15
3

3,654
51,68
0

4,952

4,650

4,979

3,800

48,546

53,752

51,181

55,560

19,507

20,746

22,835

23,825

26,213

21,542

21,061

13,702

14,433

15,409

15,746

16,328

14,146

13,579

9,807

11,155

13,447

17,021

15,555

15,747

16,653

7,555
4,085

8,896
4,313

8,781
4,624

9,269
6,452

9,513
4,855

8,132
5,656

7,798
5,978

Expenditure
Salaries and pensions
Wages
Grants to social security funds, social protection and medical care
Operating expenditure
Returned resources

Payments to insurance fund for the persons working in the Public Electricity
Company
420

Tranfers to hospitals for the settlement of past debt Returned resources

465

710

758

710

1,498

604

600

375

450

Reserves

580

38

668

722

602

564

41,37
5

1,108
46,68
2

9,589
50,96
4

9,796
56,47
8

50,43
5
11,20
7
61,64
2

4,918

2,471

1,245

(4,671)

(7,325)

16,954

Expenditures financed by abolished off-budget accounts

Non-recurring expenditure
Non-recurring contribution to the EU (due to GDP revision)
Total primary expenditure
Interest payments
Total expenditure

Primary surplus
Ordinary budget deficit

Amortization
Military equipment procurement

59,490

56,846

52,024

53,083

12,325

12,950

13,223

15,920

71,816

69,796

65,247

69,003

(9,962)

(10,945)
(23,27
0)

(3,094)
(16,04
4)

(14,066)

2,487
(13,44
3)

16,954

26,246

29,135

19,510

19,549

28,130

2,076

2,076

2,597

2,129

2,000

1,017

1,600

3,775

4,875

5,018

2,306

3,860

3,072

3,922

3,563

4,811

4,668

2,106

3,710

2,801

3,722

212

64

350

200

150

271

200

(843)

Public Investment Program

Revenue
Inflows from EU
Other
53

Table of Contents
2006
Outturn

2007
Outturn

2008
Outturn

2009
Outturn

2010
Budget

2010
Outturn(1)

2011
Budget

(euro in millions)

Expenditure

Public Investment Program Deficit

8,184

8,809

9,624

9,588

(4,409)

(3,934)

(4,606)

(7,547)

10,300
(6,440)

8,447

8,500

(5,375)

(4,578)

Central Government Budget

Net revenue
Expenditure
Central government deficit
Percentage of GDP

50,068

54,028

56,698

50,585

57,612

54,253

59,482

59,148

65,287

71,266

81,403

80,096

73,694

80,339

(9,080)

(11,259)

(14,568)

(30,818)

(22,484)

(19,441)

(20,857)

(4.3)

(5.0)

(6.1)

(13.1)

(9.2)

(8.4)

(9.1)

GDP (Revised)

211,314
(1)

227,134

236,936

Provisional data.

Source: Ministry of FinanceGeneral Accounting Office.

54

235,035

244,233

231,888

228,408

Table of Contents
The following table breaks down Ordinary Budget revenue for each of the years indicated.
ORDINARY BUDGET REVENUE BY CATEGORY
2006
Outturn

2007
Outturn

2008
Outturn

2009
Outturn

2010
Budget

2010
Outturn(1)

2011
Budget

(euro in millions)

Ordinary revenue
47,912

51,777

55,334

52,308

56,950

54,376

57,520

Direct taxes

18,704

19,832

20,863

21,431

23,725

20,265

20,880

Income tax.
Personal income tax

15,006

16,093

16,670

16,589

17,375

14,317

14,820

9,275

10,161

10,816

10,841

11,400

9,430

10,600

4,438

4,659

4,211

3,813

3,525

3,167

2,800

1,293

1,273

1,643

1,935

2,450

1,720

1,420

464

434

486

526

865

487

910

1,848

1,742

2,077

2,446

2,725

2,890

2,700

1,386

1,563

1,630

1,870

2,760

2,571

2,450

26,287

28,573

30,222

28,291

30,420

31,004

31,980

17,692

19,624

20,060

17,872

18,472

18,457

19,290

15,825

17,381

18,243

16,582

17,315

17,375

18,030

1,710

1,795

2,299

1,907

2,055

2,653

2,410

622

673

657

681

755

779

972

13,493

14,913

15,287

13,994

14,505

13,943

14,648

Corporate income tax

Other
Property taxes
Tax arrears
Other direct taxes

Indirect taxes
Transaction taxes
VAT
Fuel
Tobacco
Other

Other transaction taxes

1,867

2,243

1,817

1,290

1,157

1,082

1,260

1,045

1,322

1,130

831

698

702

828

710

682

685

459

458

379

432

7,469

8,044

9,048

9,569

10,986

11,824

11,640

296

337

345

358

370

404

410

897

998

842

473

508

249

285

2,608

2,868

3,690

4,374

4,655

5,698

5,240

2,738

2,904

2,836

2,924

3,210

3,382

3,911

794

819

997

1,046

1,600

1,590

1,212

136

118

338

394

643

501

582

497

383

485

434

485

339

530

629

522

629

416

477

384

520

267

314

307

245

274

208

230

44,991

48,405

51,085

49,722

54,145

51,269

52,860

234

170

579

264

372

320

340

Other non-tax revenue

2,687

3,202

3,670

2,319

2,433

2,787

4,320

Non-tax revenue

2,921

3,372

4,249

2,583

2,805

3,107

4,660

773

1,190

1,400

1,784

1,840

48,685

51,777

55,334

53,498

58,350

56,160

59,360

Capital transfers
Stamp duty
Consumption taxes
On insurance premiums
On vehicles
Excise tax on fuel
Other excise taxes (tobacco, etc.)
Road duties
Other
Tax arrears
Other indirect taxes
for EU

Tax revenue
From E.U.

Non-recurring revenue
Total

Tax refunds

2,392

2,624

3,654

4,952

4,650

4,979

3,800

Net revenue

46,293

49,153

51,680

48,546

53,700

51,181

55,560

(1)

Provisional data.

Source: Ministry of FinanceGeneral Accounting Office.

55

Table of Contents
The following table breaks down Ordinary Budget Expenditure for each of the years indicated.
ORDINARY BUDGET EXPENDITURE BY CATEGORY
2006
Outturn

2007
Outturn

2008
Outturn

2009
Outturn

Wages and salaries

Special financial support

19,507

20,746

22,871

24,487

16,444

17,615

19,517

20,934

25,42
5
21,73
6

18,920

11,493

12,125

12,971

13,120

13,538

11,752

11,329

126

190

146

140

4,576

5,052

5,904

6,487

7,064

6,250

6,258

368

393

409

393

348

319

325

36

662

656

597

532

46

3,063

3,131

3,354

3,768

3,662

3,219

3,099

2,660

2,783

2,927

3,205

3,335

2,936

2,803

24

384

338

419

324

327

283

297

18

10

27

50

Pensions

Productivity bonus financed by incorporated off-budget accounts

Non-recurring expenditures
2. Salaries for hospital personnel and other government bodies
Salaries for hospital personnel, etc.
Special financial support
Clergy and other government bodies
Non-recurring expenditure
3. New recruitment

2011
Budget

21,59
3
18,44
4

Special benefit to the judiciary

Other allowances

2010
Outturn(1)

(euro in millions)

A. Salaries and Pensions (1+2+3)

1. Salaries and pensions of central government personnel

2010
Budget

22,139

B. Grants to Social Security Funds, Medical Care, Social Protection (4+5+6+7)

4. Medical care
5. Grants to social security funds
Insurance Fund for the Agricultural Sector
Wage Earners' Fund
Other Grants
6. Other Social Ins. and Health expend.

9,807

11,155

13,447

17,021

1,043

1,163

1,211

1,383

6,769

7,505

9,644

3,050

3,649

1,700

14,96
4

Allowances to families with many children

Allowances to disabled persons(2)
Grant to National Social Cohesion Fund

12,234

10,376

1,312
10,50
0

4,178

4,563

4,550

4,840

4,600

1,800

2,404

4,000

2,450

2,485

2,310

2,019

2,056

3,062

3,671

3,231

3,051

3,590

600

1,200

1,995

2,387

2,592

3,404

3,415

2,854

3,041

849

924

1,064

1,034

1,142

914

940

470

495

710

790

795

792

675

549

596

662

311

522

630

560

606

488

500

113

123

109

105

119

148

105

320

263

51

370

500

Grant to Intragenerational Solidarity Fund

Temporary support for social solidarity
Other income payments
Non-recurring expenditures
Grant to Unemployment Benefit Organization
56

1,313

16,05
3

1,318
10,23
1

7. Social protection
Complementary pension allowance

15,143

140

200

Table of Contents
2006
Outturn

2007
Outturn

2008
Outturn

2009
Outturn

2010
Budget

2010
Outturn(1)

2011
Budget

(euro in millions)

C. Operational and Other Expenditures (8+9+10+11)

7,555

8,895

8,783

9,275

8,830

8,107

7,830

2,141

2,372

2,606

2,619

2,657

2,529

2,213

220

224

256

273

257

262

446

1,759

1,995

2,287

2,349

2,400

2,237

1,767

162

153

62

2,396

3,395

2,702

3,209

2,573

2,604

2,255

2,254

2,378

2,628

3,209

2,573

2,604

2,255

143

1,017

74

2,866

2,891

3,408

3,148

3,394

2,879

3,222

694

734

758

664

681

516

735

2,172

2,157

2,649

2,484

2,713

2,363

2,487

151

237

68

407

125

139

28

103

62

243

87

66

32

124

134

293

50
48

120

20

8. Grants to other entities

Urban transportation
Other grants
Non-recurring expenditures
9. Consumption expenditure
Operational expenditures
Non-recurring expenditures
10.Conditional expenditures
Agricultural subsidies
Payments to E.U.
Non-recurring expenditures
11.Non-allocated
New programs
Other expenditures financed by incorporated off-budget accounts
Electoral expenditures
Non-ordinary expenditure

299

Non-recurring expenditures

D. Returned Resources
Non-recurring expenditures

E. Payments in exchange of claims for personnel working in the Public Electricity

Company
F. Reserve
G. Tranfers to hospitals for the settlement of past debt
Primary Expenditure (A+B+C+D+E+F+G)

Non-recurring contribution to the EU (due to GDP revision)

Interest payments

Total expenditure (Ordinary Budget) excluding amortization

Amortization payments
Military equipment procurement

(1)

(2)

Provisional data.

From 2009 onwards, this allowance is included in returned resources.

Source: Ministry of FinanceGeneral Accounting Office.

2009 Budget Results

4,085

4,313

4,624

6,452

6,718

5,656

5,978

420

465

710

758

710

604

600

580

41,37
5

45,57
4

50,43
5

1,498
59,49
0

56,84
6

375

450
53,08
3

1,108

9,589

9,796

11,20
7

12,32
5

12,95
0

50,96
4

56,47
8

61,64
2

71,81
6

16,954

23,543

26,246

29,135

69,79
6
19,15
0

1,590

2,380

2,597

2,129

2,000

52,024

13,223

15,92
0

19,549

69,00
3
28,13
0

1,017

1,600

65,247

Fiscal developments in 2009 were characterized by a continuous deterioration of the general government deficit. The 2009 Budget presented in November
2008 projected a general government deficit of 2% of GDP, based on the projected achievement of increases of tax revenues of 15.0% in 2009.
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This deficit estimate was soon revised upwards to 3.7% of GDP when the January 2009 Update of the Hellenic Stability and Growth Program ("January 2009
SGP Update") was submitted to the European Commission. The main cause for this revision was the restoration of the tax-free threshold for income of up to
10,500 for the self-employed in the wake of the economic crisis, which had been abolished two months earlier in order to strengthen tax receipts in connection
with the 2009 Budget. In addition to the January 2009 SGP Update, the Government submitted an Addendum elaborating on the fiscal measures that would
ensure the realization of the fiscal targets for 2009.
At the same time, a limited social welfare package was introduced in response to the effect of the economic crisis on vulnerable groups, which consisted
mainly of allowances to low-income pensioners and registered unemployed, supplemented by measures to support farmers and small- and medium-sized
enterprises. The total annual impact of these measures amounted to 1,519 million, which was 236 million less than the initial estimate of 1,755 million.
A mid-year examination of the fiscal situation undertaken by the Government revealed that tax revenues registered significant shortfalls. Tax shortfalls
were projected to contribute 1% of GDP to the general government deficit, stemming mostly from reduced VAT (1.4 billion less than projected) and income tax
receipts (0.8 billion less than projected). In addition, expenditure overruns, relating mainly to ad-hoc benefits granted to low-income pensioners, measures
supporting the tourism sector, a new wage bill for doctors and unsettled obligations to local government authorities, resulted in a further increase of the general
government deficit by 0.4% of GDP.
In light of these developments, the Greek general government deficit was estimated at 5.1% of GDP in the European Commission's Spring 2009 forecasts. In
response to the Ecofin Council's recommendations and to the expected failure to meet the deficit target, the Government announced a second wave of
corrective measures to contain the deficit in June 2009. The fiscal impact of the implementation of these measures was initially estimated at 2.3 billion, or
1.7% of GDP. However, the failure to implement the announced measures as planned, with one of them (the imposition of a capital levy on buildings with landuse violations, the expected revenues of which were estimated at 1,150 million) having to be cancelled and another (the imposition of a tax on lotteries and
gambling, the expected revenues of which were estimated at 180 million) postponed, led to shortfalls estimated at 1.5 billion. After the announcement of the
new measures and before they were deployed, a general election took place and a new government was elected.
The 2010 budget, which was submitted to Parliament in late November 2009 by the newly elected government, recorded an estimated general government
deficit of 12.7% of GDP for 2009. This significant deviation of the general government deficit from the initial (2.0% of GDP in the 2009 Budget, 3.7% of GDP in the
January 2009 SGP Update) and mid-term forecasts (5.1% of GDP mid-year 2009) mainly reflected revenue shortfalls of 3.4% of GDP and expenditure overruns of
2.6% of GDP. An additional deterioration of the deficit by 2.1% of GDP was due to the significant revision of GDP at current market prices, which was estimated to
amount to 260,248 million in 2009, the figure that was used as a basis for projections in the 2009 Budget, but was later revised to 240,150 million. A further
deterioration in the deficit of 0.9% of GDP was due to the general government's liabilities to the private sector (public hospitals arrears to suppliers) being taken
into account.
On November 15, 2010, Eurostat released the final figures for the general government deficit for 2009, which came to 15.4% of GDP, or 36,150 million.
This revision was mainly due to:

The reclassification of state enterprises into general government data (increasing the deficit by 0.7% of GDP);

An adjustment of accounts of social security funds and local government (increasing the deficit by 0.9% of GDP); and

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A downward revision of GDP for 2009 (increasing the deficit by 0.2% of GDP).
The revision also affected debt figures with the 2009 general government consolidated debt being revised to 298,032 million, or 126.8% of GDP, from
115.4% of GDP, an increase of 11.4 percentage points. This revision was mainly due to:

The reclassification of state enterprises into general government data (increasing debt by 7.75% of GDP or 18,204 million); and

An adjustment for off-market swaps (increasing debt by 2.3% of GDP or 5,530 million).
2010 Budget
The 2010 budget, which was proposed in November 2009, included measures in order to reduce the general government deficit, which at the time was
estimated to amount to 12.7% of GDP, by 8.4 billion, or 3.6% of GDP. The corrective fiscal measures provided for structural as well as "one-off" measures, and
were evenly distributed between efforts to curb expenditure and efforts to increase revenues. In addition, by redistributing expenditures, it was intended to
provide an amount equal to 2.6 billion, or 1.1% of GDP, as financial support to vulnerable social groups, as well as to help redress the country's eroding
international competitiveness, and facilitate entrepreneurship.
Interventions on the expenditure side were to include: (i) 10% reduction in government operating expenditures including a 25% reduction in consumption
expenditures; (ii) a 10% reduction in expenditures for the social security system; (iii) a hiring freeze for 2010 in permanent public sector jobs (with exceptions
for sensitive sectors such as health and education) and adherence to a hiring rule of one new civil servant hired for every five civil servants that retire from 2011
onwards; (iv) a cut by up to one-third of short term contracts in the public sector; (v) a wage freeze for public sector incomes above 2,000 per month and an
overall 10% cut in salary allowances for the public sector as a whole; (vi) the closing down of one-third of the National Tourist Organization offices abroad and a
consolidation of certain press offices in embassies; (vii) a significant reduction in military expenditures for the next three years; and (viii) a 50% reduction in the
remuneration of board members, a salary cap on the remuneration of managers, and at least a 10% reduction in the current remuneration of managers of state
enterprises.
Interventions on the revenue side were to include: (i) a unified progressive tax scale for income from all sources; (ii) the reintroduction of a progressive
tax on large property, inheritances, and bequests; (iii) the abolition of autonomous taxation and tax exemptions; (iv) the introduction of a capital gains tax and
the effective taxation of off-shore companies; (v) new transfer pricing and "thin capitalization" rules; (vi) the codification and drastic simplification of tax
statutes; and (vii) a comprehensive system of tax declarations which includes income from all sources as well as assets.
Greece's January 2010 SGP Update, which was approved by the Ecofin Council on February 16, 2010, provided for additional cost-cutting and revenueenhancing measures in order to bring about an adjustment of 4 percentage points of GDP in 2010. This adjustment was split between permanent expenditure
reductions (1.5%) and permanent increases in revenues (2.5%). Expenditure reductions included a 10% cut in wage allowances, which was equivalent to a 4%
average wage cut in nominal terms and 5.5% in real terms (higher than any other euro area country). This, together with a recruitment freeze in 2010 and the
implementation of a 5:1 retirement-to-recruitment ratio from 2011 onwards, drastically reversed the tendency for a larger public sector wage bill. The same
wage policy was applied to the broader public sector entities. The January 2010 SGP Update also provided for the termination of a large number of short-term

contracts in the public sector, a reduction in operating expenditures for line Ministries by 10%, a reduction of the budget item relating to social security and
pension funds by 10%, and a significant reduction of military expenditures up to 2013. On the revenue side, a number of permanent tax increases were planned
or implemented. Reliance on reducing tax
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Table of Contents

evasion and improving the tax collection mechanism to pre-crisis levels was estimated at 0.5% of GDP. Permanent tax revenue increases included:
a single progressive taxation scale for individual incomes, abolition of all forms of "autonomous" taxation, abolition of a large number of tax exemptions,
progressive taxation on large properties, and an increase in the excise duties on tobacco and alcohol, as well as changes in taxation rules, including those
applied to off-shore companies, transfer pricing and thin capitalization, and reforms.
On March 5, 2010, the Parliament approved a package of additional measures designed to safeguard the achievement of the Stability and Growth Program
targets. The new package included measures equivalent to up to 4.8 billion, or 2% of the GDP, and consisted of permanent revenue-enhancing and expenditurereducing measures, such as:

Further increases in VAT rates (from 4.5%, 9% and 19% to 5%, 10% and 21% respectively) with a fiscal impact of 0.54% of GDP, or 1.3 billion;

Increases in excise taxes (petrol, diesel, cigarettes, alcohol) and introduction of excise taxes (electricity, luxury goods) with a fiscal impact of
0.46% of GDP, or 1.1 billion;

A further reduction in public sector nominal wages and pensions (in addition to the wage cutbacks already announced) with a fiscal impact of 0.7%
of GDP, or 1.7 billion; and

A reduction in the current and capital expenditures in the public sector, with a fiscal impact of 0.3% of GDP, or 0.7 billion, through a reduction in
the PIP and education expenditures.
The Economic Adjustment Program included cumulative fiscal consolidation measures (in addition to those already adopted by the Government in March)
in the order of 11% of GDP through 2013. The program revised the Government's deficit target for 2010 to 8.1% of GDP compared to a deficit of 13.6% in 2009
projected at the time. Additional fiscal measures for 2010 of 5.8 billion, or 2.55% of GDP, were adopted by the Parliament on May 6, 2010, and included:

An additional 1.25 billion increase in tax revenues, equivalent to 0.6% of GDP, with a significant carryover for 2011, including through further
increases in VAT rates, increases in excise tax on fuel, cigarettes, and alcohol; and

An additional 4.55 billion in expenditure cuts, equivalent to 1.9% of GDP, by means of nominal wage cuts, nominal pension cuts, an intermediate
consumption cut, the elimination of the one-off solidarity allowance (second installment), and a reduction in public investment.

The revision of the general government deficit for 2009 from 13.6% to 15.4% of GDP in November 2010 had a carryover effect on the general government
deficit in 2010, since the starting point for 2010 turned out to be higher. Despite the data revision, the deficit reduction by 6 percentage points expected for
2010 will be larger than the initially targeted reduction of 5.5 percentage points. About one-third of the shortfall is explained by propagation effects of the
revisions to 2009 fiscal statistics; the remainder is explained by revenue underperformance. The 2010 deficit resulting from the new revised figures and general
government accounts after the reclassification is estimated to be 9.4% of GDP, a reduction in excess of 14 billion compared to 2009.
2011 Budget
The 2011 Budget continues the aggressive fiscal consolidation effort that began in 2010 with the goal of reducing the deficit to below 3% of GDP in 2014,
assuming a return to positive growth by the end of 2011. For 2011, the main aim is to reduce the general government deficit by 5 billion, or 2% of GDP, to 7.4%
of GDP in 2011. The deficit reduction will be based on concrete measures to cut expenditures and increase revenues totaling 14 billion. The size of the required
fiscal adjustment is larger than initially projected in the Economic Adjustment Program and, accordingly, the budget for
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Table of Contents
2011 includes additional measures beyond those provided for by the Economic Adjustment Program. Measures include an increase in the VAT rate, a levy on
highly profitable firms, cuts in government operating expenditures, and a nominal pension freeze, as well as significant reductions in operational and wage costs
of loss-making public enterprises, reductions in health costs and in defense spending, and the introduction of means-testing for social benefits. The 2011 budget
also includes measures aimed at jump-starting economic activity, including by reducing the tax rate of non-distributed corporate profits from 24% to 20%, and
VAT for the tourism sector and drugs from 11% to 6.5%. Finally, the 2011 budget is set in the context of a far-reaching effort to remove structural impediments to
growth, which includes the opening of closed professions, restructuring of public enterprises, combating tax evasion, overhauling the pension system, reforming
the labor market, and opening up product markets.
Transfers between Greece and the European Union
Greece is a net recipient of funds under the EU budget, i.e., receipts from the EU exceed payments to the EU. Total net transfers for the period from 2000
to 2009 on average amounted to 4.2 billion per year (on a settlement basis, BoP data). This amount represents 2.2% of GDP, and 14.7% of the trade deficit. More
than 55% of grants are derived from the Structural Funds (European Agricultural Guidance and Guarantees Fund ("EAGGF")Guidance Section, European Regional
Development Fund, European Social Fund and Financial Investment for Fisheries Guidance), which provide funding for regional development projects, and the
Cohesion Fund, which finances environmental and large-scale transportation projects in accordance with the provisions of the Community Support Frameworks
("CSF"). Remaining grants are related to subsidies and direct financial assistance in the context of the EU CAP.
According to the BoP statistics, direct financial assistance and subsidies in the context of the CAP as well as receipts from the European Social Fund and
Greece's payments to the EU budget appear under the current account. Receipts from the Structural Fundsexcept from the European Social Fundand the
Cohesion fund under CSFs appear under the capital account. Receipts from the Structural Funds are allocated to the Ordinary Budget, the PIP, and the Budget of
Public Enterprises and Organizations. Receipts related to the CAP are allocated to the special guarantees account for agricultural products at the Agricultural
Bank of Greece.
For the period from 2007 to 2013, Greece is expected to receive 24.3 billion (current prices) for the implementation of the NSRF 2007-2013 (including
3.7 billion for rural development). In accordance with EU regulations, an average of approximately 75% of total cost of eligible projects is financed from the
Structural Funds, while the rest is financed from national funds. Part of the national contribution can be financed with loans from the EIB. A loan of 2 billion
was agreed to in July 2010.
CSF III, which covered the period from 2000 to 2006, has been almost completed. Disbursements under the NSRF 2007-2013 during the first three years of
its implementation have been limited, given the delays in the implementation of projects and programs in part as a result of the new, stricter institutional
framework for management and control. However, in 2010 disbursements under NSRF have been accelerated. At year-end 2010, more than 18% of total
community financing had been absorbed and the goal is to exceed 35% at year-end 2011.
The increased absorption of structural funds is closely linked to the disbursements of bilateral financial assistance from the euro area Member States. To
achieve the six-monthly targets set forth in the MoU, a number of measures are put in place such as:
the revision of projects and simplification of the institutional and legal framework, measures for a "fast-track project production," co-operation of the
private and the public sector, and establishment of a technical task force in direct contact with the Commission services. The Government ensures that
budgetary appropriations for the national co-financing of projects cannot be used for any other purposes.
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In addition, it is expected that subsidies in the context of the CAP will remain substantial until 2013, since a new revision of the CAP will take place after
2013. The European Commission will review all the expenditures of the Community Budget, including the CAP, in the context of the EU financial perspectives for
the period 2014-2020.
The table below sets forth the receipts and payments of Greece from and to the EU for the years indicated on a cash basis.
FINANCIAL ACCOUNT OF GREECE WITH THE EU
2005

2006

2007

2008

2009

2010(1)

2011(2)

(euro in millions)

Receipts from the EU

Flat rate (25%) repayment of expenditure incurred in collecting EU's own resources
67

68

77

77

64

71

52

576

552

783

992

118

287

666

376

382

590

504

84

165

259

1,341

2,146

3,065

2,853

1,337

1,650

2,079

2,754

3,071

2,374

2,228

2,386

2,565

2,750

311

483

334

200

274

494

640

22

18

33

30

26

30

11

17

596

209

327

340

5,455

6,733

7,273

7,482

4,498

5,560

6,818

12
4

12
3

11

7
2

4
2

European Social Fund

EAGGFGuidance Section
European Regional Development Fund
EAGGFGuarantees Section
Cohesion Fund
EFTA Countries
Financial Instruments for Fisheries Guidance
Other Receipts
Total
Payments to the EU
Agricultural levies and duties
Sugar levies

Customs duties under the Common External Tariffs provision

250

258

297

298

248

285

208

424

467

473

577

512

493

414

1,211

1,222

1,184

1,415

1,522

1,677

1,768

41

1,108

136

150

20

30

33

33

36

40

43

47

55

249

175

157

174

10

10

2,224

2,172

3,265

2,649

2,483

2,534

2,487

3,231

4,561

4,008

4,833

2,016

3,026

4,331

1.7

2.2

1.8

2.0

0.9

1.3

1.9

Contribution on the basis of VAT base

Contribution on the basis of GNP
Other contributions
Contributions to the European Regional Development Fund
Payments due to unrealized projects
Total
Net Receipts from the EU
Percentage of GDP

(1)

(2)

Provisional data.

Forecast.

Source: Ministry of Finance.

State Enterprises
The Greek public sector is very large, spanning fully and partially state-owned enterprises in industries ranging from transport and utilities to gaming and
tourism. At December 31, 2009, there were 52 state enterprises not listed on a stock exchange, which are monitored by the Ministry of Finance. In 2009, the
group of the 11 largest loss-making state enterprises achieved combined revenues of 1.5 billion, while the combined losses amounted to 1.7 billion. Net
lending of these enterprises in 2009 amounted to 12 billion, with interest payments equaling 574 million.
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In the past the Government controlled the state enterprises and nominated the members of their boards of directors. The Directorate for state enterprises
in the Ministry of Economy and Finance was responsible for approving their annual budgets and supervising their investment programs. Since 1997, all state
enterprises have become socits anonymes based on a decision of the competent Ministers.
Under the Economic Adjustment Program, the Government is implementing measures to improve state enterprises' financial performance. As a first step,
the Government put in place measures to enhance transparency and increase accountability of state enterprises' financial management. The financial supervision
of state enterprises has been centralized with the Ministry of Finance, which receives financial statements audited by public accountants on a quarterly basis
that are then published. In addition, state enterprises were obliged to submit their strategy and business plans for the period from 2011 through 2013, drawn up
under a specific framework provided to them, and to present their financing sources and schedules. Another important aspect has been the curtailment of wage
expenditure for state enterprises through the implementation of wage cuts and limits on wages and extra payments.
Upcoming reform measures with respect to state enterprises include the establishment of a central registry for state enterprises and further restructuring
measures, which are intended to follow along the lines of the successful reorganization plan of the Hellenic Railways Organization, which was adopted by the
Parliament in October 2010.
In addition, the Government is currently upgrading its current privatization plan for the divestment of state assets and enterprises by also including real
estate development, with the aim of raising at least 15 billion by 2013, including at least 1 billion in 2011. Plans covering about 40% of the total target have
been drafted, and 14 companies have been identified for full or partial privatization using different placement methods (including direct sales, auctions, and
concession agreements). To further develop the plan, the authorities indicated that by mid-2011 they would prepare an inventory of state real estate holdings.
The Government has also committed to considerably scale up its privatization and real estate development program with the objective of realizing EUR 50 billion
in proceeds until 2015. Restructuring and privatizations should be conducted in accordance with EU competition and State aid rules. Proceeds from privatization
are to be used to redeem debt and do not substitute for fiscal consolidation efforts.
The Interministerial Committee for Asset Restructuring and Privatizations (ICARP) in a meeting held on December 15, 2010 decided to appoint financial and
legal advisors for the extension of the concession of the Athens International Airport, the assessment of the best available options for its stake in DEPA (natural
gas supplier) and DESFA (natural gas network operator), and the attraction of a strategic investor for Hellenic Defense Systems. In addition, it decided to assess
the best available options for the development (privatization, entry of strategic investors, extension of concessions) for many public enterprises, such as the
Loan and Consignment Fund, regional airports, TRAINOSE (national railways operating company), the OSE group (national railways), the Attiki motorway (highway
around Athens) and Egnatia motorway (Northern highway), the Hellenic Post Office, the frequency spectrum and the Digital Dividend, ports in Attica and regional
ports and marinas, LARCO (nickel mining company), EYDAP and EYATH (water suppliers), OPAP (lotteries and betting company), Horse Racing Organization (ODIE),
the "Mont Parnes" Casino, and the state lottery tickets system (Ethniko, Laiko).
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The table below sets forth the total deficits and related financing of Greece's major state enterprises on an aggregate basis for the years indicated.
ECONOMIC RESULTS OF MAJOR STATE ENTERPRISES AND THEIR FINANCING
2006

2007

2008

2009(1)

2010(2)

(euro in millions)

Operating account
Revenue
Expenditure
Balance

1,492

1,814

1,806

1,649

1,828

2,797

3,278

3,676

3,478

3,613

(1,305)

(1,464)

(1,870)

(1,829)

(1,785)

Capital account
Revenue

1,004

1,322

1,112

1,559

1,592

132

380

(10)

372

84

177

248

228

96

97

Expenditure investment
Working capital
Other
Balance
Special resources(3)
Overall balance

(1,313)
761
(1,857)

(1,950)

(1,330)

(2,027)

(1,773)

1,079

1,136

1,484

1,428

(2,335)

(2,065)

(2,372)

(2,130)

Financing
Grants

163
254

185
256

191
255

200
259

206
265

Ordinary budget
Depreciation

Net borrowing

Total financing
Amortization and repayment of credits
New commercial credits

1,440

1,894

1,619

1,913

1,659

1,857

2,335

2,065

2,372

2,130

238

139

534

143

1,211

96

132

38

420

205

1,581

1,902

2,115

1,636

2,665

Gross borrowing(4)

(1)
Provisional Data.
(2)

(3)

(4)

Budget.

Mainly grants from the Public Investment Budget and the EU in the form of capital injections.

Gross borrowing equals net borrowing plus amortization payments and repayment of credits minus new commercial credits and includes domestic and
foreign borrowing.
In 2009, the total operational revenue of public enterprises is estimated to have decreased by 8.7% compared to 2008, amounting to an estimated
1,649 million. Total operational expenditure declined by an estimated 5.4% in 2009 compared to 2008, amounting to an estimated 3,478 million. Combined
operational and capital accounts expenditures rose by an estimated 10.0% in 2009 compared to 2008, amounting to 5,505 million. Accordingly, the deficit in
2009 is estimated to amount to 2,372 million, or approximately 1% of GDP, compared to 2,065 million, or 0.86% of GDP, in 2008.
According to the latest available data covering the period from January to September 2010, the total payroll of the 52 state enterprises declined by 15%,
or 143.4 million, in 2010. In detail, the payroll amounted to 812.3 million for the first nine months of 2010, as compared to 955.7 million for the
corresponding period in 2009. The annual reduction of payroll expenses is projected to be about 220 million in 2010 compared to the previous year as a result
of the wage cuts provisioned for the public enterprises' employees.
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Public Entities
Public entities include local authorities, organizations providing social services, and the largest sub-category of public entities:
social security organizations. Council members and presidents of local authorities are elected by the relevant constituency, while members of the
management boards of social service and social security organizations, as well as the presidents of such organizations, are appointed by the Ministry in whose
field of competence their respective activities fall.
In 2010, total revenue for the social security and welfare funds is estimated to amount to 40,204 million (22,617.56 million from social security
contributions, 10,741.00 from state budget subsidies, and 6,841.51 from rest sources), representing a decrease of 2.97% compared with 2009, while total
expenditures are estimated to amount to 38,642.63 million (1,055.70 million for salaries of social security funds employees, 25,520.40 for pensions, and
12,066.53 for rest expenditures), corresponding to a decrease of 3.54% compared with 2009. In 2011, the total revenue is forecast to amount to
41,073.91 million (23,816.83 million from social security contributions, 9,997.54 from state budget subsidies, and 7,259.53 from rest sources), representing
an increase of 2.16% compared with 2010, while total expenditures are estimated to amount to 38,927.50 million (1,026.40 million for salaries of social
security funds employees, 27,168.79 for pensions, and 10,732.31 for rest expenditures), corresponding to an increase of 0.74% compared with 2010.
Under the Economic Adjustment Program, the Government intends to eliminate unnecessary public entities.
The following table sets forth the total deficits and related financing of the six main social security and welfare funds on an aggregate basis for the years
indicated.
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ECONOMIC RESULTS OF MAIN SOCIAL SECURITY ORGANIZATIONS
AND THEIR FINANCING
2006

2007

2008

2009(1)

2010(2)

(euro in millions)

Operating account
Revenue
17,219

18,021

20,095

22,019

22,733

23,862

25,330

29,261

33,815

36,219

(6,643)

(7,309)

(9,166)

(11,796)

(13,486)

Expenditure
Balance

Capital account
Revenue

171

227

113

251

493

111

187

344

309

340

105

117

127

134

(519)

(574)

(687)

(967)

Expenditure investment
Working capital
Other
Balance
Special resources

(282)

Overall balance

(12,483)

(6,925)

(7,828)

(9,741)

(14,453)

6,568

7,578

8,731

9,261

9,467

6,286
282

7,204
374

8,459
272

9,020
241

9,172
295

Financing
Grants
Ordinary budget
Investment budget-EU

Depreciation
3

354

248

1,007

3,220

4,984

6,925

7,828

9,741

12,483

14,453

167

521

248

1,007

3,220

4,984

Net borrowing(3)

Total financing
Amortization payments
Gross borrowing(4)

(1)

(2)

(3)

(4)

Provisional data.

Budget.

Domestic borrowing.

Gross borrowing equals net borrowing plus amortization payments.

Source: Ministry of Finance.

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PUBLIC DEBT
Overview
Until the end of 1993, the Bank of Greece was the main vehicle through which Greece raised funds in international markets. The proceeds of foreign
currency borrowings by the Bank of Greece were then lent to the Government in drachmae. In line with certain requirements of the Maastricht Treaty concerning
the relationship between the central bank and the Hellenic Republic, the Hellenic Republic has borrowed directly in its own name with the Bank of Greece acting
as paying agent since January 1994.
Currently, Greece's public debt is the responsibility of two units operating under the supervision of the Minister of Finance:
the Public Debt Directorate and the Public Debt Management Agency.
The Public Debt Directorate
The Public Debt Directorate operates under the General Directorate of Fiscal Policy of the Ministry of Finance. Its main task is to monitor public debt not
only in terms of recording and servicing but notably as a parameter for implementing fiscal policy.
In this context, the Public Debt Directorate is responsible for the following:

implementation of fiscal policy guidelines with respect to public debt and active involvement in the preparation and implementation of the
Central Government Budget;

performing middle- and back-office operations including:

(a) making forecasts and evaluations of the evolution of debt, (b) servicing the public debt, (c) issuing monthly and annual reports on debt
according to the national and European accounting system ("ESA 95"), and (d) producing broad statistical information for state or supranational
organizations and publishing periodical reports and bulletins;

the special-purpose financing of the Government (including military financing);

representing the Ministry of Finance in meetings with international and European organizations; and

the legislative framework of public debt.

The Public Debt Management Agency
The Public Debt Management Agency (the "PDMA") was established in 1998 as a legal entity under public law with administrative and financial autonomy
under the supervision of the Ministry of Finance and with its registered seat in Athens.
As agent of the Hellenic Republic for the purpose of meeting the Republic's funding needs, improving its cost of funding, and achieving the best possible
structure of its debt, the PDMA is authorized to undertake the following:

The conclusion of loans and issuance of Government bonds in the domestic and international markets, in euro and other currencies;

The management of public debt, domestic and foreign, applying the appropriate instruments and methods;
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The provision of advice to state enterprises and public entities with respect to the conclusion of bank loans as well as the coordination of these
funding activities and the funding activities of the Hellenic Republic; and

The provision of advice to the Hellenic Republic in connection with loans related to investments and social programs.
The PDMA's activities are carried out in the context defined by the "Funding and Liability Management Program," which is prepared by the PDMA and
approved by the Minister of Finance.
In order to achieve its purpose, the PDMA:

monitors the domestic and foreign markets, evaluates investment proposals relating to domestic and foreign borrowing and strives to improve the
ratio between borrowings and reserves;

undertakes as agent and on behalf of the Hellenic Republic the management and execution of Greece's borrowing program by entering into loan
agreements, issuing bonds and conducting auctions, monitoring and supporting the bond market, and taking any other necessary actions for the
effective execution and management of the abovementioned program, in order to improve the cost of funding and secure coverage of the funding
needs of the Hellenic Republic from time to time; and

prepares reports for the Ministry of Finance and submits proposals related to debt management policy and debt structure.
Summary of Public Debt
The table below provides total outstanding amounts of consolidated general government debt according to the Maastricht definition at December 31 for
the years indicated:
GENERAL GOVERNMENT DEBT
As of December 31,
2004

2005

2006

2007

2008

2009(1)

2010(2)

2011(2)

(euro in millions)

Euro(3)
180,654

209,701

222,148

236,665

259,764

296,772

324,000

336,500

Non-euro area currencies(3)

2,503

2,717

2,056

1,916

1,632

1,260

6,400

12,000

183,157

212,418

224,204

238,581

261,396

298,032

330,400

348,500

Total

(1)
Estimates.
(2)
Forecasts.
(3)
Currency swaps included.
Source: Ministry of Finance.
For an overview of the general government debt-to-GDP ratios for the years 2006 to 2012, see "Public FinanceGreece's General Government Deficit."
Over the past years, the adoption and development of modern debt management techniques contributed to the optimization of the debt portfolio, leading
to the minimization of debt servicing costs under risk constraints associated with interest rate fluctuations. Prudent debt management is supported by
qualitative and quantitative risk analysis and precise evaluation of financial products and instruments. These measures facilitate efficient adjustment of the
debt portfolio to market conditions by providing increased predictability of servicing cost and control over financial risk.
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In addition, significant steps have been taken towards establishing market transparency, not only in terms of issuing procedures and securities
transactions, but also so as to provide European and International Organizations, rating agencies and all other interested parties with detailed and symmetric
information.
In 2010, the weighted average cost of new borrowings was 4.1% for an average maturity of 3.85 years compared to a weighted average cost of new
borrowings of 4.1% and an average maturity of 5.6 years in 2009.
In 2010, the debt management strategy was focused on:

keeping the modified maturity within the desired band of 3.5 to 4.5 years;

maintaining the ratio of floating interest rate debt at between 65% and 80% of the total portfolio;

minimizing foreign currency exposure;

keeping the percentage of debt that is refinanced or re-fixed during the forthcoming 12 months at below 40%; and

maintaining the proportion of debt maturing within the next 5 years at less than 55% of the total portfolio.
Since May 2010, due to the significant deterioration of Greece's fiscal position, which heightened concern about Greece's fiscal sustainability and let to
leading ratings agencies downgrading the ratings of Greece's long-term debt, credit conditions for Greece have deteriorated significantly and new issuances of
public debt have been limited to T-bills.
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CENTRAL AND GENERAL GOVERNMENT DEBT
2008

2009(1)

2010(2)

2011(2)

(euro in millions)

Debt in euro
260,439

297,264

336,800

350,230

108.9

126.5

145.2

153.3

6,576

10,946

10,023

8,120

129

127

120

120

962

8,938

10,903

8,000

5,485

1,881

216,614

251,960

259,500

234,900

216,614

251,960

259,500

234,900

29,342

26,999

59,474

101,216

7,051

6,581

6,108

5,636

856

778

695

313

1,632

1,260

6,400

12,000

0.7

0.5

2.8

5.3

262,071

298,524

343,200

362,230

110.6

127.0

148.0

158.6

as percentage of GDP

Treasury bills
(held by the public sector)
(held by the private sector)
(Euro commercial paperECP)
Government bonds (auction and other issues)
Bonds
Consolidated loans
Syndicated and other loans in euro
Liabilities to the Bank of Greece
ESA 95 adjustments (privatization certificates, securitization, convertible bonds)

Debt in other currencies

as percentage of GDP

Total Central Government Debt

as percentage of GDP

Debt of public entities, coins, etc.

Investments of public entities in government bonds.

25,303
(893)

Central Government Debt (ESA adjustments)

Debt of Local Authorities and Social Security Funds
Intragovernmental Debt
General Government Debt
as percentage of GDP

GDP
(1)

(2)

27,765

18,136

17,381

(3,423)

(3,993)

(3,477)

286,481

322,866

357,343

376,134

1,795

2,010

2,050

1,866

(26,880)

(26,844)

(28,993)

(29,500)

261,396

298,032

330,400

348,500

110.3

126.8

142.5

152.6

236,936

235,035

231,888

228,408

Estimates.

Forecasts.
Source: Ministry of Finance.
Outstanding Central Government debt amounted to 343,200 million, or 148% of GDP, in 2010 compared to 298,524 million, or 127% of GDP, in 2009 and
262,071 million, or 110.6% of GDP, in 2008.
At December 31, 2010, non-euro-denominated Central Government debt accounted for 1.8% of total outstanding Central Government debt compared to
0.4% in 2009 and 0.6% in 2008. The increase in 2010 was due to the loan extended by the IMF under the Financial Assistance Program, which is denominated in
SDRs.
The share of short-term securities (T-bills) in the Central Government debt accounted for 3.2% in 2010 compared to 3.7% in 2009 and 0.5% in 2008. At
December 31, 2010, 45.0% of the central government debt had a residual maturity exceeding 5 years.
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The following graph presents the maturity profile of Central Government debt, in euro millions, at December 31 for each of the years indicated:

The total expenditure for debt servicing (interest payments, amortization, and other related expenditure) in 2010 amounted to 32,810 million compared
to 41,460 million in 2009. The reduction in debt servicing expenditure was due to the decrease in the amount of amortization payments. Please note that
(1) the data for 2010 are based on estimates, (2) the data for 2010 and 2009 included ESA95 expenditure adjustments, and (3) expenditure for short-term debt is
not included.
In May 2010, the ECB suspended the application of the minimum credit rating threshold in the collateral eligibility requirements for the purposes of the
Eurosystem's credit operations with respect to all outstanding or new marketable debt instruments issued or guaranteed by the Greek government until further
notice. For more information on recent changes to the liquidity framework of the ESCB, see "Monetary and Financial SystemMonetary Policy Instruments of the
ESCB."
GUARANTEES GRANTED PER YEAR BY THE HELLENIC REPUBLIC
2005

1,628.2

2006

1,736.0

2007

1,656.6

2008
(euro in millions)

1,788.0

2009

1,563.0

2010

1,254.0

Source: Ministry of Finance.

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USE OF PROCEEDS
Unless otherwise specified in the relevant prospectus supplement, the net proceeds from the sale of securities offered by the Hellenic Republic will be
used by the Government for general funding purposes.
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DESCRIPTION OF SECURITIES
The following is a summary of the material provisions of the securities and the fiscal agency agreements pursuant to which the securities will be issued.
Copies of the form of security and the form of fiscal agency agreement are filed as exhibits to the registration statement of which this prospectus is a part.
This summary does not purport to be complete and is qualified in its entirety by reference to such exhibits. Each time the Hellenic Republic sells securities,
the Hellenic Republic will provide a prospectus supplement that will contain specific information about the terms of that offering. The prospectus supplement
may also add, update or change information contained in this prospectus. If the information in this prospectus differs from any prospectus supplement, you
should rely on the updated information in the prospectus supplement.
General
The securities may be denominated in U.S. dollars or, at the option of the Hellenic Republic, in any other currency or currencies or in composite currencies
or in amounts determined by reference to an index, and may be issued in one or more series as may be authorized from time to time by the Hellenic Republic.
This section summarizes the terms that are common to all series of the securities which the Hellenic Republic may offer. The financial or other specific terms of
your series are described in the applicable prospectus supplement, which is attached to or accompanies this prospectus. If the terms described in the prospectus
supplement that applies to your series of Hellenic Republic securities differ from the terms described in this prospectus, you should rely on the terms described
in the prospectus supplement.
The prospectus supplement that relates to your securities will specify the following terms:

the title of the securities;

the aggregate principal amount, any limitation on such principal amount and the authorized denominations of the securities;

the currency or currencies (including composite currencies) of denomination and payment of principal of and any premium and interest on such
securities and any related currency risks;

the price at which the securities will be issued, expressed as a percentage of their principal amount;

the maturity date or dates of the securities;

the interest rate or rates which the securities will bear, if any, which may be fixed or variable, and the method by which such rate or rates will be

calculated;

the dates from which interest will accrue, the dates on which the Hellenic Republic must pay interest and the record dates for payment of
interest;

whether any amounts payable on the securities will be determined based on an index, price or formula, and how such amount will be determined;

where and how the Hellenic Republic will pay principal, premium, if any, and interest on the securities;

whether and in what circumstances the securities may or must be redeemed or repaid before maturity;

whether and in what circumstances the Hellenic Republic's obligations under the securities may be terminated;

whether the securities will be exchangeable for other securities;

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the form in which the securities will be issued, including whether any part or all of the securities will be issued in the form of one or more
temporary or permanent global securities and, if so, the identity of the depositary for the global securities and the terms of the depositary system;

any sinking fund provisions;

the exchange or exchanges, if any, on which the Hellenic Republic will apply to have the securities listed; and

any other terms of the securities.

The prospectus supplement that relates to your securities will describe any special United States federal income tax and other considerations applicable
to your securities.
The Hellenic Republic may issue securities that bear no interest, or that bear interest at a rate that is below the market rate at the time they are issued,
for sale at a substantial discount below their stated principal amount.
There will be a fiscal agent or agents for the Hellenic Republic in connection with the securities. The duties of the fiscal agent will be governed by the
fiscal agency agreement. The Hellenic Republic may replace the fiscal agent and may appoint a different fiscal agent or agents for different series of securities.
The Hellenic Republic may maintain deposit accounts and conduct other banking and financial transactions with the fiscal agent. The fiscal agent is the Hellenic
Republic's agent. The fiscal agent is not a trustee for the holders of the securities and does not have a trustee's responsibilities or duties to act for them in the
way a trustee would. The initial fiscal agent with respect to any particular series of securities will be designated in the prospectus supplement or supplements
relating to such series.
Status of the Securities
The securities will constitute direct, unconditional, unsecured and general obligations of the Hellenic Republic. The securities will rank equal in right of
payment with all other unsecured and unsubordinated obligations of the Hellenic Republic outstanding at the date of issue of the securities or issued thereafter
without any preference granted by the Hellenic Republic to one above the other by reason of priority of date of issue, currency of payment, or otherwise. The
due and punctual payment of the securities and the performance of the obligations of the Hellenic Republic with respect thereto will be backed by the full faith
and credit of the Hellenic Republic.
Book-Entry System
Form, Registration and Transfers
Unless otherwise provided in the applicable prospectus supplement, the securities will be issued in the form of one or more fully registered global notes
which will be deposited with, or on behalf of, The Depository Trust Company ("DTC"). Global notes will be registered in the name of DTC or its nominee. Except

as set forth below, global notes may be transferred, in whole and not in part, only to DTC or its nominee.
Beneficial interests in the global notes will be shown on, and transfers thereof will be effected only through, records maintained by DTC and its direct and
indirect participants, including Euroclear Bank S.A./N.V. ("Euroclear") and Clearstream Banking, socit anonyme, Luxembourg ("Clearstream"). Investors may
elect to hold interests in the securities through any of DTC, Euroclear or Clearstream, if they are participants in these systems, or indirectly through
organizations which are participants in these systems.
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Upon issuance of a global note, we expect that DTC or its nominee will credit on its book-entry registration and transfer system the principal amount of
the securities represented by the global note to the accounts of institutions that have accounts with DTC or its nominee ("participants"). Euroclear and
Clearstream hold securities on behalf of their participants through customers' securities accounts in their respective names on the books of their respective
depositaries, which in turn hold the securities in customers' securities accounts in the depositaries' names on the books of DTC.
The fiscal agent initially will act as depositary for DTC. The accounts to be initially credited will be designated by the underwriters participating in the
distribution of securities. Ownership of beneficial interests in a global note will be limited to participants or persons that may hold interests through
participants. The laws of some states require that certain purchasers of securities take physical delivery of the securities in definitive form. These limits and
laws may impair the ability to own, transfer or pledge beneficial interests in a global note.
So long as DTC or its nominee is the registered owner of a global note, DTC or its nominee, as the case may be, will be considered the sole owner and
holder of the securities represented by the global note for all purposes under the fiscal agency agreement. Except as set forth below under "Definitive Notes",
owners of beneficial interests in a global note will not be entitled to have the securities represented by the global note registered in their names, will not
receive or be entitled to receive physical delivery of the securities in definitive form and will not be considered the owners or holders thereof under the fiscal
agency agreement. Accordingly, each person owning a beneficial interest in the global note must rely on the procedures of DTC and, to the extent relevant,
Euroclear or Clearstream, and the participant through which the person owns its interest, to exercise any rights of a holder under the fiscal agency agreement.
We understand that, under existing practice, in the event that we request any action by a holder or a beneficial owner desires to take any action that a holder is
entitled to take, the depositary would act upon the instructions of the participant or authorize the participant to take such action, and the participants would
authorize beneficial owners owning through these participants to take the action or would otherwise act upon the instructions of beneficial owners owning
through them.
Payments of Principal and Interest
Unless otherwise provided in the applicable prospectus supplement, we will make principal and interest payments on the securities represented by a
global note registered in the name of DTC or its nominee to the fiscal agent. The fiscal agent will make payments to DTC or its nominee, as the case may be, as
the registered holder of the global note. We expect that DTC or its nominee, upon receipt of any payment of principal or interest, will immediately credit
participants' accounts with payments in amounts proportionate to their respective beneficial interests in the principal amount of the global note as shown on the
records of DTC to its nominee. We also expect that payments by participants to owners of beneficial interests in the global note held through participants will be
governed by standing instructions and customary practices, as is now the case with securities held for the account of customers registered in "street name", and
will be the responsibility of these participants. Distributions with respect to securities held through Euroclear or Clearstream will be credited to the cash
accounts of Euroclear participants or Clearstream participants in accordance with the relevant system's rules and procedures, to the extent received by its
depositary. Neither we nor the fiscal agent will have any responsibility or liability for any aspect of the records relating to, or payments made on account of,
beneficial ownership interests in the global notes or for maintaining, supervising or reviewing any records relating to the beneficial ownership interests.
Definitive Notes
Unless otherwise provided in the applicable prospectus supplement, if DTC is at any time unwilling or unable to continue as depositary or is ineligible to
act as depositary, and a successor
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depositary is not appointed by the Hellenic Republic within 90 days after it is notified by DTC or becomes aware of this condition, or if an event of default with
respect to the securities shall have occurred and be continuing as described under "Default; Acceleration of Maturity", the Hellenic Republic will issue or cause to
be issued securities in definitive form in exchange for the global note representing the securities. In addition, the Hellenic Republic may at any time and in its
sole discretion determine not to have the securities represented by one or more global notes and, in that case, will issue securities in definitive form in
exchange for all of the global notes representing the securities. In that case, the securities will be issued only in fully registered form without coupons in
denominations of U.S.$1,000 and integral multiples thereof. Any security that is exchangeable as described above is exchangeable for definitive notes registered
in such names as DTC will direct. Definitive notes may be presented for registration of transfer or exchange at the office of the paying agent in the City of New
York or such other place specified in a prospectus supplement. Principal of and interest on such security will be payable at such office of the paying agent,
provided that the interest thereon may be paid by check mailed to the registered holders of the securities.
Negative Pledge
As long as a security of any series remains outstanding, the Hellenic Republic will not create or permit to subsist any security interest upon any of its
present or future revenues, properties or assets to secure any public external indebtedness of any person present or future, unless the securities of such series
shall also be secured by such security interest equally and ratably with such public external indebtedness. "Security interest" means any mortgage, charge,
pledge, lien, security interest or other encumbrance securing any obligation of the Hellenic Republic or any other type of preferential arrangement having
similar effect over any revenues, properties or assets of the Hellenic Republic. "Public external indebtedness" means existing or future indebtedness for
borrowed money of the Hellenic Republic that is in the form of, or represented by, bonds, notes or other securities that are or may be quoted, listed or
ordinarily purchased or sold on any stock exchange, automated trading system or over-the-counter or other securities market and is:

expressed or payable or optionally payable in a currency other than the lawful currency of the Hellenic Republic (including any guarantees given by
the Hellenic Republic for any existing or future indebtedness for borrowed money of any other person which indebtedness is expressed or payable
or optionally payable in a currency other than the lawful currency of the Hellenic Republic); or

borrowed from or initially placed with a foreign institution or person under a contract governed by the laws of a jurisdiction other than the
Hellenic Republic (including any guarantees given by the Hellenic Republic for any existing or future indebtedness for borrowed money of any other
person which is borrowed from or initially placed with a foreign institution or person under a contract governed by the laws of a jurisdiction other
than the Hellenic Republic).
Default; Acceleration of Maturity
Unless otherwise specified in a prospectus supplement or supplements, each of the following is an event of default:

the Hellenic Republic for a period of 30 days fails to make a payment of interest when due on any of the securities of any series;

the Hellenic Republic for a period of seven days fails to make the payment of principal when due at maturity on the securities of any series;

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the Hellenic Republic fails to observe or perform any other covenant, condition or provision set out in the securities of any series for 30 days after
receipt of written notice thereof at the office of the fiscal agent from any holder of securities of such series;

any other public external indebtedness of the Hellenic Republic in an amount equal to or exceeding U.S. $25 million (or its equivalent) is
accelerated due to an event of default unless the acceleration is rescinded or annulled;

any payment when due on any other public external indebtedness of the Hellenic Republic in an amount equal to or exceeding U.S. $25 million (or
its equivalent) is not made beyond the applicable grace period;

the Hellenic Republic declares a general moratorium in respect of public external indebtedness or announces its inability to pay its public external
indebtedness as it matures; or

any government order, decree or enactment is made whereby the Hellenic Republic is prevented from observing and performing in full its
obligations contained in the securities of any series.
If any of the above events of default occurs and is continuing, the holders at the time of at least 25% of the aggregate principal amount of the outstanding
securities of such series may (i) give notice in writing to the Hellenic Republic and to the fiscal agent that such securities are immediately due and payable at
their principal amount together with accrued interest (if any) or (ii) decide at a meeting that such securities are immediately due and payable, whereupon such
securities shall become immediately due and payable at their principal amount together with accrued interest (if any) and/or (iii) decide at a meeting that, if
the case may be, litigation be instituted.
The holders of at least 662/3% of the aggregate principal amount of the outstanding securities of such series may rescind (i) such notice of acceleration,
(ii) such decision to accelerate or (iii) such decision to institute litigation if the event or events of default giving rise to the declaration or to the decisions have
been cured or waived. Such rescission shall be made by giving notice in writing to the Hellenic Republic and to the fiscal agent whereupon such declaration or
decision shall be rescinded and have no further effect. No such rescission shall affect any other or any subsequent event of default or any right of any security
holder in relation thereto. Such rescission will be conclusive and binding on all holders of the securities of such series.
Meetings and Quorum
A meeting of holders of securities of any series may be called at any time:

to make, give or take any request, demand, authorization, direction, notice, consent, waiver or other action provided by the fiscal agency
agreement or the securities of that series; or


to modify, amend or supplement the terms of the securities of that series or the fiscal agency agreement.
The Hellenic Republic may at any time call a meeting of holders of securities of any series for any purpose described above. If an event of default occurs
and the Hellenic Republic or the holders of at least 10% in aggregate principal amount of the outstanding securities of a series request (in writing) the fiscal
agent to call a meeting, the fiscal agent will call such a meeting by giving notice thereof pursuant to written instructions regarding the regulations for such
meeting received from the Hellenic Republic as described below.
The notice of a meeting will set forth the time and place of the meeting and in general terms the action proposed to be taken at the meeting. This notice
shall be given as provided in the terms of the securities to the holders of the outstanding securities of a series between 30 to 60 days before the meeting date;
however, in the case of any meeting to be reconvened after adjournment for lack of a quorum, this notice shall be given between 15 and 60 days before the
meeting date.
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Only holders of a series of debt security and their proxies are entitled to vote at a meeting of holders. Holders or proxies representing not less than 66 2/3%
of the aggregate principal amount of the securities of such series at the time outstanding will normally constitute a quorum. However, at the reconvening of a
meeting adjourned for lack of a quorum, holders or proxies representing not less than 25% of the aggregate principal amount of the securities of such series at
the time outstanding will constitute a quorum for the taking of any action set forth in the notice of the original meeting. For purposes of a meeting of holders
that proposes to discuss reserved matters, which are described below, holders or proxies representing not less than 75% of the aggregate principal amount of the
securities of such series at the time outstanding will constitute a quorum. However, at the reconvening of a meeting discussing a reserved matter adjourned for
lack of a quorum, holders or proxies representing not less than 50% of the aggregate principal amount of the securities of such series at the time outstanding will
constitute a quorum for the taking of any action set forth in the notice of the original meeting.
The Hellenic Republic will set the procedures governing the conduct of any meeting and may make reasonable and customary regulations as it deems
advisable for such meeting including with respect to:

the proof of the holding of the securities;

the appointment of proxies in respect of the securities;

the record date for determining the registered owners of the securities entitled to vote at such meeting;

the adjournment and chairmanship of such meeting;

the appointment and duties of inspectors of votes;

the submission and examination of proxies, certificates and other evidence of the right to vote; and

such other matters concerning the conduct of the meeting as it shall deem appropriate.
Amendments and Waivers
Each series of securities will contain collective action clauses with provisions regarding future modifications to their terms and the terms of the fiscal
agency agreement to the extent that it affects that series. These clauses are described below.

The Hellenic Republic and the fiscal agent may generally modify or amend the terms and conditions of the securities of any series or the fiscal agency
agreement if such changes are agreed to at any meeting of holders or by written consent, by holders of not less than 66 2/3% of the aggregate principal amount of
the securities of such series at the time outstanding. If a meeting is adjourned for lack of a quorum, then holders of not less than 25% of the aggregate principal
amount of the securities of such series at the time outstanding and voting at the rescheduled meeting shall constitute such quorum.
However, the holders of not less than 75% of the aggregate principal amount of the securities of any series at the time outstanding, voting at a meeting or
by written consent, or of not less than 50% of the aggregate principal amount of the securities of such series at the time outstanding, voting at any meeting
reconvened after adjournment for lack of a quorum, must consent to any amendment, modification, change or waiver with respect to the securities of such
series that would:

change the due date for the payment of the principal, premium (if any) or any installment of interest on the securities of such series;
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reduce or cancel the principal amount or redemption price or premium (if any) of the securities of such series;

reduce the portion of the principal amount which is payable upon acceleration of the maturity of the securities of such series;

reduce the interest rate on the securities of such series or any premium payable upon redemption of the securities of such series;

change the currency in which interest, premium (if any) or principal will be paid or the places at which interest, premium (if any) or principal of
securities of such series is payable;

shorten the period during which the Hellenic Republic is not permitted to redeem securities of such series, or permit the Hellenic Republic to
redeem securities of such series if, prior to such action, the Hellenic Republic is not permitted to do so;

reduce the proportion of the principal amount of the securities of such series whose vote or consent is necessary to modify, amend or supplement
the fiscal agency agreement or the terms and conditions of the securities of such series;

reduce the proportion of the principal amount of the securities of such series whose vote or consent is necessary to make, take or give any
request, demand, authorization, direction, notice, consent, waiver or other action provided to be made in the fiscal agency agreement or the
terms and conditions of the securities of such series;

change the obligation of the Hellenic Republic to pay additional amounts with respect to the securities of such series;

change the definition of "reserved matters" or of "outstanding" contained in the fiscal agency agreement;

change the governing law provision of the securities of such series;


change the courts to the jurisdiction of which the Hellenic Republic has submitted, its obligation under the fiscal agency agreement or the terms
and conditions of the securities of such series to appoint and maintain an agent for service of process or the waiver of immunity in respect of
actions or proceedings brought by any holder based upon the securities of such series; or

appoint a committee to represent holders of securities of such series after an event of default occurs with respect to the securities of such series.
We refer to the matters described above as "reserved matters." A change to a reserved matter, including the payment terms of the securities of any series,
can be made without your consent, as long as a supermajority or majority of the holders of such series (that is, the holders of not less than 75%, voting at a
meeting or by written consent, or of not less than 50%, voting at an adjourned meeting, of the aggregate principal amount of the securities of such series at the
time outstanding) agrees to the change.
Any resolution passed at any meeting of the holders of securities of any series duly convened and held or any consent in writing signed by and on behalf of
the holders, in each case in accordance with the provisions described above, shall be binding on all the holders of securities of such series, whether or not they
are present at such meeting and whether or not they may sign such written consent. A written consent may be contained in one document or several documents
in the same form, each signed by or on behalf of one or more holders of securities of such series.
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The Hellenic Republic and the fiscal agent may, without the vote or consent of any holder of the securities of any series, amend the fiscal agency
agreement or the securities of any series for the purpose of:

adding to the Hellenic Republic's covenants for the benefit of the holders of the securities of such series;

waiving any right or power conferred upon the Hellenic Republic;

providing security or collateral for the securities of such series;

curing any ambiguity or curing, correcting or supplementing any defective provision in the securities of such series or the fiscal agency agreement;

amending the fiscal agency agreement or any of the securities of such series in any manner which the Hellenic Republic and the fiscal agent may
determine and which is not inconsistent with the securities of such series and does not in the opinion of the Hellenic Republic materially adversely
affect the interest of any holder of the securities of such series;

correcting in the opinion of the Hellenic Republic a manifest error of a formal, minor or technical nature; or

complying with mandatory provisions of law or any other modification provided that such modification is not in the opinion of the Hellenic
Republic materially prejudicial to the interests of the holders of securities of such series.
Any such modification, waiver or change shall be binding on the holders of securities of such series and any such modification, waiver or change, unless
the fiscal agent otherwise requires, shall be notified by the fiscal agent to the holders of the securities of such series as soon as practicable thereafter.
In executing any amendment permitted by the fiscal agency agreement, the fiscal agent will be entitled to receive, and will be fully protected in relying
upon, an opinion of the Hellenic Republic, at the Hellenic Republic's expense, stating that the execution of such amendment is authorized or permitted by the
fiscal agency agreement, that such amendment does not adversely affect in any material respect the interests of the holders of the securities, and that such
amendment constitutes the legal, valid and binding obligation of the Hellenic Republic enforceable in accordance with its terms and subject to customary
exceptions. The fiscal agent may, but shall not be obligated to, enter into any such amendment which affects the fiscal agent's own rights, duties or immunities
under the fiscal agency agreement or otherwise.

For the purposes of ascertaining the right to attend and vote at any meeting of holders of securities of any series and for purposes of determining whether
the required percentage of holders of securities of such series

is present at a meeting for quorum purposes,

has consented to or voted in favor of any request, demand, authorization, direction, notice, consent, waiver, amendment, modification or
supplement to the securities of such series or the fiscal agency agreement, or

has delivered a notice of acceleration of the securities of such series,

any securities of such series that the Hellenic Republic owns or controls directly or indirectly will be disregarded and deemed not to be outstanding. For
this purpose, securities owned, directly or indirectly, by the Bank of Greece or any of the Hellenic Republic's local authorities and other local authorities' entities
will not be regarded as, or deemed to be, owned or controlled, directly or indirectly by the Hellenic Republic. As used in this paragraph "control" means the
power, directly or indirectly, through the ownership of voting securities or other ownership interests, or otherwise, to direct the
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management of or elect or appoint a majority of the board of directors or other persons performing similar functions in lieu of, or in addition to, the board of
directors of a corporation, trust, financial institution or other entity.
Redemption
Unless otherwise specified in a prospectus supplement or supplements, if the Hellenic Republic ceases to be a member in good standing of the
International Monetary Fund or ceases to be fully eligible to utilize the resources of the International Monetary Fund, then, upon the holder of any security of
any series giving to the Hellenic Republic written notice (requesting redemption of such security within not more than 60 nor less than 30 days of delivery of
such notice) at the specified office of the fiscal agent for the securities of such series and, for such notice to be valid, also to the General Accounting Office,
Public Debt Division, Ministry of Finance, the Hellenic Republic will, upon the expiry of such notice, redeem such security at 100% of the principal amount
thereof, together, if appropriate, with accrued interest. Any notice shall be irrevocable.
If the securities of any series provide for mandatory redemption by the Hellenic Republic, or redemption at the election of the Hellenic Republic, such
redemption shall be on not more than 60 or less than 30 days' notice. If we are not redeeming all of the securities in a series, the securities to be redeemed will
be selected by lot by the fiscal agent in accordance with DTC procedures. Unless all the securities of a series to be redeemed are registered securities or bearer
securities registered as to principal, we will publish a notice of redemption at least twice prior to the redemption date in a newspaper printed in the English
language and of general circulation in Europe and in such other places, if any, as are set forth in such securities. Additionally, we will mail notice of such
redemption to holders of registered securities of such series, and to those holders of bearer securities of such series who have registered the principal of their
securities. We will mail the notice to the holders' last addresses as they appear on the register for the securities of such series. Under United States income tax
regulations, special rules apply to securities that can be redeemed prior to maturity if the yield on the redeemed securities would be lower than the yield on the
securities if outstanding to stated maturity. For a more detailed discussion, see the section entitled "TaxationUnited States TaxationUnited States Holders
Original Issue DiscountSecurities Subject to Contingencies Including Optional Redemption," below.
Further Issues of Securities
Without the consent of the holders of securities of such series, the Hellenic Republic may create and issue additional securities with the same terms and
conditions as an outstanding series of securities (or the same except for the payment of interest scheduled on them and paid prior to the time of their issue).
The Hellenic Republic may consolidate the additional debt securities to form a single series with an outstanding series of securities.
Additional Amounts
Unless otherwise specified in a prospectus supplement or prospectus supplements, the Hellenic Republic will make any payments of the principal of,
premium, if any, and interest on the securities of any series without deducting or withholding any present or future taxes of the Hellenic Republic, unless the
deduction or withholding is required by law. If any deduction or withholding of such amounts is required by law, the Hellenic Republic will pay to each registered
holder of securities of any series who is not a resident of the Hellenic Republic the additional amounts required to ensure that such holder receives the same
amount as he or she would have received without this withholding or deduction.
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Notwithstanding the foregoing, no additional amounts shall be payable in respect of any security of any series presented for payment:

by or on behalf of a holder who is subject to such tax in respect of such security by reason of his being connected with the Hellenic Republic (or
any political subdivision thereof) otherwise than merely by holding such security or receiving principal or interest in respect thereof; or

by or on behalf of a holder who would not be liable for or subject to such withholding or deduction by making a declaration of non-residence or
other similar claim for exemption to the relevant tax authority if, after having been requested to make such a declaration or claim, such holder
fails to do so; or

more than 30 days after the Relevant Date except to the extent that the holder of any security of such series would have been entitled to such
additional payment on presenting the security of such series for payment on the last day of such 30 day period; or

where such withholding or deduction is imposed on a payment to or for an individual and is required to be made pursuant to the EU Directive on
the Taxation of Savings Income.
The "Relevant Date" in relation to any security of any series means:
(i)

(ii)

the due date for payment thereof; or

(if the full amount of the monies payable on such date has not been received by the fiscal agent on or prior to such due date) the date on which
the full amount of such monies has been so received and notice to that effect is duly given to the holders of securities of such series.
Any reference in this prospectus and any prospectus supplement to principal or interest in respect of the securities shall be deemed to include, as
applicable, any additional amounts which may be payable by reason of a deduction or withholding of any amount from payments of principal or interest.
Governing Law; Consent to Service
The fiscal agency agreement and the securities will be governed by, and interpreted in accordance with, the laws of the State of New York, without regard
to principles of conflicts of law (other than Section 5-140 of the General Obligation Law of the State of New York) except with respect to authorization and
execution by the Hellenic Republic of the fiscal agency agreement and the securities, and any other matters required to be governed by the laws of the Hellenic
Republic.

The Hellenic Republic will irrevocably submit to the jurisdiction of any state or Federal court in New York City with respect to any action arising out of or
based on the securities of any series which may be instituted by any holder of a security of such series. In addition, the Hellenic Republic will appoint the Consul
General of the Hellenic Republic in New York as its authorized agent upon which process may be served in any such action by any holder of a security of such
series. The Hellenic Republic will irrevocably waive, to the fullest extent permitted by the laws of the Hellenic Republic and by international conventions, any
immunity from jurisdiction and, except as provided below, from execution or attachment or process in the nature thereof to which it might otherwise be
entitled in any such action. Notwithstanding the foregoing, under the laws of the Hellenic Republic, the funds, assets, rights and general property of the Hellenic
Republic located in the Hellenic Republic are immune from execution and attachment and any process in the nature thereof to the extent permitted by the laws
of the Hellenic Republic and international conventions, and the foregoing waiver shall not constitute a waiver of such immunity or of any immunity from
execution or attachment or any process in the nature thereof with respect to the premises of the Hellenic Republic's diplomatic missions in any jurisdiction
which affords immunity thereto or with respect to assets of the Hellenic Republic outside of the Hellenic Republic necessary for the proper functioning of the
Hellenic Republic as a sovereign power.
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Such waiver and the appointment of the Consul General of the Hellenic Republic in New York as agent for service do not apply to any action brought against the
Hellenic Republic under the United States Federal securities laws. While the United States Foreign Sovereign Immunities Act of 1976 (the "Immunities Act") may
provide a means by which service can be made in any such action, in the absence of a waiver of immunity by the Hellenic Republic, it would not be possible to
obtain a United States judgment in any such action against the Hellenic Republic unless a court were to determine that the Hellenic Republic is not entitled
under the Immunities Act to sovereign immunity with respect to such action. The Hellenic Republic is also subject to suit in competent courts in the Hellenic
Republic. A final judgment against the Hellenic Republic rendered by any competent Federal or State court sitting in the State of New York will be recognized in
Greece without being reviewed as to the merits provided such judgment does not contradict Greek principles of good morals or public order and does not
contradict a prior judgment of a Greek court with respect to the same dispute. A judicial duty equivalent to 0.7% of the amount claimed is payable to the
Hellenic Republic upon the commencement of proceedings before a Greek court to obtain judgment upon any sum due from the Hellenic Republic.
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GLOBAL CLEARANCE AND SETTLEMENT
The information set forth below with respect to DTC, Euroclear and Clearstream, which are collectively referred to as the clearing systems, is subject to
any change in or reinterpretation of the rules, regulations and procedures of the clearing systems currently in effect. The information concerning the clearing
systems has been obtained from sources that we believe to be reliable, but neither we nor any underwriter named in the applicable prospectus supplement
take any responsibility for the accuracy thereof. Investors wishing to use the facilities of any of the clearing systems are advised to confirm the continued
applicability of the rules, regulations and procedures of the relevant clearing system. We will not have any responsibility or liability for any aspect of the
records relating to, or payments made on account of, interests in the securities held through the facilities of any clearing system or for maintaining,
supervising or reviewing any records relating to such beneficial ownership interests of any security holder.
The Clearing Systems
DTC is a limited-purpose trust company organized under the laws of the State of New York, a "banking organization" within the meaning of the New York
Banking Law, a member of the Federal Reserve System, a "clearing corporation" within the meaning of the New York Uniform Commercial Code and a "clearing
agency" registered pursuant to the provision of Section 17A of the U.S. Securities Exchange Act of 1934, as amended. DTC holds securities that DTC participants
deposit with DTC. DTC also facilitates the post-trade settlement among DTC participants of sales and other securities transactions in deposited securities,
through electronic computerized book-entry transfers and pledges between DTC participants' accounts. This eliminates the need for physical movement of
certificates. DTC participants include both U.S. and non-U.S. securities brokers and dealers, banks, trust companies, clearing corporations and certain other
organizations. DTC is a wholly-owned subsidiary of The Depositary Trust & Clearing Corporation ("DTCC"). DTCC is, in turn, owned by the users of its regulated
subsidiaries. Access to the DTC book-entry system is also available to others, such as both U.S. and non-U.S. securities brokers and dealers, banks, trust
companies and clearing corporations that clear through or maintain a custodial relationship with a DTC participant, either directly or indirectly. The DTC Rules
applicable to its participants are on file with the Securities and Exchange Commission.
Euroclear and Clearstream each hold securities for their customers and facilitate the clearance and settlement of securities transactions by electronic
book-entry transfer between their respective account holders. Euroclear and Clearstream provide various services including safekeeping, administration,
clearance and settlement of internationally traded securities and securities lending and borrowing. Euroclear and Clearstream also deal with domestic securities
markets in several countries through established depository and custodial relationships. Euroclear and Clearstream have established an electronic bridge
between their two systems across which their respective participants may settle trades with each other.
Euroclear and Clearstream customers are world-wide financial institutions including underwriters, securities brokers and dealers, banks, trust companies
and clearing corporations. Indirect access to Euroclear and Clearstream is available to other institutions which clear through or maintain a custodial relationship
with an account holder of either system.
Global Clearance and Settlement Procedures
The following arrangements will apply to securities represented by one or more global notes registered in the name of DTC or its nominee:
Initial settlement for the securities will be made in U.S. dollars in immediately available funds (i.e., for value on the date of delivery of the securities).
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Investors electing to hold their securities through DTC will follow the settlement practices applicable to U.S. corporate debt obligations. The securities
custody accounts of investors will be credited with their holdings on the settlement date against payment in same-day funds within DTC effected in U.S. dollars.
Investors electing to hold their securities through Euroclear or Clearstream accounts will follow the settlement procedures applicable to conventional
Eurobonds.
All securities will be recorded in a register maintained by the fiscal agent. The fiscal agent will be responsible for (1) maintaining a record of the
aggregate holdings of all outstanding securities evidenced by the global notes; (2) ensuring that payments of principal and interest in respect of the securities
received by the fiscal agent from the Hellenic Republic are duly credited to the holders of the securities; and (3) transmitting to the Hellenic Republic any
notices from the holders of the securities.
Secondary market sales of book-entry interests in the securities between DTC participants will occur in the ordinary way in accordance with DTC rules and
will be settled using the procedures applicable to United States corporate debt obligations in DTC's Settlement System. Secondary market sales of book-entry
interests in the securities held through Euroclear or Clearstream to purchasers of book-entry interests in the securities through Euroclear or Clearstream will be
conducted in accordance with the normal rules and operating procedures of Euroclear and Clearstream and will be settled using the procedures applicable to
conventional Eurobonds.
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DEBT RECORD
Since 1946, the Hellenic Republic has never defaulted on the payment of principal of, or premium or interest on, any external security issued by it.
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TAXATION
Greek Taxation
The comments below are of a general nature and are based on the provisions of tax laws currently in force in Greece. Security holders who are in doubt
as to their personal tax position should consult their professional advisers.
All payments due from the Hellenic Republic in respect of principal or interest in respect of the securities may be made free and clear of, and without
deduction or withholding for or on account of, any present or future taxes, duties, assessments or governmental charges of whatever nature imposed or levied by
or on behalf of the Hellenic Republic or by or on behalf of any political subdivision thereof or any authority therein having power to tax (a "Tax") provided that
the holder of the relevant security is not subject to such tax by reason of his being connected with the Hellenic Republic otherwise than merely by acquiring or
holding the security or enforcing and receiving payments in respect of the security. In the event deduction or withholding of such Tax is compelled by law, the
Hellenic Republic will pay such additional amounts as will result (after such deduction or withholding) in the receipt by such holders of the security of the
amounts which would otherwise have been receivable (in the absence of such deduction or withholding), except that no such additional amount shall be payable
in respect of any security presented for payment where such withholding or deduction is imposed on a payment to an individual, as defined in and required to be
made pursuant to the European Directive on the Taxation of Savings Income and L. 3312/2005 implementing such Directive in Greece.
If the securities are held by residents of Greece, interest in respect of the securities will be subject to a tax on account of applicable income tax, which
will be withheld by the Bank of Greece.
The Hellenic Republic will not be obliged to pay additional amounts as may be necessary in order that the net amounts received by a Greek resident after
such deduction equal the respective amount of interest which would have been receivable in respect of the securities in the absence of such deduction.
No stamp, registration, or similar taxes are currently payable in the Hellenic Republic in respect of execution or delivery of any of the documents in
connection with the execution, issue registration or transfer of any of the securities.
United States Taxation
This section describes the material United States federal income tax consequences of owning the securities we are offering. It is the opinion of Sullivan &
Cromwell LLP, United States counsel to the underwriters. It applies to you only if you acquire securities in the offering and you hold your securities as capital
assets for tax purposes. This section does not apply to you if you are a member of a class of holders subject to special rules, such as:

a dealer in securities or currencies,

a trader in securities that elects to use a mark-to-market method of accounting for your securities holdings,

a bank,


a life insurance company,

a tax-exempt organization,

a person that owns securities that are a hedge or that are hedged against interest rate or currency risks,

a person that owns securities as part of a straddle or conversion transaction for tax purposes, or
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a United States holder (as defined below) whose functional currency for tax purposes is not the U.S. dollar.
This section deals only with securities that are due to mature 30 years or less from the date on which they are issued. The United States federal income
tax consequences of owning securities that are due to mature more than 30 years from their date of issue will be discussed in an applicable prospectus
supplement. This section is based on the Internal Revenue Code of 1986, as amended, its legislative history, existing and proposed regulations under the Internal
Revenue Code, published rulings and court decisions, all as currently in effect. These laws are subject to change, possibly on a retroactive basis.
If a partnership holds the securities, the United States federal income tax treatment of a partner will generally depend on the status of the partner and
the tax treatment of the partnership. A partner in a partnership holding the securities should consult its tax advisor with regard to the United States federal
income tax treatment of an investment in the securities.
Please consult your own tax advisor concerning the consequences of owning these securities in your particular circumstances under the Code and the laws
of any other taxing jurisdiction.
United States Holders
This subsection describes the tax consequences to a United States holder. You are a United States holder if you are a beneficial owner of a security and you
are:

a citizen or resident of the United States,

a domestic corporation,

an estate whose income is subject to United States federal income tax regardless of its source, or

a trust if a United States court can exercise primary supervision over the trust's administration and one or more United States persons are
authorized to control all substantial decisions of the trust.
If you are not a United States holder, this subsection does not apply to you and you should refer to "United States Alien Holders" below.
Payments of Interest
Except as described below in the case of interest on a discount security that is not qualified stated interest, each as defined below under "Original Issue
DiscountGeneral", you will be taxed on any interest on your security, whether payable in U.S. dollars or a foreign currency, including a composite currency or
basket of currencies other than U.S. dollars, as ordinary income at the time you receive the interest or when it accrues, depending on your method of

accounting for tax purposes.

Interest and any additional amounts, if the Hellenic Republic is required to pay such additional amounts, paid on, and original issue discount (as described
under "Original Issue Discount" below) accrued with respect to, the securities that are issued by the Hellenic Republic constitute income from sources outside
the United States subject to the rules regarding the foreign tax credit allowable to a United States holder. Under the foreign tax credit rules, interest and
original issue discount will, depending on your circumstances, be either "passive" or "general" income for purposes of calculating the foreign tax credit.
Cash Basis Taxpayers. If you are a taxpayer that uses the cash receipts and disbursements method of accounting for tax purposes and you receive an
interest payment that is denominated in, or determined by reference to, a foreign currency, you must recognize income equal to the U.S. dollar
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value of the interest payment, based on the exchange rate in effect on the date of receipt, regardless of whether you actually convert the payment into U.S.
dollars.
Accrual Basis Taxpayers. If you are a taxpayer that uses an accrual method of accounting for tax purposes, you may determine the amount of income
that you recognize with respect to an interest payment denominated in, or determined by reference to, a foreign currency by using one of two methods. Under
the first method, you will determine the amount of income accrued based on the average exchange rate in effect during the interest accrual period or, with
respect to an accrual period that spans two taxable years, that part of the period within the taxable year.
If you elect the second method, you would determine the amount of income accrued on the basis of the exchange rate in effect on the last day of the
accrual period, or, in the case of an accrual period that spans two taxable years, the exchange rate in effect on the last day of the part of the period within the
taxable year. Additionally, under this second method, if you receive a payment of interest within five business days of the last day of your accrual period or
taxable year, you may instead translate the interest accrued into U.S. dollars at the exchange rate in effect on the day that you actually receive the interest
payment. If you elect the second method, it will apply to all debt instruments that you hold at the beginning of the first taxable year to which the election
applies and to all debt instruments that you subsequently acquire. You may not revoke this election without the consent of the Internal Revenue Service.
When you actually receive an interest payment, including a payment attributable to accrued but unpaid interest upon the sale or retirement of your
security, denominated in, or determined by reference to, a foreign currency for which you accrued an amount of income, you will recognize ordinary income or
loss measured by the difference, if any, between the exchange rate that you used to accrue interest income and the exchange rate in effect on the date of
receipt, regardless of whether you actually convert the payment into U.S. dollars.
Original Issue Discount
General. If you own a security, other than a short-term security with a term of one year or less, it will be treated as a discount security issued at an
original issue discount if the amount by which the security's stated redemption price at maturity exceeds its issue price is more than a de minimis amount.
Generally, a security's issue price will be the first price at which a substantial amount of securities included in the issue of which the security is a part is sold to
persons other than bond houses, brokers, or similar persons or organizations acting in the capacity of underwriters, placement agents, or wholesalers. A
security's stated redemption price at maturity is the total of all payments provided by the security that are not payments of qualified stated interest. Generally,
an interest payment on a security is qualified stated interest if it is one of a series of stated interest payments on a security that are unconditionally payable at
least annually at a single fixed rate, with certain exceptions for lower rates paid during some periods, applied to the outstanding principal amount of the
security. There are special rules for variable rate securities that are discussed under "Variable Rate Securities".
In general, your security is not a discount security if the amount by which its stated redemption price at maturity exceeds its issue price is less than the
de minimis amount of 1/4 of one percent of its stated redemption price at maturity multiplied by the number of complete years to its maturity. Your security will
have de minimis original issue discount if the amount of the excess is less than the de minimis amount. If your security has de minimis original issue discount,
you must include the de minimis amount in income as stated principal payments are made on the security, unless you make the election described below under
"Election to Treat All Interest as Original Issue Discount". You can determine the includible amount with respect to each such payment by multiplying the total
amount of your security's de minimis original issue discount by a fraction equal to:

the amount of the principal payment made

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divided by:

the stated principal amount of the security.

Generally, if your discount security matures more than one year from its date of issue, you must include original issue discount, or OID, in income before
you receive cash attributable to that income. The amount of OID that you must include in income is calculated using a constant-yield method, and generally you
will include increasingly greater amounts of OID in income over the life of your security. More specifically, you can calculate the amount of OID that you must
include in income by adding the daily portions of OID with respect to your discount security for each day during the taxable year or portion of the taxable year
that you hold your discount security. You can determine the daily portion by allocating to each day in any accrual period a pro rata portion of the OID allocable
to that accrual period. You may select an accrual period of any length with respect to your discount security and you may vary the length of each accrual period
over the term of your discount security. However, no accrual period may be longer than one year and each scheduled payment of interest or principal on the
discount security must occur on either the first or final day of an accrual period.
You can determine the amount of OID allocable to an accrual period by:

multiplying your discount security's adjusted issue price at the beginning of the accrual period by your security's yield to maturity, and then

subtracting from this figure the sum of the payments of qualified stated interest on your security allocable to the accrual period.
You must determine the discount security's yield to maturity on the basis of compounding at the close of each accrual period and adjusting for the length
of each accrual period. Further, you determine your discount security's adjusted issue price at the beginning of any accrual period by:

adding your discount security's issue price and any accrued OID for each prior accrual period, and then

subtracting any payments previously made on your discount security that were not qualified stated interest payments.
If an interval between payments of qualified stated interest on your discount security contains more than one accrual period, then, when you determine
the amount of OID allocable to an accrual period, you must allocate the amount of qualified stated interest payable at the end of the interval, including any
qualified stated interest that is payable on the first day of the accrual period immediately following the interval, pro rata to each accrual period in the interval
based on their relative lengths. In addition, you must increase the adjusted issue price at the beginning of each accrual period in the interval by the amount of
any qualified stated interest that has accrued prior to the first day of the accrual period but that is not payable until the end of the interval. You may compute
the amount of OID allocable to an initial short accrual period by using any reasonable method if all other accrual periods, other than a final short accrual period,
are of equal length.

The amount of OID allocable to the final accrual period is equal to the difference between:

the amount payable at the maturity of your security, other than any payment of qualified stated interest, and

your security's adjusted issue price as of the beginning of the final accrual period.
Acquisition Premium. If you purchase your security for an amount that is less than or equal to the sum of all amounts, other than qualified stated
interest, payable on your security after the purchase date but is greater than the amount of your security's adjusted issue price, as determined above under "
General", the excess is acquisition premium. If you do not make the election described below under
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"Election to Treat All Interest as Original Issue Discount", then you must reduce the daily portions of OID by a fraction equal to:

the excess of your adjusted basis in the security immediately after purchase over the adjusted issue price of the security
divided by:

the excess of the sum of all amounts payable, other than qualified stated interest, on the security after the purchase date over the security's
adjusted issue price.
Pre-Issuance Accrued Interest.

An election may be made to decrease the issue price of your security by the amount of pre-issuance accrued interest if:

a portion of the initial purchase price of your security is attributable to pre-issuance accrued interest,

the first stated interest payment on your security is to be made within one year of your security's issue date, and

the payment will equal or exceed the amount of pre-issuance accrued interest.
If this election is made, a portion of the first stated interest payment will be treated as a return of the excluded pre-issuance accrued interest and not as
an amount payable on your security.
Securities Subject to Contingencies Including Optional Redemption. Your security is subject to a contingency if it provides for an alternative payment
schedule or schedules applicable upon the occurrence of a contingency or contingencies, other than a remote or incidental contingency, whether such
contingency relates to payments of interest or of principal. In such a case, you must determine the yield and maturity of your security by assuming that the
payments will be made according to the payment schedule most likely to occur if:

the timing and amounts of the payments that comprise each payment schedule are known as of the issue date and

one of such schedules is significantly more likely than not to occur.

If there is no single payment schedule that is significantly more likely than not to occur, other than because of a mandatory sinking fund, you must include
income on your security in accordance with the general rules that govern contingent payment obligations. These rules will be discussed in the applicable
prospectus supplement.
Notwithstanding the general rules for determining yield and maturity, if your security is subject to contingencies, and either you or we have an
unconditional option or options that, if exercised, would require payments to be made on the security under an alternative payment schedule or schedules,
then:

in the case of an option or options that we may exercise, we will be deemed to exercise or not exercise an option or combination of options in the
manner that minimizes the yield on your security and

in the case of an option or options that you may exercise, you will be deemed to exercise or not exercise an option or combination of options in
the manner that maximizes the yield on your security.
If both you and we hold options described in the preceding sentence, those rules will apply to each option in the order in which they may be exercised.
You may determine the yield on your security for the purposes of those calculations by using any date on which your security may be redeemed or repurchased as
the maturity date and the amount payable on the date that you chose in accordance with the terms of your security as the principal amount payable at maturity.
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If a contingency, including the exercise of an option, actually occurs or does not occur contrary to an assumption made according to the above rules then,
except to the extent that a portion of your security is repaid as a result of this change in circumstances and solely to determine the amount and accrual of OID,
you must redetermine the yield and maturity of your security by treating your security as having been retired and reissued on the date of the change in
circumstances for an amount equal to your security's adjusted issue price on that date.
Election to Treat All Interest as Original Issue Discount. You may elect to include in gross income all interest that accrues on your security using the
constant-yield method described above under "General", with the modifications described below. For purposes of this election, interest will include stated
interest, OID, de minimis original issue discount, market discount, de minimis market discount and unstated interest, as adjusted by any amortizable bond
premium, described below under "Securities Purchased at a Premium," or acquisition premium.
If you make this election for your security, then, when you apply the constant-yield method:

the issue price of your security will equal your cost,

the issue date of your security will be the date you acquired it, and

no payments on your security will be treated as payments of qualified stated interest.

Generally, this election will apply only to the security for which you make it; however, if the security has amortizable bond premium, you will be deemed
to have made an election to apply amortizable bond premium against interest for all debt instruments with amortizable bond premium, other than debt
instruments the interest on which is excludible from gross income, that you hold as of the beginning of the taxable year to which the election applies or any
taxable year thereafter. Additionally, if you make this election for a market discount security, you will be treated as having made the election discussed below
under "Market Discount" to include market discount in income currently over the life of all debt instruments that you acquire on or after the first day of the
first taxable year to which the election applies. You may not revoke any election to apply the constant-yield method to all interest on a security or the deemed
elections with respect to amortizable bond premium or market discount securities without the consent of the Internal Revenue Service.
Variable Rate Securities.

Your security will be a variable rate security if:

your security's issue price does not exceed the total noncontingent principal payments by more than the lesser of:

.015 multiplied by the product of the total noncontingent principal payments and the number of complete years to maturity from the issue
date, or


15 percent of the total noncontingent principal payments; and

your security provides for stated interest, compounded or paid at least annually, only at:

one or more qualified floating rates,

a single fixed rate and one or more qualified floating rates,

a single objective rate, or

a single fixed rate and a single objective rate that is a qualified inverse floating rate.
Your security will have a variable rate that is a qualified floating rate if:

variations in the value of the rate can reasonably be expected to measure contemporaneous variations in the cost of newly borrowed funds in the
currency in which your security is denominated; or
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the rate is equal to such a rate multiplied by either:

a fixed multiple that is greater than 0.65 but not more than 1.35, or

a fixed multiple greater than 0.65 but not more than 1.35, increased or decreased by a fixed rate; and

the value of the rate on any date during the term of your security is set no earlier than three months prior to the first day on which that value is in
effect and no later than one year following that first day.
If your security provides for two or more qualified floating rates that are within 0.25 percentage points of each other on the issue date or can reasonably
be expected to have approximately the same values throughout the term of the security, the qualified floating rates together constitute a single qualified
floating rate.
Your security will not have a qualified floating rate, however, if the rate is subject to certain restrictions (including caps, floors, governors, or other
similar restrictions) unless such restrictions are fixed throughout the term of the security or are not reasonably expected to significantly affect the yield on the
security.
Your security will have a variable rate that is a single objective rate if:

the rate is not a qualified floating rate,

the rate is determined using a single, fixed formula that is based on objective financial or economic information that is not within the control of or
unique to the circumstances of the issuer or a related party, and

the value of the rate on any date during the term of your security is set no earlier than three months prior to the first day on which that value is in
effect and no later than one year following that first day.
Your security will not have a variable rate that is an objective rate, however, if it is reasonably expected that the average value of the rate during the first
half of your security's term will be either significantly less than or significantly greater than the average value of the rate during the final half of your security's
term.

An objective rate as described above is a qualified inverse floating rate if:

the rate is equal to a fixed rate minus a qualified floating rate and

the variations in the rate can reasonably be expected to inversely reflect contemporaneous variations in the cost of newly borrowed funds.
Your security will also have a single qualified floating rate or an objective rate if interest on your security is stated at a fixed rate for an initial period of
one year or less followed by either a qualified floating rate or an objective rate for a subsequent period, and either:

the fixed rate and the qualified floating rate or objective rate have values on the issue date of the security that do not differ by more than
0.25 percentage points, or

the value of the qualified floating rate or objective rate is intended to approximate the fixed rate.
In general, if your variable rate security provides for stated interest at a single qualified floating rate or objective rate, or one of those rates after a single
fixed rate for an initial period, all stated interest on your security is qualified stated interest. In this case, the amount of OID, if any, is determined by using, in
the case of a qualified floating rate or qualified inverse floating rate, the value as of the issue date of the qualified floating rate or qualified inverse floating
rate, or, for any other objective rate, a fixed rate that reflects the yield reasonably expected for your security.
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If your variable rate security does not provide for stated interest at a single qualified floating rate or a single objective rate, and also does not provide for
interest payable at a fixed rate other than a single fixed rate for an initial period, you generally must determine the interest and OID accruals on your security
by:

determining a fixed rate substitute for each variable rate provided under your variable rate security,

constructing the equivalent fixed rate debt instrument, using the fixed rate substitute described above,

determining the amount of qualified stated interest and OID with respect to the equivalent fixed rate debt instrument, and

adjusting for actual variable rates during the applicable accrual period.
When you determine the fixed rate substitute for each variable rate provided under the variable rate security, you generally will use the value of each
variable rate as of the issue date or, for an objective rate that is not a qualified inverse floating rate, a rate that reflects the reasonably expected yield on your
security.
If your variable rate security provides for stated interest either at one or more qualified floating rates or at a qualified inverse floating rate, and also
provides for stated interest at a single fixed rate other than at a single fixed rate for an initial period, you generally must determine interest and OID accruals by
using the method described in the previous paragraph. However, your variable rate security will be treated, for purposes of the first three steps of the
determination, as if your security had provided for a qualified floating rate, or a qualified inverse floating rate, rather than the fixed rate. The qualified floating
rate, or qualified inverse floating rate, that replaces the fixed rate must be such that the fair market value of your variable rate security as of the issue date
approximates the fair market value of an otherwise identical debt instrument that provides for the qualified floating rate, or qualified inverse floating rate,
rather than the fixed rate.
Short-Term Securities. In general, if you are an individual or other cash basis United States holder of a short-term security, you are not required to
accrue OID, as specially defined below for the purposes of this paragraph, for United States federal income tax purposes unless you elect to do so (although it is
possible that you may be required to include any stated interest in income as you receive it). If you are an accrual basis taxpayer, a taxpayer in a special class,
including, but not limited to, a regulated investment company, common trust fund, or a certain type of pass-through entity, or a cash basis taxpayer who so
elects, you will be required to accrue OID on short-term securities on either a straight-line basis or under the constant-yield method, based on daily
compounding. If you are not required and do not elect to include OID in income currently, any gain you realize on the sale or retirement of your short-term
security will be ordinary income to the extent of the accrued OID, which will be determined on a straight-line basis unless you make an election to accrue the
OID under the constant-yield method, through the date of sale or retirement. However, if you are not required and do not elect to accrue OID on your short-term
securities, you will be required to defer deductions for interest on borrowings allocable to your short-term securities in an amount not exceeding the deferred
income until the deferred income is realized.

When you determine the amount of OID subject to these rules, you must include all interest payments on your short-term security, including stated
interest, in your short-term security's stated redemption price at maturity.
Foreign Currency Discount Securities. If your discount security is denominated in, or determined by reference to, a foreign currency, you must
determine OID for any accrual period on your discount security in the foreign currency and then translate the amount of OID into U.S. dollars in the same
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manner as stated interest accrued by an accrual basis United States holder, as described under "United States HoldersPayments of Interest". You may
recognize ordinary income or loss when you receive an amount attributable to OID in connection with a payment of interest or the sale or retirement of your
security.
Market Discount
You will be treated as if you purchased your security, other than a short-term security, at a market discount, and your security will be a market discount
security if:

you purchase your security for less than its issue price as determined above under "Original Issue DiscountGeneral," and

the difference between the security's stated redemption price at maturity or, in the case of a discount security, the security's revised issue price,
and the price you paid for your security is equal to or greater than 1/4 of one percent of your security's stated redemption price at maturity or
revised issue price, respectively, multiplied by the number of complete years to the security's maturity. To determine the revised issue price of
your security for these purposes, you generally add any OID that has accrued on your security to its issue price.
If your security's stated redemption price at maturity or, in the case of a discount security, its revised issue price, exceeds the price you paid for the
security by less than 1/4 of one percent multiplied by the number of complete years to the security's maturity, the excess constitutes de minimis market
discount, and the rules discussed below are not applicable to you.
You must treat any gain you recognize on the maturity or disposition of your market discount security as ordinary income to the extent of the accrued
market discount on your security. Alternatively, you may elect to include market discount in income currently over the life of your security. If you make this
election, it will apply to all debt instruments with market discount that you acquire on or after the first day of the first taxable year to which the election
applies. You may not revoke this election without the consent of the Internal Revenue Service. If you own a market discount security and do not make this
election, you will generally be required to defer deductions for interest on borrowings allocable to your security in an amount not exceeding the accrued market
discount on your security until the maturity or disposition of your security.
You will accrue market discount on your market discount security on a straight-line basis unless you elect to accrue market discount using a constant-yield
method. If you make this election, it will apply only to the security with respect to which it is made and you may not revoke it.
Securities Purchased at a Premium
If you purchase your security for an amount in excess of its principal amount, you may elect to treat the excess as amortizable bond premium. If you make
this election, you will reduce the amount required to be included in your income each year with respect to interest on your security by the amount of
amortizable bond premium allocable to that year, based on your security's yield to maturity. If your security is denominated in, or determined by reference to, a
foreign currency, you will compute your amortizable bond premium in units of the foreign currency and your amortizable bond premium will reduce your interest
income in units of the foreign currency. Gain or loss recognized that is attributable to changes in exchange rates between the time your amortized bond

premium offsets interest income and the time of the acquisition of your security is generally taxable as ordinary income or loss. If you make an election to
amortize bond premium, it will apply to all debt instruments, other than debt instruments the interest on which is excludible from gross income, that you hold
at the beginning of the first taxable year to which the election applies or that you thereafter acquire, and you
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may not revoke it without the consent of the Internal Revenue Service. See also "Original Issue DiscountElection to Treat All Interest as Original Issue Discount".
Purchase, Sale and Retirement of the Securities
Your tax basis in your security will generally be the U.S. dollar cost, as defined below, of your security, adjusted by:

adding any OID or market discount previously included in income with respect to your security, and then

subtracting any payments on your security that are not qualified stated interest payments and any amortizable bond premium applied to reduce
interest on your security.
If you purchase your security with foreign currency, the U.S. dollar cost of your security will generally be the U.S. dollar value of the purchase price on the
date of purchase. However, if you are a cash basis taxpayer, or an accrual basis taxpayer if you so elect, and your security is traded on an established securities
market, as defined in the applicable Treasury regulations, the U.S. dollar cost of your security will be the U.S. dollar value of the purchase price on the
settlement date of your purchase.
You will generally recognize gain or loss on the sale or retirement of your security equal to the difference between the amount you realize on the sale or
retirement and your tax basis in your security. If your security is sold or retired for an amount in foreign currency, the amount you realize will be the U.S. dollar
value of such amount on the date the security is disposed of or retired, except that in the case of a security that is traded on an established securities market,
as defined in the applicable Treasury regulations, a cash basis taxpayer, or an accrual basis taxpayer that so elects, will determine the amount realized based on
the U.S. dollar value of the foreign currency on the settlement date of the sale.
You will recognize capital gain or loss when you sell or retire your security, except to the extent:

described above under "Original Issue DiscountShort-Term Securities" or "Market Discount",

such gain or loss is attributable to accrued but unpaid interest,

the rules governing contingent payment obligations apply, or

such gain or loss is attributable to changes in exchange rates as described below.

Capital gain of a noncorporate United States holder is generally taxed at a preferential rates where the holder has a holding period greater than one year.

You must treat any portion of the gain or loss that you recognize on the sale or retirement of a security as ordinary income or loss to the extent
attributable to changes in exchange rates. However, you take exchange gain or loss into account only to the extent of the total gain or loss you realize on the
transaction.
Exchange of Amounts in Other Than U.S. Dollars
If you receive foreign currency as interest on your security or on the sale or retirement of your security, your tax basis in the foreign currency will equal its
U.S. dollar value when the interest is received or at the time of the sale or retirement. If you purchase foreign currency, you generally will have a tax basis equal
to the U.S. dollar value of the foreign currency on the date of your purchase. If you sell or dispose of a foreign currency, including if you use it to purchase
securities or exchange it for U.S. dollars, any gain or loss recognized generally will be ordinary income or loss.
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Medicare Tax
For taxable years beginning after December 31, 2012, a United States holder that is an individual or estate, or a trust that does not fall into a special class
of trusts that is exempt from such tax, will be subject to a 3.8% tax on the lesser of (1) the U.S. holder's "net investment income" for the relevant taxable year
and (2) the excess of the United States holder's modified adjusted gross income for the taxable year over a certain threshold (which in the case of individuals
will be between $125,000 and $250,000, depending on the individual's circumstances). A holder's net investment income will generally include its interest income
and its net gains from the disposition of debt securities, unless such interest income or net gains are derived in the ordinary course of the conduct of a trade or
business (other than a trade or business that consists of certain passive or trading activities). If you are a United States holder that is an individual, estate or
trust, you are urged to consult your tax advisors regarding the applicability of the Medicare tax to your income and gains in respect of your investment in the
debt securities.
Indexed Securities and Renewable, Extendible and Amortizing Securities
The applicable prospectus supplement will discuss any special United States federal income tax rules with respect to securities the payments on which are
determined by reference to any index and other securities that are subject to the rules governing contingent payment obligations which are not subject to the
rules governing variable rate securities and with respect to any renewable and extendible securities and with respect to any securities providing for the periodic
payment of principal over the life of the security.
United States Alien Holders
This subsection describes the tax consequences to a United States alien holder. You are a United States alien holder if you are the beneficial owner of a
security and are, for United States federal income tax purposes:

a nonresident alien individual,

a foreign corporation, or

an estate or trust that in either case is not subject to United States federal income tax on a net income basis on income or gain from a security.
If you are a United States holder, this subsection does not apply to you.
Under United States federal income and estate tax law, and subject to the discussion of backup withholding below, if you are a United States alien holder
of a security, interest on a security paid to you is exempt from United States federal income tax, including withholding tax, whether or not you are engaged in a
trade or business in the United States, unless:

an insurance company carrying on a United States insurance business to which the interest is attributable, within the meaning of the Internal
Revenue Code, or


you both

have an office or other fixed place of business in the United States to which the interest is attributable, and

derive the interest in the active conduct of a banking, financing or similar business within the United States.
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Purchase, Sale, Retirement and Other Disposition of the Securities
If you are a United States alien holder of a security, you generally will not be subject to United States federal income tax on gain realized on the sale,
exchange or retirement of security unless:

the gain is effectively connected with your conduct of a trade of business in the United States, or

you are an individual, you are present in the United States for 183 or more days during the taxable year in which the gain is realized and certain
other conditions exist.
For purposes of the United States federal estate tax, the securities will be treated as situated outside the United States and will not be includible in the
gross estate of a holder who is neither a citizen nor a resident of the United States.
Treasury Regulations Requiring Disclosure of Reportable Transactions
United States taxpayers are required to report certain transactions that give rise to a loss in excess of certain thresholds. Under Treasury regulations, if
the securities are denominated in a foreign currency, a United States holder (or a United States alien holder that holds the securities in connection with a U.S.
trade or business) that recognizes a loss with respect to the securities that is characterized as an ordinary loss due to changes in currency exchange rates (under
any of the rules discussed above) would be required to report the loss on Internal Revenue Service Form 8886 (Reportable Transaction Statement) if the loss
exceeds the thresholds set forth in the regulations. For individuals and trusts, this loss threshold is $50,000 in any single taxable year. For other types of
taxpayers and other types of losses, the thresholds are higher. You should consult with your tax advisor regarding any tax filing and reporting obligations that may
apply in connection with acquiring, owning and disposing of securities.
Information with Respect to Foreign Financial Assets
Under recently enacted legislation, individuals that own "specified foreign financial assets" with an aggregate value in excess of $50,000 in taxable years
beginning after March 18, 2010, will generally be required to file an information report with respect to such assets with their tax returns. "Specified foreign
financial assets" include any financial accounts maintained by foreign financial institutions, as well as any of the following, but only if they are not held in
accounts maintained by financial institutions: (i) stocks and securities issued by non-United States persons, (ii) financial instruments and contracts held for
investment that have non-United States issuers or counterparties, and (iii) interests in foreign entities. United States holders that are individuals are urged to
consult their tax advisors regarding the application of this legislation to their ownership of the securities.
Backup Withholding and Information Reporting
If you are a noncorporate United States holder, information reporting requirements, on Internal Revenue Service Form 1099, generally will apply to:

payments of principal and interest on a security within the United States, including payments made by wire transfer from outside the United States
to an account you maintain in the United States, and


the payment of the proceeds from the sale of a security effected at a United States office of a broker.
Additionally, backup withholding will apply to such payments if you are a noncorporate United States holder that:

fails to provide an accurate taxpayer identification number,

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is notified by the Internal Revenue Services that you have failed to report all interest and dividends required to be shown on your federal income
tax returns, or

in certain circumstances, fails to comply with applicable certification requirements.

Pursuant to recently enacted legislation, certain payments in respect of shares or ADSs made to corporate U.S. holders after December 31, 2011, may be
subject to information reporting and backup withholding.
If you are a United States alien holder, you are generally exempt from backup withholding and information reporting requirements with respect to:

payments of principal and interest made to you outside the United States by the Company or another non-United States payor and

other payments of principal and interest and the payment of the proceeds from the sale of a security affected at a United States office of a
broker, as long as the income associated with such payments is otherwise exempt from United States federal income tax, and

the payor or broker does not have actual knowledge or reason to know that you are a United States person and you have furnished to the payor or
broker:

an Internal Revenue Service Form W-8BEN or an acceptable substitute form upon which you certify, under penalties of perjury, that you are
a non-United States person, or

other documentation upon which it may rely to treat the payments as made to a non-United States person in accordance with U.S. Treasury
regulations, or

you otherwise establish an exemption.

Payment of the proceeds from the sale of securities effected at a foreign office of a broker generally will not be subject to information reporting or
backup withholding. However, a sale of a security that is effected at a foreign office of a broker will be subject to information reporting and backup withholding
if:


the proceeds are transferred to an account maintained by you in the United States,

the payment of proceeds or the confirmation of the sale is mailed to you at a United States address, or

the sale has some other specified connection with the United States as provided in U.S. Treasury regulations,
unless the broker does not have actual knowledge or reason to know that you are a United States person and the documentation requirements described above
are met or you otherwise establish an exemption.
In addition, a sale of a security effected at a foreign office of a broker will be subject to information reporting if the broker is:

a United States person,

a controlled foreign corporation for United States tax purposes,

a foreign person 50% or more of whose gross income is effectively connected with the conduct of a United States trade or business for a specified
three-year period, or

a foreign partnership, if at any time during its tax year:

one or more of its partners are "U.S. persons", as defined in U.S. Treasury regulations, who in the aggregate hold more than 50% of the
income or capital interest in the partnership, or
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such foreign partnership is engaged in the conduct of a United States trade or business,
unless the broker does not have actual knowledge or reason to know that you are a United States person and the documentation requirements described above
are met or you otherwise establish an exemption. Backup withholding will apply if the sale is subject to information reporting and the broker has actual
knowledge that you are a United States person.
Limitations on Issuance of Bearer Form Securities
Limitations on sales to United States persons of securities in bearer form, if any, will be described in the relevant Prospectus Supplement.
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PLAN OF DISTRIBUTION
With respect to each offering of securities, the following summary of the plan of distribution will be supplemented (and, to the extent, if any, it is
inconsistent therewith, replaced) by any description of such offering, including the particular terms and conditions thereof, set forth in the prospectus
supplement or supplements relating to such securities.
The Hellenic Republic may sell the securities in any of three ways:

through underwriters or dealers;

directly to one or more purchasers; or

through agents.
Each prospectus supplement with respect to securities will set forth the terms of the offering of such securities, including the following:

the names of any underwriters or agents;

the purchase price of the securities;

the net proceeds to the Hellenic Republic from the sale of the securities;

any underwriting discounts and other items constituting underwriters' compensation;

any agents' commissions and other items constituting agents' compensation;

any initial public offering price of the securities;


any discounts or concessions allowed or reallowed or paid to dealers; and

any securities exchanges on which those securities may be listed.

If underwriters are used in the sale, securities will be acquired by the underwriters for their own account and may be resold from time to time in one or
more transactions, including negotiated transactions, at a fixed public offering price or at varying prices determined at the time of sale. Underwritten securities
may be offered to the public by one or more underwriters (including underwriting syndicates represented by management underwriters), consisting of
investment banking firms or others, as designated. Unless otherwise set forth in a prospectus supplement or prospectus supplements, the obligations of the
underwriters to purchase securities will be subject to certain conditions precedent and the underwriters will be obligated to purchase all securities offered
thereby if any are purchased. In connection with the sale of securities, underwriters may receive compensation from the Hellenic Republic or from purchasers of
securities for whom they may act as agents in the form of discounts, concessions or commissions. Underwriters may sell securities to or through dealers, and
such dealers may receive compensation in the form of discounts, concessions or commissions from the underwriters and/or commissions from the purchasers for
whom they may act as agents. Underwriters, dealers and agents that participate in the distribution of securities may be deemed to be underwriters, and any
discount or commissions received by them from the Hellenic Republic and any profit on the resale of securities by them may be deemed to be underwriting
discounts and commissions under the Securities Act of 1933, as amended (the "Act"). Any such underwriter or agent will be identified, and any such compensation
received from the Hellenic Republic will be described, in the related prospectus supplement or supplements. Any initial public offering price and any discounts
or concessions allowed or reallowed or paid to dealers may be changed from time to time.
Securities may be sold directly by the Hellenic Republic or through agents designated by the Hellenic Republic from time to time. Any agent involved in
the offer for sale of securities will be named, and any commissions payable by the Hellenic Republic to such agent will be set forth, in the related prospectus
supplement or supplements. Unless otherwise indicated by such prospectus
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supplement or supplements, any such agent will be acting on a best efforts basis for the period of its appointment.
Limitations on offers and sales of securities in bearer form within the United States or its possessions or to United States persons will be described in the
prospectus supplement relating thereto.
Under agreements entered into with the Hellenic Republic, agents and underwriters may be entitled to indemnification by the Hellenic Republic against
certain civil liabilities, including liabilities under the Act, or to contribution with respect to payments which the agents or underwriters may be required to make
in respect of these liabilities. Agents and underwriters may engage in transactions with or perform services for the Hellenic Republic in the ordinary course of
business.
Each series of securities will be a new issue of securities with no established trading market. Agents and underwriters may make a market in a series of
Securities but are not obligated to do so and may discontinue any market-making at any time without notice. No assurance can be given as to the liquidity of the
trading market for any series of securities.
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VALIDITY OF SECURITIES
The validity of each series of securities issued by the Hellenic Republic will be passed upon on behalf of the Hellenic Republic by Styliani Charitaki, Legal
Adviser to the Ministry of Finance, and on behalf of the underwriters by Sullivan & Cromwell LLP and E. Stratigis & Partners Law Office. As to all matters of
Greek law, Sullivan & Cromwell LLP may rely upon the opinion of E. Stratigis & Partners Law Office and the Legal Adviser of the Hellenic Republic. As to all
matters of New York law, the Legal Adviser of the Hellenic Republic and E. Stratigis & Partners Law Office may rely on the opinion of Sullivan & Cromwell LLP.
AUTHORIZED AGENT IN THE UNITED STATES
The name and address of the authorized agent of the Hellenic Republic in the United States for purposes of the United States Securities Act of 1933 is the
Consul General of the Hellenic Republic, Consulate General of Greece, 69 East 79th Street, New York, New York 10021.
OFFICIAL STATEMENTS AND DOCUMENTS
The information set forth herein relating to the Hellenic Republic has been reviewed by Mr. Georgios Zanias in his official capacity as Chairman of the
Council of Economic Advisers to the Minister of Finance, and is included herein on his authority. Information included in this prospectus which is identified as
being derived from a publication of, or supplied by, the Hellenic Republic or one of its agencies or instrumentalities or the European Union or one of its agencies
or instrumentalities is included on the authority of that publication as a public official document of the Hellenic Republic or the European Union.
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TABLES AND SUPPLEMENTARY INFORMATION
Bond Issues
The following table shows the tradable euro-denominated debt of the Hellenic Republic outstanding as of December 31, 2010, which consists of the
following bonds (Greek Government Bonds or "GGBs"):
OUTSTANDING TRADABLE EURO-DENOMINATED DEBT (GGBs)(1)(2)
Issue Date

Amount as of
December 31, 2010

Currency

Interest Rate

Maturity

20/5/1998
11/1/1999

EUR

2,497,559,206

7.50%

2013

EUR

4,552,132,501

6.50%

2014

EUR

8,192,536,735

6.50%

2019

EUR

176,082,000

5.35%

2011

EUR

6,533,401,000

5.35%

2011

EUR

417,231,000

5.35%

2011

EUR

16,037,000

2.00%

2011

EUR

16,037,000

2.00%

2012

EUR

8,000,001,000

5.25%

2012

EUR

8,930,539,000

5.90%

2022

EUR

413,711,000

5.25%

2012

EUR

8,361,936,000

2.90%infl-linked

2025

EUR

9,079,461,000

4.60%

2013

22/10/1999
30/3/2001
18/5/2001
31/5/2001
11/1/2002
11/1/2002
17/1/2002
24/4/2002
20/6/2002
25/7/2002
17/1/2003

3/7/2003
EUR

410,329,000

3.90%

2013

EUR

149,360,000

4.52%

2013

EUR

8,523,403,000

4.50%

2014

EUR

423,967,000

4.50%

2014

EUR

383,740,000

Zero-Coupon

2016

EUR

9,584,880,000

3.70%

2015

EUR

9,000,000,000

4.50%

2037

EUR

4,985,000,000

Floating

2017

EUR

374,967,000

3.70%

2015

EUR

7,750,277,000

3.60%

2016

EUR

6,687,836,000

3.90%

2011

EUR

11,440,356,000

4.30%

2017

EUR

7,920,000,000

4.60%

2040

EUR

7,719,955,000

4.10%

2012

EUR

8,068,575,000

2.30%infl-linked

2030

EUR

10,462,814,000

4.70%

2024

EUR

8,094,272,000

3.80%

2011

EUR

5,850,249,000

4.00%

2013

30/9/2003
13/1/2004
1/7/2004
27/12/2004
22/2/2005
7/3/2005
4/4/2005
10/11/2005
18/1/2006
24/5/2006
17/1/2007
6/2/2007
2/3/2007
16/4/2007
30/5/2007
1/2/2008
26/3/2008

13/5/2008
EUR

7,732,141,000

4.60%

2018

EUR

1,172,000,000

4.40%

2011

EUR

12,500,000,000

5.50%

2014

EUR

5,820,000,000

Floating

2013

EUR

14,435,000,000

4.30%

2012

EUR

15,500,000,000

6.00%

2019

EUR

3,690,285,000

Floating

2014

EUR

78,300,000

Floating

2014

EUR

1,500,000,000

Floating

2014

EUR

7,000,000,000
104

5.30%

2026

19/12/2008
28/1/2009
11/2/2009
17/2/2009
11/3/2009
21/5/2009
23/7/2009
10/8/2009
10/11/2009

Table of Contents
Issue Date

Amount as of
December 31, 2010

Currency

Interest Rate

Maturity

04/01/2010
02/02/2010
11/03/2010
07/04/2010
22/12/2010
22/12/2010
22/12/2010
30/12/2010
30/12/2010
31/12/2010
31/12/2010

(1)

(2)

EUR

2,020,000,000

Floating

2015

EUR

8,000,000,000

6.10%

2015

EUR

5,000,000,000

6.25%

2020

EUR

5,000,000,000

5.90%

2017

EUR

163,109,548

Zero-Coupon

2011

EUR

379,311,913

Zero-Coupon

2012

EUR

306,811,640

Zero-Coupon

2013

EUR

171,428,571

4.0195%

2016

EUR

714,741,533

5.00%

2011

EUR

207,142,857

3.985%

2014

EUR

45,714,285

Floating

2012

This table includes medium and long-term debt issues until December 31, 2010.

Debt linked to the inflation rate appears at nominal amount plus inflation accrual.

Source: Ministry of FinanceGeneral Accounting Office.

105

Table of Contents

OUTSTANDING BOND ISSUES ABROAD(1)(2)

Issue Date

Original Amount

Interest Rate

Outstanding Amount
as of December 31, 2010

Repayment

1995
JPY 20,000,000,000

5.80%

YEN 20,000,000,000

2015

JPY 30,000,000,000

5.25%

JPY 30,000,000,000

2016

JPY 40,000,000,000

5.00%

JPY 40,000,000,000

2016

JPY 40,000,000,000

4.50%

JPY 40,000,000,000

2016

JPY 30,000,000,000

4.50%

JPY 30,000,000,000

2017

JPY 50,000,000,000

3.80%

JPY 50,000,000,000

2017

EUR 200,000,000

5.00%

EUR 200,000,000

2019

JPY 25,000,000,000

3.00%

JPY 25,000,000,000

2019

1996
1996
1996
1997
1997
1999
1999
1999
1999
2000
2002
2003
2004
2004

EUR 70,000,000

Formula

EUR 70,000,000

2014

EUR 110,000,000

Formula

EUR 110,000,000

2019

EUR 200,000,000

6.14%

EUR 200,000,000

2028

EUR 300,000,000

(3m) Euribor+0.08%

EUR 450,000,000

2012

EUR 400,000,000

4.59%

EUR 400,000,000

2016

EUR 1,000,000,000

5.20%

EUR 1,000,000,000

2034

EUR 1,000,000,000

(6m) Euribor-0.02%

EUR 1,000,000,000

2011

2004
CHF 500,000,000

2.375%

CHF 500,000,000

2011

EUR 1,000,000,000

2034

2004
EUR 1,000,000,000

(6m) EurLibor+0.20%

2005
2005

EUR 400,000,000

Formula

EUR 400,000,000

2025

EUR 250,000,000

Formula

EUR 250,000,000

2024

EUR 250,000,000

Formula

EUR 250,000,000

2020

CHF 650,000,000

2.125%

CHF 650,000,000

2013

EUR 250,000,000

Formula

EUR 250,000,000

2021

EUR 100,000,000

Formula

EUR 100,000,000

2021

EUR 150,000,000

Formula

EUR 150,000,000

2021

EUR 2,100,000,000

2018

2005
2005
2006
2006
2006
2006
2006
2007
2007
2008
2008

(1)

(2)

EUR 2,100,000,000

(6m) Euribor+0.09%

EUR 130,000,000

Formula

EUR 130,000,000

2026

EUR 280,000,000

Formula

EUR 280,000,000

2019

EUR 1,000,000,000

2.085% infl-linked

EUR 1,720,608,000

2057

EUR 3,550,000,000

(6m) Euribor+0.075%

EUR 5,600,000,000

2016

USD 1,500,000,000

4.625%

USD 1,500,000,000

2013

Liabilities initially denominated in DM, FRF, NLG, ITL, and ESP have been converted into euro as per January 1, 1999 using the relative central parity. Until
December 31, 2000, liabilities denominated in euro are considered as foreign currency liabilities.

The outstanding amount of the inflation-linked bond (maturity 2057) includes both the re-opening and the inflation accrual.

Source: Ministry of FinanceGeneral Accounting Office.

General Government Foreign Currency Debt
At the end of 2010, non-euro area currency debt (including military debt) of the General Government of Greece reached EUR 6,400 million compared with
EUR 1,260 million for 2009 due to loans received from the IMF denominated in SDRs.
GENERAL GOVERNMENT FOREIGN CURRENCY DEBT
2004

2005

2006

2007

2008

2009

2010

(in million euro)

2,50
3

2,74
7

2,05
6

1,91
6
106

1,63
2

1,26
0

6,40
0

Table of Contents
PART II
INFORMATION NOT REQUIRED IN THE PROSPECTUS
1.

There is no provision for substitution of security with regard to secured debt of the Hellenic Republic.

2.
Expenses, other than underwriting discounts and commissions, payable by the Hellenic Republic in connection with the issuance and sale of the securities
are estimated as follows:
SEC registration fee*
Printing and filing costs

196,581*
10,000**

Fiscal agent fees and expenses

30,000**

Legal fees and expenses

650,000**
Total
$

**

3.

886,581

This registration statement and the prospectus included herein relates to $3,000,000,000 aggregate amount of securities, of which $1,306,800,00
aggregate principal amount of securities has been previously registered and paid for in accordance with the fees then effect under the registrant's
registration statements Nos. 33-64002 and 33-8136 previously filed by the registrant. The remaining fee of $196,581 set forth in the table above is being
paid herewith for an aggregate principal amount of $1,693,200,000 of additional securities to be registered hereunder.

Estimates.

The Hellenic Republic hereby agrees to furnish a copy of the opinion of the legal adviser to the Greek Ministry of Finance in respect of the legality of the

securities.

UNDERTAKINGS
The Registrant hereby undertakes as follows.
(a)
To file, during any period in which offers or sales are being made, a post-effective amendment to this Registration Statement:
(i)
to include any prospectus required by Section 10(a)(3) of the Securities Act of 1933;
(ii)
to reflect in the prospectus any facts or events arising after the effective date of the Registration Statement (or the most recent posteffective amendment thereto) which, individually or in the aggregate, represent a fundamental change in the information set forth in this
Registration Statement; and
(iii)

to include any material information with respect to the plan of distribution not previously disclosed in this Registration Statement or any
material change to such information in this Registration Statement;

provided, however, that the Registrant shall not be required to file a post-effective amendment otherwise required by clause (i), (ii) or (iii) if the
information required to be included in a post-effective amendment is contained in a form of prospectus filed pursuant to Rule 424(b) under the
Securities Act of 1933 that is part of this Registration Statement.
(b)
That, for the purpose of determining any liability under the Securities Act of 1933, each such post-effective amendment shall be deemed to be a
new registration statement relating to the securities offered therein, and the offering of such securities at that time shall be deemed to be the
initial bona fide offering thereof.
II-1

Table of Contents
(c)
That, for the purpose of determining liability of the Registrant under the Securities Act of 1933 to any purchaser, if the Registrant is subject to
Rule 430C, each prospectus filed by the Registrant pursuant to Rule 424(b) as part of a registration statement relating to an offering shall be
deemed to be part of and included in the registration statement as of the date it is first used after effectiveness; provided, however, that no
statement made in a registration statement or prospectus that is part of the registration statement or made in a document incorporated by
reference into the registration statement or the prospectus that is part of the registration statement will, as to a purchaser with a time of
contract of sale prior to such first use, supersede or modify any statement that was made in the registration statement or prospectus that was part
of the registration statement or made in any such document immediately prior to such date of first use.
(d)
That, for the purpose of determining liability of the Registrant under the Securities Act of 1933 to any purchaser in the initial distribution of the
securities, the Registrant undertakes that in a primary offering of securities of the Registrant pursuant to this Registration Statement, regardless of
the underwriting method used to sell the securities to the purchaser, if the securities are offered or sold to such purchaser by means of any of the
following communications, the Registrant will be a seller to the purchaser and will be considered to offer or sell such securities to such purchaser:
(i)

(ii)

(iii)

(iv)

(e)

any preliminary prospectus or prospectus of the Registrant relating to the offering required to be filed pursuant to Rule 424 under the
Securities Act of 1933;

any free writing prospectus relating to the offering prepared by or on behalf of the Registrant or used or referred to by the Registrant;

the portion of any other free writing prospectus relating to the offering containing material information about the Registrant or its securities
provided by or on behalf of the Registrant; and

any other communication that is an offer in the offering made by the Registrant to the purchaser.

To remove from registration by means of a post-effective amendment any of the securities being registered which remain unsold at the
termination of the offering.
II-2

Table of Contents
CONTENTS OF REGISTRATION STATEMENT
This registration statement consists of:
1.
The Facing Sheet.
2.
The Explanatory Note.
3.

The Prospectus.

4.
Part II, consisting of pages numbered II-1 through II-5.
5.

The following Exhibits:

(1)

(2)

(3)

(4)

(5)

Form of Terms Agreement and Underwriting Agreement

Form of Fiscal Agency Agreement, including Form of Security

Opinion (including consent) of Styliani Charitaki, Greek counsel to the Hellenic Republic in respect of the legality of the issue of securities

Opinion (including consent) of Sullivan & Cromwell LLP in respect of the legality of the issue of securities

Consent of Mr. Georgios Zanias, Chairman of the Council of Economic Advisers to the Minister of Finance
II-3

Table of Contents
SIGNATURE OF THE HELLENIC REPUBLIC
Pursuant to the requirements of the Securities Act of 1933, as amended, the Registrant has duly caused this registration statement and post-effective
amendment to be signed on its behalf by the undersigned, thereunto duly authorized, in Athens, Greece, on March 8, 2011.
HELLENIC REPUBLIC
By:
Name:
Title:

/s/ PETROS CHRISTODOULOU

Petros Christodoulou
Title: Director General of the Public Debt Management Agency
II-4

Table of Contents
SIGNATURE OF AUTHORIZED REPRESENTATIVE IN THE UNITED STATES
Pursuant to the requirements of the Securities Act of 1933, as amended, the undersigned, the duly authorized representative of the Hellenic Republic in
the United States, has signed this registration statement and post-effective amendment in New York, New York, on March 8, 2011.

II-5

By:

/s/ AGLAIA BALTA

Name:
Title:

Aglaia Balta
Consul General

EXHIBITS
Exhibit Number

Exhibits

Form of Terms Agreement and Underwriting Agreement

Form of Fiscal Agency Agreement, including Form of Security

5.1

Opinion (including consent) of Styliani Charitaki, Greek counsel to the Hellenic Republic in respect of the legality of the issue of securities

5.2

Opinion (including consent) of Sullivan & Cromwell LLP in respect of the legality of the issue of securities

23

Consent of Mr. Georgios Zanias, Chairman of the Council of Economic Advisers to the Minister of Finance

EX-1 2 a2202445zex-1.htm EX-1

Exhibit 1
HELLENIC REPUBLIC
(the Republic)
Debt Securities
TERMS AGREEMENT
[]
To:

The Representatives of the Underwriters identified herein

Ladies and Gentlemen:

The undersigned agrees to sell to the several Underwriters named in Schedule A hereto for their respective accounts, on and subject to the terms and conditions
of the Underwriting Agreement attached hereto as Schedule C and filed as an exhibit to the Republics registration statement under Schedule B of the Securities
Act of 1933 (No. 333-[]) (Underwriting Agreement), the following securities (Offered Securities) on the following terms:
Title:

[] Notes due [].

Principal Amount:
Interest:
be.
Maturity:

U.S.$[ ].

[]% per annum, from [, payable semi-annually on [] and [], commencing [], to holders of record on the preceding [] or [], as the case may

[]

Optional Redemption: [None.]

Sinking Fund: [None.]
Listing:
Purchase Price:

[]
[]% of principal amount, plus accrued interest, if any, from []

Expected Reoffering Price:

[]% of principal amount, subject to change by the Representatives.

1

Closing:
[9:00 A.M.], New York time, on [], at the offices of Sullivan & Cromwell LLP, Neue Mainzer Strasse 52, 60311 Frankfurt am Main, in Federal (same
day) funds.
Settlement and Trading:
Book-Entry only via DTC. The Offered Securities will trade in DTCs Same Day Funds Settlement System. Initial settlement and
secondary trading may also take place through the facilities of Euroclear or CBL.
Standard & Poors rating:
Moodys rating:
Fiscal Agent:

[]
[]

Fiscal Agency Agreement:

Blackout:

[]

Dated [], between the fiscal agent referred to above and the Hellenic Republic.

Until 30 days after the Closing Date.

Selling Restrictions:
relating thereto.

Such additional or substitute restrictions on offers and sales of the Offered Securities as may be set forth in the Prospectus Supplement

Names and Addresses of Representatives for purposes of communications under the Underwriting Agreement:
[]
The respective principal amounts of the offered Securities to be purchased by each of the Underwriters are set forth opposite their names in Schedule A hereto.
The provisions of the Underwriting Agreement are incorporated herein by reference.
For purposes of Section 8 of the Underwriting Agreement, the only information furnished to the Republic by any Underwriter for use in the Prospectus consists of
the following information in the Prospectus furnished on behalf of each Underwriter:
[]
If the foregoing is in accordance with your understanding of our agreement, kindly sign and return to the Republic one of the counterparts hereof, whereupon it
will become a binding agreement between the Republic and the several Underwriters in accordance with its terms.
2

Very truly yours

HELLENIC REPUBLIC,
By
Name:
Title:

The foregoing Terms Agreement is hereby confirmed and accepted as of the date
first above written.

[NAME OF REPRESENTATIVE],
By
Name:
Title:
Acting on behalf of themselves and as a Representative of the several
Underwriters.
[NAME OF REPRESENTATIVE]
By
Name:
Title:
Acting on behalf of themselves and as a Representative of the several
Underwriters.

SCHEDULE A TO
THE TERMS AGREEMENT
Underwriter[s]

Principal Amount of Notes

Total

SCHEDULE B TO
THE TERMS AGREEMENT
Free Writing Prospectuses
[1.] Final Term Sheet filed with the Commission on [] as set forth in Annex I hereto.
[2. Description of further free writing prospectus, if any.]

ANNEX I TO
SCHEDULE B TO
THE TERMS AGREEMENT
Filed pursuant to Rule 433
Registration No. 333-[]
[]
[Crest of Hellenic Republic to be inserted]
HELLENIC REPUBLIC - FINAL PRICING TERMS
Issuer

Transaction
Ratings
Format
Amount Issued
Gross Proceeds
Coupon
Maturity
Offering Price
Yield to Maturity
Reference Benchmark Bond
Benchmark Yield
Reoffer Spread
Underwriting Fee
Denominations
Interest Payment Dates
Day Count Convention
First Interest Payment Date
Pricing Date
Settlement Date
CUSIP
ISIN

Hellenic Republic

[]% Notes due []

[](1)
SEC Registered
US$[]
US$[](not including accrued interest)
[]%
[]
[]%
[]%
[]
[]
[]
[]%
US$ []
[Semi-annually on []and on [], commencing on []]
[30/360]
[]
[]
[](T+5)
[]
[]

Common Code
Listing
Clearing System
Currency of Payments
Bookrunners
Co-Managers

[]
[]
[]
[]
[]
[]

(1) A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision and withdrawal at any time.

Underwriting Commitments:

[].: US$ []

A preliminary prospectus supplement of the Hellenic Republic accompanies the free-writing prospectus and is available from the SECs website at
[]
The issuer has filed a registration statement (including a prospectus) with the Securities and Exchange Commission 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 Securities and
Exchange Commission 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 at www.sec.gov. Alternatively, any underwriter participating in the offering will arrange to send you the prospectus if you request it by calling [] at toll-free
[].
Any disclaimer or other notice that may appear below is not applicable to this communication and should be disregarded. Such disclaimer or other notice was
automatically generated as a result of this communication being sent via Bloomberg or another email system.

SCHEDULE C TO
THE TERMS AGREEMENT
HELLENIC REPUBLIC
UNDERWRITING AGREEMENT
1.
Introductory. The Hellenic Republic (the Republic) proposes to issue and sell from time to time certain of its unsecured debt securities registered
under the registration statement referred to in Section 2(a) (Registered Securities). The Registered Securities will be issued under a fiscal agency agreement
(the Fiscal Agency Agreement) between the Republic and the fiscal agent (the Fiscal Agent) and such Fiscal Agency Agreement shall be dated and such
Fiscal Agent shall be named as specified in a Terms Agreement referred to in Section 3, which series may vary as to interest rates, maturities, redemption
provisions, selling prices and other terms, with all such terms for any particular series of the Registered Secu rities being determined at the time of sale.
Particular series of the Registered Securities will be sold pursuant to a Terms Agreement referred to in Section 3, for resale in accordance with terms of the
offering determined at the time of sale.
The Registered Securities involved in any such offering are hereinafter referred to as the Offered Securities. The firm or firms which agree to purchase the
Offered Securities are hereinafter referred to as the Underwriters of such securities, and the representative or representatives of the Underwriters, if any,
specified in a Terms Agreement referred to in Section 3 are hereinafter referred to as the Representatives; provided, however, that, if the Terms Agreement
does not specify any representative of the Underwriters, the term Representatives, as used in this Agreement (other than in Sections 2(b), 6(b), 8(a) and
(b) and 16 and the second sentence of Section 3) shall mean the Underwriters.
2.
Representations and Warranties of the Republic. The Republic, as of the date of each Terms Agreement referred to in Section 3, represents and
warrants to, and agrees with, each Underwriter that:
(a)
The Republic meets the requirements for use of Schedule B under the Securities Act of 1933, as amended (the Act), and has filed with the Securities
and Exchange Commission (the Commission) registration statement(s) on Schedule B relating to the Registered Securities; such registration statements and
any post-effective amendment thereto, each in the form heretofore delivered to you or your counsel have been declared effective by the Commission in such
form; no other document with respect to such registration statements as amended, or document incorporated by reference therein has been filed with the
Commission after the date of the Terms Agreement (other than prospectuses filed pursuant to Rule 424(b) of the rules and regulations of the Commission under
the Act, each in the form heretof ore delivered to you or your counsel); and no stop order suspending the effectiveness of such registration statements has been
issued and no proceeding for that purpose has been initiated or
1

threatened by the Commission. Such registration statements, as amended at the time of any Terms Agreement referred to in Section 3, are hereinafter
collectively referred to as the Registration Statement. The basic prospectus relating to the Offered Securities contained in the Registration Statement, in the
form in which it has most recently been filed with the Commission on or prior to the date of the applicable Terms Agreement relating to the Offered Securities,
is hereinafter called the Basic Prospectus; any preliminary prospectus (including any preliminary prospectus supplement) relating to the Registered Securities
filed with the Commission pursuant to Rule 424(b) under the Act is hereinafter called a Preliminary Prospectus. The Basic Prospectus, as amended and
supplemented (by any Preliminary Prospectus or otherwise) immediately prior to the time of sale as defined in the applicable Terms Agreement relating to the
Offered Securities (the Time of Sale), is hereinafter called the Pricing Prospectus, and the form of final prospectus relating to the Offered Securities filed
with the Commission pursuant to the applicable paragraph of Rule 424(b) is hereinafter referred to as the Prospectus; any reference to any amendment or
supplement to the Basic Prospectus, any Preliminary Prospectus or the Prospectus shall be deemed to refer to and include any post-effective amendment to the
Registration Statement and any prospectus supplement relating to the Offered Securities filed with the Commission pursuant to Rule 424(b) under the Act, in
each case after the date of the Basic Prospectus, such Preliminary Prospectus or the Prospectus, as the case may be; and any issuer free writing prospectus, as
defined in Rule 433 under the Act relati ng to the Offered Securities is hereinafter called an Issuer Free Writing Prospectus).
(b)
On the effective date of the Registration Statement relating to the Registered Securities, such Registration Statement conformed in all material
respects to the requirements of the Act and the rules and regulations of the Commission (Rules and Regulations) and did not include any untrue statement of
a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and on the date of
each Terms Agreement referred to in Section 3 the Registration Statement and the Prospectus will conform, in all material respects, to the requirements of the
Act and the Rules and Regulations thereunder, and neither of such documents includes or will include any untrue statement of a material fact or omits or will
omit to state any material fact requi red to be stated therein or necessary to make the statements therein not misleading, except that the foregoing does not
apply to statements in or omissions from any of such documents based upon written information furnished to the Republic by any Underwriter through the
Representatives, if any, specifically for use therein, it being understood and agreed that the only such information is that described in the applicable Terms
Agreement.
2

(c)
No order preventing or suspending the use of any Preliminary Prospectus or any Issuer Free Writing Prospectus has been issued by the Commission, and
each Preliminary Prospectus, at the time of filing thereof, conformed in all material respects to the requirements of the Act and the Rules and Regulations
thereunder, and did not contain an untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the
statements therein, in the light of the circumstances under which they were made, not misleading; provided, however, that the foregoing does not apply to
statements in or omissions from any of such documents based upon written information furnished to the Republic by any Underwriter through the
Representatives, specifically for use therein, if any, it being understood and agreed tha t the only such information is that described in the applicable Terms
Agreement.
(d)
The Pricing Prospectus relating to the Offered Securities, considered together with each Issuer Free Writing Prospectus listed in Schedule B to the
Terms Agreement (collectively, the Time of Sale Information), as of the Time of Sale of the Offered Securities, does not or will not include any untrue
statement of a material fact or omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which
they were made, not misleading; and each Issuer Free Writing Prospectus with respect to the Offered Securities listed in Schedule B to the Terms Agreement did
not or will not conflict with the information contained in the Registration Statement, the Pricing Prospectus or Prospectus and each such Issuer Free Writing
Prospectus, as supplemented by, and taken together with, the Time of Sale Information as of the Time of Sale, does not or will not include any untrue statement
of material fact or omit to state any material fact necessary in order to make the statements therein, in light of the circumstances under which they were made,
not misleading; provided, however, that the foregoing does not apply to statements in or omissions from any of such documents based upon written information
furnished to the Republic by any Underwriter through the Representatives, specifically for use therein, if any, it being understood and agreed that the only such
information is that described in the applicable Terms Agreement.
(e)

The Republic is a member in good standing of the International Monetary Fund and is fully eligible to utilize the resources thereof.

(f)
The Fiscal Agency Agreement has been duly authorized, executed and delivered by the Republic and constitutes a valid and legally binding obligation
of the Republic in accordance with its terms; the Registered Securities have been duly authorized, and, when the Offered Securities are issued, delivered and
paid for pursuant to the Terms Agreement on the Closing Date (as defined below), such Offered Securities will have been duly executed, authenticated, issued
and delivered in accordance with the Fiscal Agency Agreement, and will conform to the description thereof contained in the Prospectus and
3

the Fiscal Agency Agreement and such Offered Securities will constitute valid, legally binding, unconditional, direct and general obligations of the Republic in
accordance with their terms and will be entitled to the benefits of the Fiscal Agency Agreement; the due and punctual payment of the Offered Securities and the
performance of the obligations of the Republic with respect thereto will be backed by the full faith and credit of the Republic. The Fiscal Agency Agreement (to
the extent the provisions thereof are applicable to the Offered Securities) and the Offered Securities conform to the descriptions thereof contained in the
Prospectus and the Time of Sale Information, with respect to the Offered Securities; and the statements made under the captions Description of Securities in
the Basic Prospectus and Description of the Notes in any prospectus supplement, insofar as they pur port to summarize the terms of the Fiscal Agency
Agreement and the Offered Securities, constitute accurate, complete and fair summaries of such terms.

(g)
All consents, approvals, authorizations, orders, registrations, clearances or qualifications of or with any court, central bank,
ministry or governmental agency or other regulatory body, if any, (Governmental Agency) in the Republic required for the issue and sale of the Securities or
the consummation by the Republic of the transactions contemplated by the Terms Agreement, the Fiscal Agency Agreement or the Securities, including without
limitation the payment of interest and principal to the holders thereof outside of the Republic in accordance with the terms thereof, except (A) the registration
under the Act of the Securities and (B) such consents, approvals, authorizations, registrations or qualifications as may be required under state securities or Blue
Sky laws in connection with the purchase and distribution of the Securities by the Underwriters, have been obtained and are in full force and effect; and the
issue and sale of the Securities or the consummation by the Republic of the transactions contemplated by the Terms Agreement, the Fiscal Agency Agreement or
the Offered Securities will be in compliance with all laws, decrees and regulations of the Republic or of any Governmental Agency.
(h)
The execution, delivery and performance of the Fiscal Agency Agreement, the Terms Agreement (including the provisions of this
Agreement) and the issuance and sale of the Offered Securities and compliance with the terms and provisions thereof will not result in a breach or violation of
any of the terms and provisions of, or constitute a default under, (i) any statute, rule, regulation or order of any governmental agency or body or any court of
the Republic or having jurisdiction over the Republic or any of its properties, (ii) any agreement or instrument to which the Republic is a party or by which the
Republic is bound or to which any of the properties of the Republic is subject or (iii) the Constitution of the Republic. The Republic has full power and authority
to authorize, issue and sell the Offered Securities as contemplated by the Terms Agreement (including the provisions of this Agreement).
4

(i)
The Terms Agreement (including the provisions of this Agreement) has been duly authorized, executed and delivered by the
Republic and constitutes a valid and legally binding obligations of the Republic, enforceable in accordance with its terms, except as enforceability of the
indemnification provisions of the Terms Agreement (including the provisions of this Agreement) may be limited by federal securities laws.
(j)
Since the respective dates as of which information is given in the Registration Statement, the Prospectus and the Time of Sale
Information, there has been no material adverse change, nor any development involving a prospective material adverse change, in or affecting the condition
(financial, economic, political or other) of the Republic, except as set forth in the Prospectus and the Time of Sale Information.
(k)
Except as disclosed in the Prospectus and the Time of Sale Information, there are no pending actions, suits or proceedings against
or affecting the Republic or any of its properties that, if determined adversely to the Republic, would individually or in the aggregate materially and adversely
affect the ability of the Republic to perform its obligations under the Securities, the Fiscal Agency Agreement or the Terms Agreement (including the provisions
of this Agreement) or which are otherwise material in the context of the sale of the Securities; and no such actions, suits or proceedings are threatened or, to
the Re publics knowledge, contemplated.
(l)
Except as disclosed in the Prospectus and the Time of Sale Information, neither the Republic nor the Bank of Greece is in default
under the provisions of any agreement or instrument evidencing or relating to external indebtedness for money borrowed and is not engaged in any discussions
with a view to deferring or reducing the debt service requirements of any such indebtedness.
(m)
The Republic is subject to civil and commercial law and to suit, and, except as set forth in the Prospectus and the Time of Sale
Information, to execution and attachment and process in the nature thereof with respect to its obligations under the Terms Agreement (including the provisions
of this Agreement), the Fiscal Agency Agreement and the Offered Securities. The waiver of immunity set forth in the Prospectus is valid, binding and enforceable
against the Republic and, except as disclosed in the Prospectus and the Time of Sale Information, the Republic is not entitled to sovereign immunity.
(n)
No stamp or similar taxes are payable under the laws of the Republic in connection with the issuance of the Offered Securities. It is
not necessary in order to ensure the enforceability or admissibility in evidence of the Terms Agreement (including the provisions of this Agreement), the Fiscal
Agency Agreement or the Offered Securities or any other document that such document be filed or recorded in the
5

Republic or that, except as disclosed in the Prospectus under Governing Law; Consent to Service and the Time of Sale Information, any tax of the Republic or
any political subdivision thereof be paid on or in respect of the Terms Agreement (including the provisions of this Agreement), the Fiscal Agency Agreement or
the Offered Securities.
(o)
The full faith and credit of the Republic has been pledged for the due and punctual payment of amounts due in respect of the
Offered Securities and the performance of the obligations of the Republic with respect thereto; the Offered Securities will rank equal in right of payment with
all other unsecured and unsubordinated obligations of the Hellenic Republic outstanding at the date of issue of the securities or issued thereafter without any
preference granted by the Hellenic Republic to one above the other by reason of priority of date of issue, currency of payment, or otherwise.
(p)
There is no tax, levy, deduction or withholding imposed by the Republic or any political subdivision thereof either (A) on or by
virtue of the execution, delivery or enforcement of the Terms Agreement, the Fiscal Agency Agreement or the Offered Securities or (B) on any payments made by
the Republic under the Terms Agreement or under the Offered Securities, provided that such Offered Securities are held by an individual who is not a resident of
the Republic or by a legal entity that is neither organized in, nor maintains a permanent establishment in, the Republic and except where such withholding or
deduction i s required to be made pursuant to the European Union Directive on the Taxation of Savings Income.
(q)
Neither the Republic nor any person acting on its behalf has taken, directly or indirectly, any action which might reasonably be
expected to cause or result in stabilization of the price of any security of the Republic to facilitate the sale or resale of the Securities; provided, however, that
no representation or warranty is given by the Republic with respect to any actions of the Underwriters.
(r)
Except as set forth in the Terms Agreement, the Republic is not aware that either Standard & Poors, a division of the McGraw-Hill
Companies, Inc. (Standard & Poors) or Moodys Investors Service, Inc. (Moodys) has made any announcement that it will have under surveillance or review,
with possible negative implications, its rating of any of the Republics debt securities; and the Republic has not been informed by either Standard & Poors or
Moodys that it intends or is contemplating any downg rading in any rating accorded to the Republics debt securities or any announcement that it will have
under surveillance or review, with possible negative implications, its rating of any of the Republics debt securities.
3.
Purchase and Offering of Offered Securities. The obligation of the Underwriters to purchase the Offered Securities will be
evidenced by an agreement or
6

exchange of other written communications (the Terms Agreement) at the time the Republic determines to sell the Offered Securities. The Terms Agreement
will incorporate by reference the provisions of this Agreement, except as otherwise provided therein, and will specify the firm or firms which will be
Underwriters, the names of any Representatives, the principal amount to be purchased by each Underwriter, the purchase price to be paid by the Underwriters
and the terms of the Offered Securities not already specified in the Fiscal Agency Agreement, including, but not limited to, interest rate, maturity, any
redemption provisions and any sinking fund. The Terms Agreement will also specify the time and date of delivery and payment (such time and date, or such
other time not later than seven full business days after the date specified in the Terms Agreement by the Representatives and th e Republic agree as the time for
payment and delivery, being herein and in the Terms Agreement referred to as the Closing Date), the place of delivery and payment and any details of the
terms of the offering that should be reflected in the prospectus supplement relating to the offering of the Offered Securities. The obligations of the
Underwriters to purchase the Offered Securities will be several and not joint. It is understood that the Underwriters propose to offer the Offered Securities for
sale as set forth in the Prospectus.
The Offered Securities delivered to the Underwriters on the Closing Date will be in fully registered form, in such denominations and registered in such names as
the Representatives request.
If the Terms Agreement specifies Book-Entry Only settlement or otherwise states that the provisions of this paragraph shall apply, the Republic will deliver
against payment of the purchase price the Offered Securities in the form of one or more permanent global securities (the Global Securities) deposited with
the Fiscal Agent as custodian for The Depository Trust Company (DTC) and registered in the name of Cede & Co., as nominee for DTC. Interests in any
permanent Global Securities will be held only in book-entry form through DTC, except in the limited circumstances described in the Prospectus. Payment for the
Offered Securities shall be made by the Underwriters (if the Terms Agreement specifies that the Offered Securities will not trade in DTCs Same Day Funds
Settlement System) by certified or official bank check or checks in New York Clearing House (next-day) funds or (if the Terms Agreement specifies that the
Offered Securities will trade in DTCs Same Day Funds Settlement System) in Federal (same-day) funds by official check or checks or wire transfer to an account
in New York previously designated to the Representatives by the Republic at a bank acceptable to the Representatives, in each case drawn to the order of the
Hellenic Republic at the place of payment specified in the Terms Agreement on the Closing Date, against delivery to the Fiscal Agent, as custodian for DTC, of
the Global Securities representing all the Offered Securities.
4.
Certain Agreements of the Republic. The Republic agrees with the several Underwriters that it will furnish to counsel for the
Underwriters one signed copy of the registration statement relating to the Registered Securities, including all exhibits, in the form in which it became effective
and of all amendments thereto and that, in connection with each offering of Offered Securities:
(a)

The Republic will file the Prospectus with the Commission pursuant to and in accordance with Rule 424(b)(2) (or, if applicable
7

and if consented to by the Representatives, which consent may not be unreasonably withheld, subparagraph (5)) not later than the Commissions close of
business on the second business day following the execution and delivery of the Terms Agreement.
(b)
The Republic will advise the Representatives promptly of any proposal to amend or supplement the Registration Statement, the
Basic Prospectus or the Prospectus after the date of the Terms Agreement relating to the Offered Securities and prior to the Closing Date for such Offered
Securities and will not effect such amendment or supplementation without the Representatives consent, which consent may not be unreasonably withheld, and
the Republic will also advise the Representatives promptly of the filing of any such amendment or supplement and of the institution by the Commission of any
stop order proceedings in resp ect of the Registration Statement or of any part thereof and will use its best efforts to prevent the issuance of any such stop order
and to obtain as soon as possible its lifting, if issued.
(c)
If, at any time when a prospectus (or in lieu thereof the notice referred to in Rule 173(a) under the Act) relating to the Offered
Securities is required to be delivered under the Act in connection with sales by any Underwriter or dealer, any event occurs as a result of which the Prospectus as
then amended or supplemented would include an untrue statement of a material fact or omit to state any material fact necessary to make the statements
therein, in the light of the circumstances when the Prospectus (or in lieu thereof the notice referred to in Rule 173(a) under the Act) is delivered to a pu rchaser,
not misleading, or if it is necessary at any time to amend the Prospectus to comply with the Act, the Republic promptly will notify the Representatives of such
event and will promptly prepare and file with the Commission, at its own expense, an amendment or supplement which will correct such statement or omission
or an amendment which will effect such compliance. Neither the Representatives consent to, nor the Underwriters delivery of, any such amendment or
supplement shall constitute a waiver of any of the conditions set forth in Section 7.
(d)
As soon as practicable, but not later than the Availability Date (as defined below), the Republic will make generally available to its
security holders a statement of the Republics revenues and expenditures covering the first full fiscal year of the Republic beginning after the later of (i) the
effective date of the registration statement relating to the Registered Securities, (ii) the effective date of the most recent post-effective amendment to the
Registration Statement to become effective prior to the date of such Terms Agreement and (iii) the date of the Republics most recent annual repor t, if any,
filed with the Commission prior to the date of such Terms Agreement, which will satisfy the provisions of Section 11(a) of the Act. For the purpose of the
preceding sentence, Availability
8

Date means the 180th day after the end of the first full fiscal year following the effective date of each Terms Agreement.
(e)
The Republic will furnish to the Representatives copies of the Registration Statement, (two of which will be signed), each including
all exhibits, any related preliminary prospectus, any related preliminary prospectus supplement, the Prospectus and all amendments and supplements to such
documents, in each case as soon as available and in such quantities as the Representatives reasonably request. The Republic will pay the expenses of printing
and distributing to the Underwriters all such documents.
(f)
The Republic will arrange for the qualification of the Offered Securities for sale and the determination of their eligibility for
investment under the laws of such jurisdictions as the Representatives designate and will continue such qualification in effect so long as required for the
distribution thereof, provided, however, that in connection therewith, the Republic shall not be required to qualify as a foreign corporation or to file a general
consent to service of process in any such jurisdiction.
(g)
The Republic will apply the net proceeds of the offering and the sale of the Offered Securities in the manner set forth in the
Prospectus under the caption Use of Proceeds.
(h)
The Republic will pay all expenses incident to the performance of its obligations under the Terms Agreement (including the
provisions of this Agreement), including the cost of printing the documents (including the Registration Statement and Prospectus) and will reimburse the
Underwriters (if and to the extent incurred by them) for any filing fees and other expenses (including reasonable fees and disbursements of counsel) incurred by
them in connection with qualification of the Registered Securities for sale and determination of their eligibility for investment under the laws of such
jurisdictions as the Representatives may designate and the printing of memoranda relating thereto, for any fees charged by investment rating agencies for the
rating of the Offered Securities, for any applicable filing fee, if any, of the Financial Industry Regulatory Authority relating to the Registered Securities, for any
travel expenses of the Republics officers and employees and any other expenses of the Republic in connection with attending or hosting meetings with
prospective purchasers of Registered Securities and for expenses incurred in distributing the Prospectus, any preliminary prospectuses, any preliminary
prospectus supplements or any other amendments or supplements to the Prospectus to the Underwriters. The Republic will reimburse the Underwriters for their
expenses incurred in connection with meetings with prospective purchasers.
(i)

The Republic will indemnify and hold harmless the Underwriters against any documentary, stamp or similar issue tax,
9

including any interest and penalties related to such documentary stamp or similar issue tax, on the creation, issue and sale of the Offered Securities and on the
execution and delivery of the Terms Agreement (including the provisions of this Agreement). All payments to be made by the Republic hereunder or thereunder
shall be made without withholding or deduction for or on account of any present or future taxes, duties or governmental charges whatsoever unless the Republic
is compelled by law to deduct or withhold such taxes, duties or charges. In that event, the Republic shall pay such additional amounts as may be necessary in
order that the net amounts received after such withholding or deduction shall equal the amounts that would have been received if no withholding or deduction
had been made.
(j)
The Republic will not offer, sell, contract to sell, pledge or otherwise dispose of, directly or indirectly, or file with the Commission a
registration statement under the Act relating to, United States dollar-denominated debt securities issued or guaranteed by the Republic and having a maturity of
more than one year from the date of issue of such Offered Securities, or publicly disclose the intention to make any such offer, sale, pledge, disposal or filing,
without the prior written consent of the Representatives for a period beginning at the time of execution of the Terms Agreement and ending t he number of days
thereafter as specified under Blackout in the Terms Agreement.
(k)
The Republic will use its best efforts to list the Offered Securities on the exchange, if any, identified in the applicable Terms
Agreement, on or prior to the Closing Date and to cause such listing to be continued for so long as any of the Offered Securities remain outstanding, provided,
however, that if, in the opinion of the Republic, the continuation of such listing shall become unduly onerous, then the Republic may delist the offered Securities
from such exchange, in which case, at the request of the Representatives, the Republic will use its best efforts to obtain the listing of the Offered Securities on
ano ther recognized stock exchange reasonably acceptable to the Representatives.
(l)
The Republic hereby acknowledges and agrees that (i) the Underwriters are acting solely in the capacity of arms length contractual
counterparties to the Republic in connection with the purchase and sale of the Offered Securities, including the determination of the offering price and the
underwriting discount, and not as a financial advisor or a fiduciary to, or an agent of, the Republic or any other person, (ii) the Underwriters have not assumed
an advisory or fiduciary responsibility in favor of the Republic with respect to the offering contemplated hereby or the process leading thereto (irrespective of
whether the Underwriters have advised or are currently advising the Republic on other matters) or any other obligation to the Republic except the obligations
expressly set forth in the Terms Agreement and this Agreement and (iii) the Republic has consulted its own legal and financial advisors to the extent it deemed
10

appropriate and shall be responsible for making its own independent investigation and appraisal of the transactions contemplated herein. The Republic agrees
that it will not claim that any Underwriter has rendered advisory services of any nature or in any respect, or owes a fiduciary or similar duty to the Republic, in
connection with such transaction or the process leading thereto.
5.

General Selling and Other Restrictions.

(a)
Each Underwriter severally represents to and agrees with the Republic that it has not offered, sold or delivered and it will not offer,
sell or deliver, directly or indirectly, any of the Offered Securities or distribute the Prospectus, any preliminary prospectus or any other material relating to the
Offered Securities, in or from any jurisdiction except under circumstances that will result in compliance with the applicable laws and regulations thereof and
which will not impose any obligations on the Republic except as contained in this Agreement. In addition, each Underwriter severally agrees with the Repub lic
to comply with such additional or substitute restrictions on offers and sales of the Offered Securities as may be set forth in the Terms Agreement and to cause
each member of the selling group to agree to comply with the restrictions on offers and sales of the Offered Securities set forth in this Section 5 and, if
applicable, the Terms Agreement.
(b)
Each Underwriter severally represents to and agrees with the Republic to deliver to counsel for the Underwriters for the benefit of the
Republic, as soon as practicable following the initial distribution of the Offered Securities (but in no event later than 40 days after the Closing Date),
confidential facsimiles enumerating the amount of Offered Securities sold by each of them in the initial distribution in the United States together with an
estimate of the number of Offered Securities reasonably expected to be sold within the United States within 40 days of the Closing Date; provided, however, that
the U nderwriters shall bear no responsibility for any discrepancy between each such estimated amount and the actual amount of Offered Securities sold within
the United States in such time period.
6.

Free Writing Prospectuses.

(a)
(i)
The Republic will file with the Commission pursuant to Rule 433(d) under the Act within the time required by
such rule a final term sheet (the Final Term Sheet) approved by it and in the form attached as Annex I to Schedule B of the Terms Agreement, containing
solely a de scription of the Offered Securities and the offering thereof.
(ii)
The Republic and each Underwriter agree that the Underwriters may prepare and use one or more preliminary or final term sheets
relating to the Offered Securities containing customary information; and the Republic consents to the use by the Underwriters
11

of a free writing prospectus that (1) is not an Issuer Free Writing Prospectus or a free writing prospectus containing issuer information as defined by
Rule 433(h)(2) under the Act, and (2) contains only (A) information describing the preliminary terms of the Offered Securities or their offering, (B) information
permitted by Rule 134 under the Act or (C) information that describes the final terms of the Offered Securities or their offering and that is included in the Final
Term Sheet.
(iii)
Each Underwriter represents that, other than as permitted under subparagraph (a)(ii) above, it has not made and will not make any offer
relating to the Securities that would constitute a free writing prospectus as defined in Rule 405 under the Act without the prior consent of the Republic and
that Schedule B to the applicable Terms Agreement is a complete list of any free writing prospectus for which the Underwriters have received such consent.
(iv)
The Republic represents and agrees that, other than the Final Term Sheet, it has not made and will not make any offer relating to the
Offered Securities that would constitute an Issuer Free Writing Prospectus without the prior consent of the Representatives and that Schedule B to the applicable
Terms Agreement is a complete list of any Issuer Free Writing Prospectuses for which the Republic has received such consent.
(b)
The Republic has complied and will comply with the requirements of Rule 433 under the Act applicable to any Issuer Free Writing
Prospectus, including timely filing with the Commission or retention where required and legending.
(c)
(i) Any free writing prospectus (including, without limitation, any term sheet) permitted by subsection (a) above (A) shall not, as of its
issue date and through the Closing Date, include any infomation that conflicts with the information contained in the Registration Statement, the Pricing
Prospectus or the Prospectus and (B) shall not, when considered together with the Registration Statement, the Pricing Prospectus and the Prospectus, contain an
untrue statement of material fact or omit to state a material fact necessary to make the statements therein, in the light of the circumstances under which they
were made, not misleading; provided, however, that no Underwriter shall make any representation and warranty to the Republic with respect to statements in or
omissions from any such free writing prospectus made in reliance upon and in conformity with any issuer information (as defined in Rule 433) prepared by the
Republic or information furnished to any Underwriter in writing by the Republic for use in such free writing prospectus; (ii) the Republic agrees that if at any
time following issuance of an Issuer Free Writing Prospectus any event occurred or occurs as a result of which such Issuer Free Writing Prospectus would conflict
with the information in the Registration Statement, the Pricing Prospectus or the Prospectus or would include an untrue statement of a material fact or omit to
state any material fact necessary in order to
12

make the statements therein, in the light of the circumstances then prevailing, not misleading, the Republic will give prompt notice thereof to the
Representatives and, if requested by the Representatives, will prepare and furnish without charge to each Underwriter an Issuer Free Writing Prospectus or other
document which will correct such conflict, statement or omission; provided, however, that this representation and warranty shall not apply to any statements or
omissions in an Issuer Free Writing Prospectus made in reliance upon and in conformity with information furnished in writing to the Republic by an Underwriter of
Offered Securities through the Representatives expressly for use therein.
7.
Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters to purchase and pay for the Offered
Securities will be subject to the accuracy of the representations and warranties on the part of the Republic herein on and as of the date of the Terms Agreement
and the Closing Date, to the accuracy of the statements of the Republic and its officers made pursuant to the provisions hereof, to the performance by the
Republic of its obligations hereunder and to the following additional conditio ns precedent:
(a)
The Prospectus shall have been filed with the Commission in accordance with the Rules and Regulations and Section 4(a) of this
Agreement. Prior to the Closing Date, no stop order suspending the effectiveness of the Registration Statement or of any part thereof shall have been issued and
no proceedings for that purpose shall have been instituted or, to the knowledge of the Republic or any Underwriter, shall be contemplated by the Commission.
(b)
Subsequent to the execution and delivery of the Terms Agreement (including the provisions of this Agreement), there shall not have
occurred (i) any change, nor any development involving a prospective change, in or affecting the condition (financial, economic, political or other) of the
Republic which, in the judgment of a majority in interest of the Underwriters, including the Representatives, is material and adverse and makes it impractical or
inadvisable to proceed with completion of the public offering or the sale of and payment for the Offered Securities; (ii) any downgrading in the rating of any
debt secu rities of the Republic by any nationally recognized statistical rating organization, or any public announcement that any such organization has under
surveillance or review its rating of any debt securities of the Republic (other than an announcement with positive implications of a possible upgrading, and no
implication of a possible downgrading, of such rating); (iii) any suspension or limitation of trading in securities generally on the New York Stock Exchange, the
Luxembourg Stock Exchange or the Hong Kong Stock Exchange or any setting of minimum prices for trading on such exchange, or any suspension of trading of any
securities of the Republic on any exchange or in the over-the-counter market; (iv) any banking moratorium declared by U.S. Federal or New York or Greek
authorities; or (v) any outbreak or escalation of major hostilities in
13
which the United States or the Republic is involved, any declaration of a national emergency or war by Congress or the Republic or any material adverse change
in general economic, political or financial conditions, including, without limitation, as a result of terrorist activities after the date of the Terms Agreement (or
the effect of international conditions on the financial markets in the United States shall be such) as to make it in the judgment of Representatives, impractical
or inadvisable to proceed with completion of the public offering or the sale of and payment for the Offered Securities on the terms and in the manner
contemplated in the Prospectus.
(c)
The Representatives shall have received an opinion, dated the Closing Date, of counsel for the Republic substantially in the form attached hereto as
Annex I. Insofar as the opinion required by this paragraph (c) involves the laws of the United States or the State of New York, it may be given in reliance upon
the opinion of United States counsel required by paragraph (d) of this Section 7.

(d)
The Representatives shall have received from Sullivan & Cromwell LLP, United States counsel for the Underwriters, and E. Stratigis & Partners Law
Office, Greek counsel for the Underwriters, such opinions, dated the Closing Date, with respect to the Republic, the validity of the Offered Securities delivered
on the Closing Date, the Registration Statement, the Prospectus and other related matters as the Representatives may require, and the Republic shall have
furnished to such counsel such documents as they request for the purpose of enabling them to pass upon such matters.
(e)
The Representatives shall have received a certificate, dated the Closing Date, of [name and title of public official] in which such official shall state, to
the best of his knowledge after reasonable investigation, that (i) the representations and warranties of the Republic in the Terms Agreement (including the
provisions of this Agreement) are true and correct as of the date of this Agreement and of such certificate, (ii) the Republic has complied in all material respects
with all agreements and satisfied all conditions on its part to be performed or satisfied hereunder at or prior to the Closing Date, (iii) no stop order suspending
the effectiveness of the Registration Statement has been issued and no proceedings for that purpose have been instituted or, to the best of his knowledge, are
contemplated by the Commission, and (iv) subsequent to the date as of which information is given in the Prospectus, there has been no material adverse change,
nor any development involving a prospective material adverse change, in or affecting the condition (financial, economic, political or other) of the Republic,
except as set forth in the Prospectus.
(f)
The Representatives shall have received a certificate, dated the Closing Date, of [name and title of public official] in which such official shall state
that, to the best of his knowledge after reasonable investigation, including discussions with responsible individuals in the
14

various departments of the Government which furnished information included in the Registration Statement, (i) as of its effective date, the Registration
Statement and any further amendment thereto made by the Republic prior to the Closing Date did not contain an untrue statement of a material fact or omit a
material fact necessary to make the statements therein not misleading; (ii) as of the date of the Prospectus Supplement, the Basic Prospectus and any further
amendment or supplement thereto made by the Republic prior to the Closing Date did not contain an untrue statement of a material fact or omit to state a
material fact necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading; (iii) as of the Time of
Sale, the respective Time of Sale Information and any further amendment or supplement thereto made by the Republic prior to t he Closing Date did not contain
an untrue statement of a material fact or omit to state a material fact necessary to make the statements therein, in the light of the circumstances under which
they were made, not misleading; (iv) all statistical information contained in the Registration Statement and the Prospectus and any further amendment or
supplement thereto is presented on a basis consistent with public official documents of the Republic; and (v) as of the Closing Date, neither the Registration
Statement nor the Prospectus or any further amendment or supplement thereto made by the Republic prior to the Closing Date contains an untrue statement of
a material fact or omits to state a material fact necessary to make the statements therein, in the light of the circumstances under which they were made, not
misleading; provided, however, that the foregoing certification shall not apply to the statements in or omissions from the Registration Statement or the
Prospectus or any amendment or supplement t hereto made in reliance upon and in conformity with information furnished to the Republic in writing by the
Underwriters expressly for use in the Registration Statement or the Prospectus or any amendment or supplement thereto;
(g)
No proceeding shall be pending or threatened to restrain or enjoin the issuance or delivery of the Offered Securities or in any manner to question the
laws, proceedings, directives, resolutions, approvals, consents or orders under which the Offered Securities are to be issued or to question the validity of the
Offered Securities, and none of such laws, proceedings, directives, resolutions, approvals, consents and orders shall have been repealed, revoked or rescinded in
whole or in relevant part.
(h)
The Representatives shall have received letters on the Closing Date confirming the rating of the Offered Securities by Standard & Poors and by
Moodys at not less than the ratings specified in a Terms Agreement referred to in Section 3.
The Republic will furnish the Representatives with such conformed copies of such opinions and such other certificates, letters and documents as the
Representatives reasonably request. The Representatives may in their sole discretion waive on behalf
15

of the Underwriters compliance with any conditions to the obligations of the Underwriters under this Agreement and the Terms Agreement.
8.

Indemnification and Contribution.

(a)
The Republic will indemnify and hold harmless each Underwriter, its affiliates, directors and officers, and each person, if any, who controls such
Underwriter within the meaning of Section 15 of the Act or Section 20 of the Securities Exchange Act of 1934, as amended, against any losses, claims, damages
or liabilities, joint or several, to which such Underwriter may become subject, under the Act or otherwise, insofar as such losses, claims, damages or liabilities
(or actions in respect thereof) arise out of or are based upon any untrue statement or alleged untrue statement of any material fact contained in the
Registration Statement, the Basic Prospectus, any Preliminary Prospectus, the Pricing Prospectus or the Prospectus, or any amendment or supplement thereto, or
any Issuer Free Writing Prospectus or any issuer information& #148; filed or required to be filed pursuant to Rule 433(d) under the Act, or arise out of or are
based upon the omission or alleged omission to state therein a material fact required to be stated therein or necessary to make the statements therein not
misleading, and will reimburse each Underwriter for any legal or other expenses reasonably incurred by such Underwriter in connection with investigating or
defending any such loss, claim, damage, liability or action as such expenses are incurred; provided, however, that the Republic will not be liable in any such case
to the extent that any such loss, claim, damage or liability arises out of or is based upon an untrue statement or alleged untrue statement in or omission or
alleged omission from any of such documents in reliance upon and in conformity with written information furnished to the Republic by any Underwriter through
the Representatives, if any, specifically for use therein; it being understood and agreed that the only such in formation furnished by any Underwriter consists of
the information described as such in subsection (b) below.
(b)
Each Underwriter will severally and not jointly indemnify and hold harmless the Republic against any losses, claims, damages or liabilities to which the
Republic may become subject, under the Act or otherwise, insofar as such losses, claims, damages or liabilities (or actions in respect thereof) arise out of or are
based upon any untrue statement or alleged untrue statement of any material fact contained in the Registration Statement, the Basic Prospectus, any
Preliminary Prospectus, the Pricing Prospectus or the Prospectus, or any amendment or supplement thereto, or any Issuer Free Writing Prospectus permitted by
this Agreement, or arise out of or are based upon the omission or the alleged omission to state therein a material fact required to be stated therein or necessary
to make the statements therein not misleading, in each case to the ex tent, but only to the extent, that such untrue statement or alleged untrue statement or
omission or alleged omission was made in reliance upon and in
16

conformity with written information furnished to the Republic by or on behalf of such Underwriter through the Representatives, if any, specifically for use
therein, and will reimburse any legal or other expenses reasonably incurred by the Republic in connection with investigating or defending any such loss, claim,
damage, liability or action as such expenses are incurred; it being understood and agreed that the only such information furnished by or on behalf of any
Underwriter consists of the information described as such in the Terms Agreement.
(c)
Promptly after receipt by an indemnified party under this section of notice of the commencement of any action, such indemnified party will, if a claim
in respect thereof is to be made against the indemnifying party under subsection (a) or (b) above, notify the indemnifying party of the commencement thereof;
provided that the omission so to notify the indemnifying party will not relieve it from any liability which it may have to any indemnified party under subsection
(a) or (b) above except to the extent that the indemnifying party has been materially prejudiced by such failure and provided further that the omission so to
notify the indemnifying party shall not relieve it from any liability it may have to any indemnified party otherwise than under subsection (a) or (b) above. In
case any such actio n is brought against any indemnified party and it notifies the indemnifying party of the commencement thereof, the indemnifying party will
be entitled to participate therein and, to the extent that it may wish, jointly with any other indemnifying party similarly notified, to assume the defense
thereof, with counsel reasonably satisfactory to such indemnified party (who shall not, except with the consent of the indemnified party, be counsel to the
indemnifying party), and, after notice from the indemnifying party to such indemnified party of its election so to assume the defense thereof, the indemnifying
party will not be liable to such indemnified party under this section for any legal or other expenses subsequently incurred by such indemnified party in
connection with the defense thereof other than reasonable costs of investigation, unless (i) the indemnifying party and the indemnified party shall have agreed
to the retention of such counsel (ii) the named parties to any such proceeding (including any impleaded parties) include both the indemnifying party and the
indemnified party and representation of both parties by the same counsel would be inappropriate due to actual or potential differing interests between them
(e.g., due to conflicts of interest or as a result of defenses available to one party that are not available to the other) or (iii) the indemnifying party shall have
failed to designate within a reasonable period of time counsel reasonably satisfactory to the indemnified party (in which case the fees and expenses shall be
paid as incurred by the indemnifying party). No indemnifying party shall, without the prior written consent of the indemnified party, effect any settlement of
any pending or threatened action in respect of which any indemnified party is or could have been a party and indemnity could have been sought hereunder by
such indemnified party unless such settlement (A)
17

includes an unconditional release of such indemnified party from all liability on any claims that are the subject matter of such action and (B) does not include a
statement as to or an admission of fault, culpability or a failure to act, by or on behalf of any indemnified party.
(d)
If the indemnification provided for in this section is unavailable or insufficient to hold harmless an indemnified party under subsection (a) or (b) above,
then each indemnifying party shall contribute to the amount paid or payable by such indemnified party as a result of the losses, claims, damages or liabilities
referred to in subsection (a) or (b) above (i) in such proportion as is appropriate to reflect the relative benefits received by the Republic on the one hand and the
Underwriters on the other from the offering of the Offered Securities or (ii) if the allocation provided by clause (i) above is not permitted by applicable law, in
such proportion as is appropriate to reflect not only the relative benefits referred to in clause (i) above but also the relative fault of the Repub lic on the one
hand and the Underwriters on the other in connection with the statements or omissions which resulted in such losses, claims, damages or liabilities as well as
any other relevant equitable considerations. The relative benefits received by the Republic on the one hand and the Underwriters on the other shall be deemed
to be in the same proportion as the total net proceeds from the offering (before deducting expenses) received by the Republic bear to the total underwriting
discounts and commissions received by the Underwriters. The relative fault shall be determined by reference to, among other things, whether the untrue or
alleged untrue statement of a material fact or the omission or alleged omission to state a material fact relates to information supplied by the Republic or the
Underwriters and the parties relative intent, knowledge, access to information and opportunity to correct or prevent such untrue statement or omission. The
amount paid by an indemnified party as a result of the losses, claims, damages or liabilities referred to in the first sentence of this subsection (d) shall be
deemed to include any legal or other expenses reasonably incurred by such indemnified party in connection with investigating or defending any action or claim
which is the subject of this subsection (d). Notwithstanding the provisions of this subsection (d), no Underwriter shall be required to contribute any amount in
excess of the amount by which the total price at which the Offered Securities underwritten by it and distributed to the public were offered to the public
exceeds the amount of any damages which such Underwriter has otherwise been required to pay by reason of such untrue or alleged untrue statement or
omission or alleged omission. No person guilty of fraudulent misrepresentation (within the meaning of Section 11(f) of the Act) shall be entitled to contribution
from any person who was not guilty of such fraudulent misrepresentation. The Underwriters obligations in this subsection (d) to contribute are several in
proportion to their respective underwriting obligations and not joint.
18

(e)
The obligations of the Republic under this section shall be in addition to any liability which the Republic may otherwise have and shall extend, upon
the same terms and conditions, to each person, if any, who controls any Underwriter within the meaning of the Act and to each officer, employee or agent of any
Underwriter; and the obligations of the Underwriters under this section shall be in addition to any liability which the respective Underwriters may otherwise
have and shall extend, upon the same terms and conditions, to each official of the Republic who has signed the Registration Statement.
9.
Default of Underwriters. If any Underwriter or Underwriters default in their obligations to purchase Offered Securities under the Terms Agreement
and the aggregate principal amount of the Offered Securities that such defaulting Underwriter or Underwriters agreed but failed to purchase does not exceed
10% of the total principal amount of the Offered Securities that the Underwriters are obligated to purchase, the Representatives may make arrangements
satisfactory to the Republic for the purchase of such Offered Securities by other persons, including any of the Underwriters, but if no such arrangements are
made by the Closing Date, the nondefaulting Underwriters shall be obligated severally, in proportion to their respective commitments under the Terms
Agreement (including the provisions of this Agreement), to purchase the Offered Securities that such defaulting Underwriters agreed but failed to purchase. If
any Underwriter or Underwriters so default and the aggregate principal amount of Offered Securities with respect to which such default or defaults occur
exceeds 10% of the total principal amount of the Offered Securities and arrangements satisfactory to the Representatives and the Republic for the purchase of
such Offered Securities by other persons are not made within 36 hours after such default, the Terms Agreement (including the provisions of this Agreement) will
terminate without liability on the part of any non-defaulting Underwriter or the Republic, except as provided in Section 10. As used in the Terms Agreement
(including the provisions of this Agreement), the term Underwriter includes any person substituted for an Underwriter under this Section. Nothing herein will
relieve a defaulting Underwriter from liability for its default.
10.
Survival of Certain Representations and Obligations. The respective indemnities, agreements, representations, warranties and other statements of the
Republic or its officials and of the several Underwriters set forth in or made pursuant to the Terms Agreement (including the provisions of this Agreement) will
remain in full force and effect, regardless of any investigation, or statement as to the results thereof, made by or on behalf of any Underwriter, the Republic or
any of their respective representatives, officers, officials or directors or any controlling person, and will survive delivery of and payment for the Offered
Securities. If the Terms Agreement is terminated pursuant to Section 9 or if for any reason the purchase of the Offered Securities by the Underwriters is not
consummated, the Republic shal l remain responsible for the expenses to be paid or reimbursed by it pursuant to Section 4 and the respective obligations of the
Republic and the Underwriters pursuant to Section 8 shall remain in effect. If the purchase of the Offered Securities by the Underwriters is not consummated for
any reason other than solely because of the termination of the Terms Agreement pursuant to Section 9 or the occurrence of any event specified in clause (iii),
(iv) or (v) of Section 7(b), the Republic will reimburse the Underwriters
19

for all out-of-pocket expenses (including fees and disbursements of counsel) reasonably incurred by them in connection with the offering of the Offered
Securities.
11.
Notices. All communications hereunder will be in writing and, if sent to the Underwriters, will be mailed, delivered or telegraphed and confirmed to
them at their address furnished to the Republic in writing for the purpose of communications hereunder or, if sent to the Republic, will be mailed, delivered or
telegraphed and confirmed to it at :
Public Debt Management
Agency
8 Omirou Street
105 64 Athens
Greece
Attention: Mr Christodoulou
Fax:

+30 21 0370 1855

With a copy to:

Ministry of Finance
General Accounting Office
Public Debt Division
37 Panepistimiou Street
101 65 Athens
Greece
Telex:

216 354 YOIK GR

Fax:

+30 21 0323 4967

and a further copy to:

Bank of Greece
Government Financial
Operations
and Accounts Department

21 Elef. Venizelou Street

102 50 Athens
Greece
12.
Successors. The Terms Agreement (including the provisions of this Agreement) will inure to the benefit of and be binding upon the Republic and such
Underwriters as are identified in the Terms Agreement and their respective successors and the officers and directors and controlling persons referred to in
Section 8, and no other person will have any right or obligation hereunder.
13.
Jurisdiction, Service of Process, etc. With respect to any suit or proceeding arising out of or relating to the Terms Agreement (including the provisions
of this Agreement) (Proceedings), the Republic hereby irrevocably (i) submits to the non-exclusive jurisdiction of the state and Federal courts located in
20

the Borough of Manhattan in the City of New York, New York, (ii) waives any objection which it may have at any time to the laying of venue of any Proceedings
brought in any such court, waives any claim that such Proceedings have been brought in an inconvenient forum and further waives the right to object, with
respect to such Proceedings, that such court does not have jurisdiction over it and (iii) irrevocably agrees to be bound by any final judgment rendered thereby in
connection with this Agreement from which no appeal has been taken or is available. The Republic hereby appoints the Consul General of the Hellenic Republic
in New York as its authorized agent (the Authorized Agent) upon which process may be served in any Proceedings which may be instituted in any state or
Federal court in New York, New York, by any Underwriter or any controlling persons of such Underwriter.&#1 60; Such appointment shall be irrevocable so long as
any Offered Securities remain outstanding unless and until a successor shall have been appointed as Authorized Agent and such successor shall have accepted
such appointment. The Republic will take any and all action, including the filing of any and all documents and instruments that may be necessary to continue
such appointment or appointments in full force and effect as aforesaid. Service of process upon the Authorized Agent at the address indicated in this Section, or
at such other address in the Borough of Manhattan, The City of New York, as may be the office of the Authorized Agent at the time of such service, and written
notice of such service to the Republic (mailed or delivered to the Republic at the address set forth in Section 11 hereof) shall be deemed, in every respect,
effective service of process upon the Republic. Upon receipt of such service of process, the Authorized Agent shall advise the Republic promptly by telex o f its
receipt thereof, but the failure to so advise shall have no effect on the validity or timeliness of any such service. Notwithstanding the foregoing, any
Proceedings may also be instituted by any Underwriter in any competent court in the Republic in which case a copy of the documents filed in such court in
connection with the institution of such proceeding shall be served upon the Minister of Finance of the Republic at least one month prior to the date fixed by such
court to hear such matter. The Republic hereby waives irrevocably, to the fullest extent permitted by the laws of the Republic and international conventions,
any immunity, including foreign sovereign immunity, from jurisdiction or, except as set forth in the next sentence, from execution or attachment or process in
the nature thereof to which it might otherwise be entitled in any Proceedings which may be instituted as provided in this section in any state or Federal court in
New York, New York or in any competent court in the Rep ublic. Notwithstanding the foregoing, to the extent permitted by the laws of the Republic and
international conventions, the funds, assets, rights and general property of the Republic located in the Republic are immune from execution and attachment and
any process in the nature thereof, and the foregoing waiver shall not constitute a waiver of such immunity or of any immunity from execution or attachment or
process in the nature thereof with respect to the premises of the Republics diplomatic missions in any jurisdiction which affords immunity thereto or with
respect to assets of the Republic outside the Republic necessary for the proper functioning of the Republic as a sovereign power.
If for the purposes of obtaining judgment in any court it is necessary to convert a sum due hereunder into any currency other than United States dollars, the
parties hereto agree, to the fullest extent that they may effectively do so, that the rate of exchange used shall be the rate at which in accordance with normal
banking procedures the Representatives could purchase United States dollars with such other
21

currency in The City of New York on the business day preceding that on which final judgment is given. The obligation of the Republic in respect of any sum due
from it to any Underwriter shall, notwithstanding any judgment in a currency other than United States dollars, not be discharged until the first business day,
following receipt by such Underwriter of any sum adjudged to be so due in such other currency, on which (and only to the extent that) such Underwriter may in
accordance with normal banking procedures purchase United States dollars with such other currency; if the United States dollars so purchased are less than the
sum originally due to such Underwriter hereunder, the Republic agrees, as a separate obligation and notwithstanding any such judgment, to indemnify such
Underwriter against such loss. If the United States dollars so purchased are greater than the sum originally due to such Und erwriter hereunder, such
Underwriter agrees to pay to the Republic an amount equal to the excess of the dollars so purchased over the sum originally due to such Underwriter hereunder.
22

14.
Judgment Currency. In respect of any judgment or order given or made for any amount due hereunder that is expressed and paid in a currency (the
Judgment Currency) other than United States dollars, the Republic will indemnify each Underwriter against any loss incurred by such Underwriter as a result
of any variation as between (a) the rate of exchange at which the United States dollar amount is converted into the Judgment Currency for the purpose of such
judgment or order and (b) the rate of exchange at which an Underwriter is able to purchase United States dollars with the amount of Judgment Currency
actually received by such Underwriter on the business day following the receipt of payment on such judgment or order. The foregoing indemnity shall constitute
a separate and independent obligat ion of the Republic and shall continue in full force and effect notwithstanding any such judgment or order as aforesaid. The
term rate of exchange shall include any premiums and costs of exchange payable in connection with the purchase of or conversion into United States dollars.
15.
English Documents. All documents to be delivered under or pursuant to any provision of the Terms Agreement (including the provisions of this
Agreement) by the Republic shall be in the English language or accompanied by a certified English translation but the English language version shall be the
prevailing version in the event of inconsistency between the English language version and any other language version.
16.
Representation of Underwriters. Any Representatives will act for the several Underwriters in connection with the financing described in the Terms
Agreement, and any action under such Terms Agreement (including the provisions of this Agreement) taken by the Representatives jointly will be binding upon all
the Underwriters.
17.
Counterparts. The Terms Agreement (including the provisions of this Agreement) may be executed in any number of counterparts, each of which shall
be deemed to be an original, but all such counterparts shall together constitute one and the same Agreement.
18.
APPLICABLE LAW. THIS AGREEMENT SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK, WITHOUT
REGARD TO PRINCIPLES OF CONFLICTS OF LAW.
23
EX-4 3 a2202445zex-4.htm EX-4
Exhibit 4
FORM OF FISCAL AGENCY AGREEMENT
FISCAL AGENCY AGREEMENT dated as of the date specified in Schedule I hereto, between the HELLENIC REPUBLIC (the Republic) and the national banking
association organized and existing under the laws of the United States of America, as specified in Schedule I hereto (the Fiscal Agent).
1.
The Debt Securities. The Republic is issuing and selling, pursuant to a Terms Agreement (the Terms Agreement) described in
Schedule I hereto, which incorporates by reference an Underwriting Agreement filed as an exhibit to the Republics registration statement (No. 333-[]) under
Schedule B of the Securities Act of 1933, the debt securities described in Schedule I hereto (the Debt Securities). The Debt Securities will be issued in fully
registered form in the denominati ons specified in Schedule I hereto and integral multiples thereof. The forms of Debt Securities are attached hereto as
Exhibit I.

The Debt Securities may have such letters, numbers or other marks of identification or endorsements not referred to herein placed thereon as may be required
to comply with any law or with any rules made pursuant thereto or with the rules of any securities exchange or governmental agency or as may, consistently
herewith, be determined by any authorized signatory of the Republic specified in Schedule I hereto (the Republic Authorized Signatory), such determination
being conclusively evidenced by such persons execution of the Debt Securities.
The Debt Securities shall be executed on behalf of the Republic manually or by the facsimile signature of the Republic Authorized Signatory and shall bear the
facsimile of the written, printed or stamped name of the Republic thereon imprinted. Debt Securities bearing the signature of an individual who was at any time
the Republic Authorized Signatory shall bind the Republic, notwithstanding that such individual shall have ceased to hold such office prior to the authentication
and delivery of such Debt Securities, except that the Fiscal Agent may complete, countersign, issue and deliver any Debt Security executed by such Republic
Authorized Signatory only until otherwise instructed in writing by a Republic Authorized Signatory.
Interest will be payable semiannually, as specified in the Debt Securities, on each Interest Payment Date, as defined in the Debt Securities, to holders of
record on each Record Date, as defined in the Debt Securities. Notwithstanding anything to the contrary provided herein, or as specified in the provisions of
the Debt Securities, any payment of principal or interest or additional amounts, if any, falling due on a day which is not a Business Day (as defined below) for the
Fiscal Agent will be payable on the next succeeding Business Day and no interest shall accrue for such intervening period.
1

Interest will be paid by check mailed to each holder of record on the relevant Record Date at the address of such person as shown on the Debt Security register.
Notwithstanding the foregoing, in the case of a DTC Registered Global Debt Security (as defined herein), payments shall be made to DTC as is customary in
arrangements between the Fiscal Agent and DTC. Any holder of Debt Securities, the aggregate principal amount of which equals or exceeds $1,000,000, may, by
written notice, in form satisfactory to the Fiscal Agent, delivered to the Fiscal Agent no later than the Record Date therefor, elect to receive the interest
payment in respect of such Debt Securities by wire transfer in same-day funds to a bank account maintained by such holder in the United States. Principal of a
Debt Security will be paid to the registered holder at maturity upon presentation of such Debt Security at the princip al corporate trust office of the Fiscal Agent
in The City of New York.

Business Day means any day that is not a Saturday, Sunday or other day on which commercial banks in New York are authorized or required by law to remain
closed.
2.
Appointment as Agent. The Republic hereby appoints the Fiscal Agent as its Paying Agent, Transfer Agent and Registrar for the Debt
Securities to perform such duties as are hereinafter set forth. So long as the Debt Securities are listed on the Luxembourg Stock Exchange and in the event that
the Debt Securities are issued in definitive form, or the Luxembourg Stock Exchange otherwise so requires, the Republic shall appoint and maintain an additional
paying agent and transfer agent in Luxembourg. The Republic shall promptly notify the holders of the Debt Securities of such appointment in accordance with
Section 12 hereof.
3.
Duties as Paying Agent. The Republic hereby authorizes and directs the Fiscal Agent, and the Fiscal Agent hereby agrees, to make
payments on behalf of the Republic in the Borough of Manhattan, The City of New York, State of New York, U.S.A., in accordance with the Republics written
instructions and, in the event that an additional Paying Agent has been appointed and is maintained by the Republic in Luxembourg, the Republic shall cause
such Paying Agent to make payment in Luxembourg, of principal of and inter est and additional amounts, if any, on the Debt Securities in the manner provided in
the Debt Securities. The Republic shall deposit with the Fiscal Agent at its principal office in The City of New York on the payment date by 10:00 a.m. New York
time in Federal funds (same-day funds), sums sufficient for such payments of principal of and interest and additional amounts, if any, on the Debt Securities.
The Fiscal Agent shall not be liable for any interest on any such moneys held by it under this Agreement.
In the event that any holder of Debt Securities shall deliver to the Republic written notice of a default, as provided in the Debt Securities, the Republic shall, by
facsimile relay such notice to the Fiscal Agent. Such notice shall be confirmed in writing
2

by the Republic, as promptly as possible, to the Fiscal Agent. In the event that any holder of Debt Securities shall deliver to the Fiscal Agent, attention of the
Corporate Trust & Loan Agency as set forth in Schedule I hereto, a notice of a default, the Fiscal Agent shall, by facsimile relay such notice to the Republic as
promptly as possible. Such notice shall be confirmed in writing by the Fiscal Agent, as promptly as possible, to the Republic.
The Fiscal Agent shall also perform any other duties of the Paying Agent specified in the Debt Securities, the form of which is attached hereto as Exhibit I.
The Debt Securities shall not be amended to change or increase the duties of the Fiscal Agent as Paying Agent without its prior written consent.
Upon not less than 30 days prior written notice to the holders of the Debt Securities (with a copy to the Fiscal Agent) given as provided in Section 12 hereof, the
Republic shall have the right to require the holder of a Debt Security, as a condition of making full payment of the principal of or interest or additional amounts,
if any, on such Debt Security, to present at the office of any paying agency at least five Business Days prior to each Record Date a certificate in such form as the
Republic may from time to time prescribe in order to comply with applicable law or regulation, to enable the Republic to determine its duties and liabilities with
respect to (i) any taxes, assessments or governmental charges which the Republic or the Fiscal Agent may be required to deduct or withhold from payment in
respect of such Debt Security under any present or future law of the United St ates or the Republic or any regulation of any taxing authority thereof and (ii) any
reporting or other requirements under such laws or regulations. The Republic shall be entitled to determine its duties and liabilities with respect to such
deduction, withholding, reporting or other requirements on the basis of information contained in such certificate or, if no certificate shall be presented, on the
basis of any presumption created by any such law or regulation and shall be entitled to act in accordance with such determination, but shall not be entitled to
withhold all or part of any such payment except as the Republic determines in good faith to be required by applicable law or regulation.
4.
Duties as Registrar and Fiscal Agent. The Fiscal Agent, as Transfer Agent and Registrar, shall keep at its office in The City of New
York, State of New York, U.S.A. a register of the names and addresses of the holders of Debt Securities and particulars of the Debt Securities held by them and in
which transfers of Debt Securities shall be registered. No service charge shall be made for any registration, registration of transfer or exchange of Debt
Securities, but the Fiscal Agent, the Transfer Agent and any o ther transfer agent appointed and maintained by the Republic in Luxembourg may require from
holders of Debt Securities payment of a sum sufficient to cover any stamp or other tax or governmental charge in connection therewith.
3

The Fiscal Agent shall authenticate and deliver on original issuance the aggregate principal amount of the Debt Securities to or upon the order of the Republic
Authorized Signatory, registered in the names and in the denominations as requested by the representatives of the underwriters, on behalf of the underwriters
named in the Terms Agreement (the Underwriters), and no Debt Security shall be a valid obligation of the Republic until authenticated by the Fiscal Agent.
The Debt Securities shall be dated the date of their authentication by the Fiscal Agent. Thereafter, the Fiscal Agent is authorized from time to time to
authenticate and deliver Debt Securities upon transfers or exchanges thereof or in exchange for mutilated Debt Securities or in lieu of destroyed, stolen or lost
Debt Securities, all as more fully described in the Debt Securities.
The Fiscal Agent shall also perform any other duties of the Transfer Agent and Registrar specified in the Debt Securities.
Any transfer agent appointed and maintained by the Republic in Luxembourg shall provide to the Fiscal Agent such information as it may reasonably require in
connection with the delivery by such transfer agent of Debt Securities issued upon transfer or in exchange of or in replacement for other Debt Securities.
The Debt Securities shall not be amended to change or increase the duties of the Fiscal Agent in any of its capacities without prior written consent of the Fiscal
Agent.
5.
DTC Book-Entry Provisions. Interest in a registered global Debt Security deposited with The Depository Trust Company (DTC) or its
nominee (any such security, a DTC Registered Global Debt Security) will be transferable in accordance with the rules and procedures established for that
purpose by DTC. Members of, or participants in, DTC shall have no rights under this Agreement with respect to any DTC Registered Global Debt Security, and
DTC or its nominee may be treated by the Repub lic, any agent hereunder, and any agent of the Republic as the absolute owner of such DTC Registered Global
Debt Security for all purposes whatsoever. Notwithstanding the foregoing, nothing herein shall prevent the Republic, any agent hereunder or any agent of the
Republic from giving effect to any written certification, proxy or other authorization furnished by DTC or impair, as between DTC and its participants, the
operation of customary practices governing the exercise of the rights of a holder.
If at any time DTC notifies the Republic that it is unwilling or unable to continue as depositary for the DTC Registered Global Debt Security, or if at any time DTC
ceases to be a clearing agency registered under the United States Securities and Exchange Act of 1934, as amended, at a time when it is required to be so
registered, and a successor depositary is not appointed by the Republic within 90 days after the Republic receives such notice or becomes aware of such
condition, or if the Republic in its sole
4

discretion determines that the Debt Securities should no longer be represented by the DTC Registered Global Debt Security, as the case may be, or an Event of
Default as defined in the Debt Securities has occurred and is continuing with respect to the Debt Securities, DTC shall deliver the DTC Registered Global Debt
Security to the Fiscal Agent for registration of transfer into definitive Debt Securities in fully registered form, without coupons, in denominations of $1,000 and
integral multiples thereof, registered in such names and in such authorized denominations as DTC, pursuant to instructions from its direct or indirect participants
or otherwise, shall instruct the Fiscal Agent, and the Republic shall promptly execute, and the Fiscal Agent, upon receipt of an order by the Republic for the
authentication and delivery of Debt Securities in definitive form, shall promptly authenticate, separate Debt Securities in definitive form in authorized
denominations in an aggregate principal amount equal to the principal amount of the DTC Registered Global Debt Security and registered in the names and
authorized denominations specified by DTC in exchange for the DTC Registered Global Debt Security. The Fiscal Agent shall make such Debt Securities available
for delivery to the entities or persons in whose names such Debt Securities are so registered.
6.
Terms of Acceptance of Appointments. The Fiscal Agent hereby accepts its appointments as Paying Agent, Transfer Agent and
Registrar under this Agreement upon the further terms and conditions hereinafter set forth:
(a) the duties and obligations of the Fiscal Agent shall be determined solely by the express provisions of this Agreement, and the Fiscal Agent shall be liable only
for the performance of such duties and obligations as are specifically set forth in this Agreement or are incorporated into this Agreement by reference to the
Debt Securities and as are necessarily incidental thereto;
(b) no provisions of this Agreement shall relieve the Fiscal Agent from liability for its own negligent action or negligent failure to act, or its own willful
misconduct, except that:
(i)

the duties of the Fiscal Agent shall be limited as provided in paragraph (a) of this Section; and

(ii)
in the absence of bad faith on the part of the Fiscal Agent, the Fiscal Agent may conclusively rely upon and be protected in acting or
refraining from acting upon certificates or opinions conforming to the requirements of this Agreement as to the truth of the statements and the correctness of
opinions expressed therein;
(c) the Fiscal Agent may rely and shall be protected in acting on any resolution, certificate, opinion, notice, request, order, appraisal, report, bond or other
paper or document reasonably believed by it to be genuine and to have been signed by the proper party or parties;
5

(d) the Fiscal Agent may consult with counsel selected by it (who may be counsel for the Republic) and any written advice (which shall include email) or opinion
of counsel shall be full and complete authorization and protection in respect of any action taken, suffered or omitted by it hereunder in good faith and without
negligence and in accordance with such advice or opinion;
(e) the Fiscal Agent, in its individual or any other capacity, may become the owner or pledgee of Debt Securities with the same rights it would have if it were not
Fiscal Agent and may engage or be interested in any financial or other transaction with the Republic, and may act on, or as depository, trustee or agent for, any
committee or body of holders of Debt Securities or other obligations of the Republic, as freely as if it were not the Fiscal Agent or such aforementioned person;
(f) in acting under this Agreement, the Fiscal Agent, as Paying Agent, Transfer Agent and Registrar, is acting solely as the agent of the Republic, does not assume
any obligation or relationship of agency or trust for or with any of the owners or holders of the Debt Securities and does not assume any responsibility for the
correctness of the recitals in the Debt Securities, except that (i) all funds held by it as Paying Agent for payment of principal of or interest or additional
amounts, if any, on the Debt Securities shall be held in trust for the benefit of the holders of Debt Securities entitled thereto subject to the provisions of the
following paragraph (g) and (ii) the provisions of Section 7 hereof are for the benefit of the holders of the Debt Securities;
(g) any moneys deposited with the Fiscal Agent, as Paying Agent, for the payment of the principal of and interest and additional amounts, if any, on any Debt
Security remaining unclaimed for two years after such principal of or interest on or additional amounts on such Debt Security shall have become due and payable
shall be repaid to the Republic forthwith, and the holder of such Debt Security shall thereafter, as an unsecured general creditor, look only to the Republic for
any payment to which such holder may be entitled;
(h) all Debt Securities (i) surrendered to the Fiscal Agent, as Transfer Agent or Registrar, for exchange or transfer or (ii) paid by the Fiscal Agent, as Paying Agent,
shall be canceled by the Fiscal Agent and kept by the Fiscal Agent in accordance with its customary procedures, and evidence of such cancellation (and any
subsequent destruction) promptly forwarded by the Fiscal Agent to the Republic Authorized Signatory, and the registered owner thereof shall be stricken from
the register of Debt Securities;
(i) except as specifically provided herein or in the Debt Securities, any order, certificate, notice, request, direction or other communication from the
6

Republic, made or given under any provision of this Agreement shall be sufficient if signed by a Republic Authorized Signatory. The Republic will furnish the
Fiscal Agent with a certificate as to the incumbency and specimen signatures of persons who are Republic Authorized Signatories upon the execution of any of
the Debt Securities. Until the Fiscal Agent receives a subsequent certificate from the Republic, the Fiscal Agent shall be entitled to rely on the last such
certificate delivered to them for purposes of determining the Republic Authorized Signatory;
(j) whenever in the administration of this Agreement, the Fiscal Agent shall deem it desirable that a matter be proved or established prior to taking, suffering or
omitting to take any action hereunder, the Fiscal Agent (unless other evidence be herein specifically prescribed) may rely in good faith upon a certificate signed
by a Republic Authorized Signatory and delivered to the Fiscal Agent;
(k) the Fiscal Agent shall not be bound to make any investigation into the facts or matters stated in any resolution, certificate, statement, instrument, opinion,
report, notice, request, direction, consent, order, note or other paper or document, but the Fiscal Agent, in its discretion, may make such further inquiry or
investigation into such facts or matters as it may see fit, and, if the Fiscal Agent shall determine to make such further inquiry or investigation, the Republic shall
cooperate therewith to such extent as is reasonable under the circumstances;
(l) the Fiscal Agent shall not be under any obligation to take any action that is discretionary under the provisions of this Agreement or the Debt Securities and no
permissive power or authority available to the Fiscal Agent shall be construed as a duty;
(m) the Fiscal Agent shall not be charged with knowledge of any default or Event of Default by the Republic hereunder or under any of the Debt Securities unless
the Fiscal Agent shall have received written notice thereof from the Republic or the holder of any Debt Security;
(n) compensation to the Fiscal Agent hereunder shall not be limited by any provision of law in regard to the compensation of a trustee or an express trust;
(o) the recitals contained herein and in the Debt Securities (except in the certificate of authentication of a duly authorized officer or a duly appointed signatory
of the Fiscal Agent) shall be taken as the statements of the Republic, and the Fiscal Agent assumes no responsibility for the correctness of the same. The Fiscal
Agent makes no representation as to the validity or sufficiency of this Agreement or the Debt Securities, provided that the Fiscal Agent shall not be relieved of
its duty to authenticate Debt Securities as authorized herein. The Fiscal Agent shall not be accountable for the use or application by the Republic of
7

the proceeds of any Debt Securities authenticated and delivered by or on behalf of the Fiscal Agent in conformity with the provisions of this Agreement;
(p) except as specifically provided herein or in the Debt Securities, the Fiscal Agent shall not have any duty or responsibility in case of any default by the
Republic in the performance of its obligations. Under no circumstances does the Fiscal Agent have any duty or responsibility to accelerate all or any of the Debt
Securities or to initiate or to attempt to initiate any proceedings at law or otherwise or to make any demand for the payment thereof upon the Republic; nothing
herein or in the Debt Securities shall obligate the Fiscal Agent to provide notice of any default by the Republic in the performance of its obligations;
(q) the Fiscal Agent shall not be responsible for delays or failure in performance resulting from acts beyond its control. Such acts include, but are not limited to,
acts of God, strikes, lockouts, riots, acts of war or terrorism, epidemics, nationalization, expropriation, currency restrictions, governmental regulations
superimposed after the fact, fire, communication line failures, power failures, earthquakes or other disasters of similar nature;
(r) the rights, protections, immunities and indemnities afforded to the Fiscal Agent pursuant to this Section 6 shall also be afforded to the Fiscal Agent in its
capacities as Paying Agent, Transfer Agent and Registrar, as the case may be;
(s) to help the United States Government fight the funding of terrorism and money laundering activities, United States Federal law requires all financial
institutions to obtain, verify, and record information that identifies each person who opens an account. When an account is opened, the [] and/or the Fiscal
Agent will ask for information that will allow each of them to identify relevant parties; and
(t) whether or not therein expressly so provided, every provision of the Debt Securities relating to the conduct of or affording protection to the Fiscal Agent shall
be subject to this Section 6.
7.
Resignation and Removal; Appointment of Successor. The Republic agrees, for the benefit of the holders of the Debt Securities, that
there shall at all times be a Fiscal Agent hereunder which shall be a bank or trust company organized and doing business under the laws of the United States of
America or the State of New York, in good standing and having an established place of business in the Borough of Manhattan, The City of New York, State of New
York, U.S.A., and authorized under such laws to exercise corporate t rust powers, until all the Debt Securities
8

(i) shall have been delivered to the Fiscal Agent for cancellation or (ii) became due and payable and money has been irrevocably deposited with the Fiscal Agent
in an amount sufficient to pay all principal, interest and additional amounts, if any, to the date of such deposit on the outstanding Debt Securities. The Fiscal
Agent may resign at any time by giving written notice to the Republic of its resignation, specifying the date on which its resignation shall become effective
(which shall not be less than 90 days after the date on which notice is given, unless the Republic shall agree to a shorter period); and the Republic may remove
the Fiscal Agent at any time by giving notice to the Fiscal Agent specifying the date on which such removal shall become effective, but in each case only in
accordance with the following provisions:
(a) any resignation or removal of the Fiscal Agent shall be effective only upon appointment by the Republic of a qualified successor paying agent, transfer agent
and registrar and the latters acceptance thereof;
(b) if the Fiscal Agent shall resign, be removed or become incapable of acting as Paying Agent, Transfer Agent and Registrar for any cause, the Republic shall
promptly appoint a successor paying agent, transfer agent and registrar;
(c) any successor paying agent, transfer agent and registrar appointed by the Republic shall be a bank or trust company legally qualified to act as such successor
and having an established place of business in the Borough of Manhattan, The City of New York, State of New York, U.S.A.;
(d) every successor paying agent, transfer agent and registrar appointed hereunder shall execute and deliver to the Republic and to its predecessor paying agent,
transfer agent and registrar an instrument accepting such appointment, which shall set forth its agreement to be bound by the terms hereof, and thereupon the
resignation or removal of the predecessor paying agent, transfer agent and registrar shall become effective and the successor, without further act or deed, shall
become vested with all the rights, powers, trusts and duties of its predecessor paying agent, transfer agent and registrar. Such predecessor paying agent,
transfer agent and registrar shall, at the direction of the Republic and upon payment of its compensation and expenses then due and unpaid, promptly deliver to
its successor all sums held hereunder together with all records, unissued bond certificates an d other documents necessary or appropriate in connection with the
performance of the duties of the successor paying agent, transfer and registrar under this Agreement;
(e) the Republic shall give, or cause to be given, notice of each resignation and each removal of the paying agent, transfer agent and registrar and each
appointment of a successor paying agent, transfer agent and registrar by mailing
9

written notice of such event to the holders of the Debt Securities as their names and addresses appear in the register maintained pursuant to Section 4 hereof;
and
(f) in the event that a successor paying agent, transfer agent and registrar is not appointed within 60 days after notice of resignation or removal (as is provided
in this Section 7), the Fiscal Agent may petition a court of competent jurisdiction to make such appointment.
8.
Merger, Consolidation and Sale of Fiscal Agent. In the event of any merger or consolidation of the Fiscal Agent into another
corporation or the sale of all or substantially all the Fiscal Agents corporate trust business, the corporation resulting from such merger or consolidation, or the
transferee in the case of any such sale, shall be the paying agent, transfer agent and registrar hereunder without further act or deed; provided, however, that
such corporation shall be otherwise qualified and eligible under applicable law and this Agreement. Notice of any such merger, consolidation or sale shall
forthwith be given to the Republic.
9.
Compensation and Indemnification. The Republic agrees (1) to pay the Fiscal Agent reasonable compensation for its services as
Paying Agent, Transfer Agent and Registrar under this Agreement, and to reimburse it upon its request for all reasonable costs and expenses incurred by the
Fiscal Agent in accordance with any provision of this Agreement, such compensation and the further terms of such reimbursement to be mutually agreed upon
from time to time by separate written agreements, and (2) to indemnify th e Fiscal Agent (including in its capacity as Paying Agent, Transfer Agent and Registrar)
for, and to hold it harmless against, any loss, liability, claim or expense incurred by it without negligence or willful misconduct or bad faith on its part arising out
of or in connection with acting pursuant to this Agreement or the Debt Securities, including the costs and expenses (including counsel fees) of defending itself
against any claim (whether asserted by the Republic, a holder, or any other person) or liability in connection with the exercise or performance of any of its
powers or duties hereunder or under the Debt Securities. If the Fiscal Agent (including in its capacity as Paying Agent, Transfer Agent and Registrar) shall cease
to be the Fiscal Agent hereunder , it shall repay to the Republic the unearned portion, if any, calculated on a pro rata basis, of any compensation paid in
accordance with clause (1) above. The obligations of the Republic and the Fiscal Agent und er this Section 9 shall survive payment of all of the Debt Securities,
termination of this Agreement or the resignation or removal of the Fiscal Agent. Except as otherwise specifically provided herein, none of the provisions
contained in this Agreement shall require the Fiscal Agent (including in its capacity as Paying Agent, Transfer Agent and Registrar) to expend or risk its own funds
or otherwise incur personal financial liability in the performance of any of its duties.
10
10.

Meetings and Amendments.

(a) Calling of Meeting, Notice and Quorum. A meeting of holders of Debt Securities may be called at any time as specified hereunder and from time to time to
make, give or take any request, demand, authorization, direction, notice, consent, waiver or other action provided by this Agreement or the Debt Securities to
be made, given or taken by holders of the Debt Securities or to modify, amend or supplement the terms of the Debt Securities or this Agreement as hereinafter
provided. The Republic may at any time call a meeting of holders of Debt Securities for any such purpose to be held at such time and at such place as the
Republic shall determine. In case at any time the Republic or the holder or holders of 10% or more in principal amount of the Debt Securities at the time
outstanding shall, after the occurrence and during the continuance of any default under th e Debt Securities, have requested the Fiscal Agent to call a meeting
of the holders of Debt Securities for any purpose specified in the first sentence of this Section 10(a), by written request setting forth in reasonable detail the
action proposed to be taken at the meeting, the Fiscal Agent shall call such meeting for such purpose by giving notice thereof pursuant to instructions regarding

the regulations for such meeting received from the Republic as set forth below. Notice of every meeting of holders of Debt Securities, setting forth the time and
the place of such meeting and in general terms the action proposed to be taken at such meeting, shall be given as provided in the terms of the Debt Securities to
the holders of the Debt Securities at the time outstanding and the Republic, as applicable, not less than 30 nor more than 60 days prior to the date fixed for the
meeting (provided that, in the case of any meeting to be reconvened after adjournment for lack of a quorum, such notice shall be so given not less than 15 day
nor more than 60 days prior to the date fixed for such meeting).
To be entitled to vote at any meeting of holders of Debt Securities, a person shall be a holder of outstanding Debt Securities or a person duly appointed by an
instrument in writing as proxy for such a holder. The quorum for any meeting convened to consider a Non-Reserved Matter (as defined in subsection (b) of this
Section) shall be one or more persons holding or representing not less than 66 2/3% of the aggregate principal amount of the Debt Securities at the time
outstanding or, at the reconvening of any such meeting adjourned for a lack of a quorum for the taking of any action set forth in the notice of the original
meeting, not les s than 25% of the aggregate principal amount of the Debt Securities at the time outstanding. At any meeting, the business of which is to
consider Reserved Matters (as defined in subsection (c) of this Section), the necessary quorum will be one or more persons holding or representing not less than
75% of the aggregate principal amount of the Debt Securities at the time outstanding or, at the reconvening of any such meeting adjourned for a lack of a
quorum for the taking of any action set forth in the notice of the original meeting, not less than 50% of the aggregate principal amount of the Debt Securities at
the time outstanding.
11

The Republic may make such reasonable and customary regulations as it shall deem advisable for any meeting of holders of Debt Securities with respect to the
proof of the holding of the Debt Securities, appointment of proxies in respect of holders of Debt Securities, the record date for determining the registered
owners of Debt Securities who are entitled to vote at such meeting (which date shall be set forth in the notice calling such meeting hereinabove referred to and
which shall be not less than 30 nor more than 90 days prior to such meeting), the adjournment and chairmanship of such meeting, the appointment and duties of
inspectors of votes, the submission and examination of proxies, certificates and other evidence of the right to vote, and such other matters concerning the
conduct of the meeting as it shall deem appropriate; if the Fiscal Agent is calling such meeting upon request of the Republic or the holders of Debt Securities,
the Republic shall provide the Fiscal Agent with a form of notice setting forth of such regulations (and such other information as the Fiscal Agent may request) no
later than two Business Days prior to the date the notice for the meeting is supposed to be given by the Fiscal Agent.
(b) Approval of Non-Reserved Matters. (i) At any meeting of holders of Debt Securities duly called and held as specified above, upon the affirmative vote, in
person or by proxy thereunto duly authorized in writing, of the holders of not less than 66 2/3% in aggregate principal amount of the Debt Securities at the time
outstanding, or in the case of an adjourned meeting of not less than 25% in aggregate principal amount of the Debt Securities at the time outstanding, or (ii) by
written consent of the holders (which may be contained in one document or several documents in the same form, each signed by or on behalf of one or more
holders of Debt Securities) of not less than 66 2/3% in aggregate principal amount of the Debt Securities at the time outstanding, the Republic and the Fiscal Agent
may modify, amend or supplement the terms of the Debt Securities or, insofar as it affects the Debt Securities, this Agreement, in any way, other than a
modification, amendment or supplement constituting a Reserved Matter (as defined in subsection (c) of this Section), and the holders of Debt Securities may
make, take or give any request, demand, authorization, direction, notice, consent, waiver or other action provided by this Agreement or the Debt Securities to
be made, given or taken by holders of Debt Securities, other than requests, demands, authorizations, directions, notices, consents , waivers or other actions
constituting Reserved Matters (as defined in subsection (c) of this Section).
(c) Approval of Reserved Matters. (i) At any meeting of holders of Debt Securities duly called and held as specified above, upon the affirmative vote, in person
or by proxy thereunto duly authorized in writing, of the holders of not less than 75% in aggregate principal amount of the Debt Securities at the time
outstanding, or in the case of an adjourned meeting of not less than 50% in aggregate principal amount of the Debt Securities at the time outstanding, or (ii)
12

by written consent of the holders (which may be contained in one document or several documents in the same form, each signed by or on behalf of one or more
holders of Debt Securities) of not less than 75% in aggregate principal amount of the Debt Securities at the time outstanding, the Republic and the Fiscal Agent
may modify, amend or supplement the terms of the Debt Securities or, insofar as respects the Debt Securities, this Agreement, in any way that would (A) change
the due date for the payment of the principal, premium (if any) or any installment of interest on the Debt Securities, (B) reduce or cancel the principal amount
or redemption price or premium (if any) of the Debt Securities, (C) reduce the portion of the principal amount which is payable upon acceleration of the
maturity of the Debt Securities, (D) reduce the interest rate on the Debt Securities or any premium payable u pon redemption of the Debt Securities, (E) change
the currency in which interest, premium (if any) or principal will be paid or the places at which interest, premium (if any) or principal of the Debt Securities is
payable, (F) shorten the period during which the Republic is not permitted to redeem the Debt Securities, or permit the Republic to redeem the Debt Securities
if, prior to such action, the Republic is not permitted to do so, (G) reduce the proportion of the principal amount of the Debt Securities whose vote or consent is
necessary to modify, amend or supplement this Agreement or the terms and conditions of the Debt Securities, (H) reduce the proportion of the principal amount
of the Debt Securities whose vote or consent is necessary to make, take or give any request, demand, authorization, direction, notice, consent, waiver or other
action provided to be made in this Agreement or the terms and conditions of the Debt Securities, (I) change the obligation of the Republic to p ay additional
amounts with respect to the Debt Securities, (J) change the definition of reserved matters or of outstanding contained in this Agreement, (K) change the
governing law provision of the Debt Securities, (L) change the courts to the jurisdiction of which the Republic has submitted, its obligation under this Agreement
or the terms and conditions of the Debt Securities to appoint and maintain an agent for service of process or the waiver of immunity in respect of actions or
proceedings brought by any holder based upon the Debt Securities, or (M) appoint a committee to represent holders of the Debt Securities after an Event of
Default occurs with respect to the Debt Securities. Each of the actions set forth in clauses (A) through (M) of the preceding sentence is referred to herein as a
Reserved Matter.
(d) Approval of Non-Material Amendments. The Republic and the Fiscal Agent may, without the vote or consent of any holder of Debt Securities, amend this
Agreement or the Debt Securities for the purpose of (A) adding to the Republics covenants for the benefit of the holders of Debt Securities, (B) waiving any right
or power conferred upon the Republic, (C) providing security or collateral for the Debt Securities, (D) curing any ambiguity or curing, correcting or
supplementing any defective provision in the Debt Securities or this Agreement, (E) amending this Agreement or any of the Debt Securities in any
13

manner which the Republic and the Fiscal Agent may determine and which is not inconsistent with the Debt Securities and does not in the opinion of the
Republic adversely affect the interest of any holder of Debt Securities, (F) correcting in the opinion of the Republic a manifest error of a formal, minor or
technical nature, or (G) complying with mandatory provisions of law or any other modification provided that such modification is not in the opinion of the
Republic materially prejudicial to the interests of the holders of Debt Securities.
In executing any amendment permitted by this paragraph (d) of this Section 10, the Fiscal Agent shall be entitled to receive, and shall be fully protected in
relying upon, an opinion of the Republic, at the Republics expense, stating that the execution of such amendment is authorized or permitted by this Agreement,
that such amendment does not adversely affect in any material respect the interests of the holders of the Debt Securities, and that such amendment constitutes
the legal, valid and binding obligation of the Republic enforceable in accordance with its terms and subject to customary exceptions. The Fiscal Agent may, but
shall not be obligated to, enter into any such amendment which affects the Fiscal Agents own rights, duties or immunities under this Agreement or otherwise.
(e) Form of Proposed Amendments. It shall not be necessary for the vote or consent of the holders of Debt Securities to approve the particular form of any
proposed modification, amendment, supplement, request, demand, authorization, direction, notice, consent, waiver or other action, but it shall be sufficient if
such vote or consent shall approve the substance thereof. Any amendment of this Agreement by the Republic and the Fiscal Agent shall be made in writing.
(f) Binding Nature of Amendments, Notices etc. Any instrument given by or on behalf of any holder of a Debt Security in connection with any consent to or vote
for any such modification, amendment, supplement, request, demand, authorization, direction, notice, consent, waiver or other action will be irrevocable once
given and will be conclusive and binding on all subsequent holders of such Debt Security or any Debt Security issued directly or indirectly in exchange or
substitution therefor or in lieu thereof. Any such modification, amendment, supplement, request, demand, authorization, direction, notice, consent, waiver or
other action will be conclusive and binding on all holders of Debt Securities, whether or not they have given such consent or cast such demand, authorization,
direction, notice, consent, waiver or other action is made upon the Debt Securities. Notice of any mo dification or amendment of, supplement to, or request,
demand, authorization, direction, notice, consent, waiver or other action with respect to the Debt Securities or this Agreement (other than for purposes of
curing any ambiguity or of curing, correcting or supplementing any defective
14

provision hereof or thereof) shall be given by the Fiscal Agent to each holder of Debt Securities affected thereby as soon as practicable thereafter.
(g) Definition of Outstanding. For the purposes of ascertaining the right to attend and vote at any meeting of holders of the Debt Securities and for purposes
of determining whether the required percentage of holders of Debt Securities (A) is present at a meeting for quorum purposes, (B) has consented to or voted in
favor of any request, demand, authorization, direction, notice, consent, waiver, amendment, modification or supplement to the Debt Securities or this
Agreement, or (C) has delivered a notice of acceleration of the Debt Securities, any Debt Securities that the Republic owns or controls directly or indirectly will
be disregarded and deemed not to be outstanding. For this purpose, Debt Securities owned, directly or indirectly, by the Bank of Greece or any of the Republics
local authorities and other local authorities e ntities will not be regarded as, or deemed to be, owned or controlled, directly of indirectly by the Republic.
As used in this subsection (g) control means the power, directly or indirectly, through the ownership of voting securities or other ownership interests, or
otherwise, to direct the management of or elect or appoint a majority of the board of directors or other persons performing similar functions in lieu of, or in
addition to, the board of directors of a corporation, trust, financial institution or other entity.
11.
Consent to Service; Jurisdiction. The Republic will appoint the Consul General of the Republic, 69 East 79 th Street, New York, NY 10021, U.S.A. as its
authorized agent (the Authorized Agent) upon which process may be served in any suit or proceeding arising out of or relating to this Agreement or the Debt
Securities (Proceedings) which may be instituted in any state or Federal court in The City of New York, State of New York, U.S.A. by the holder of a Debt
Security of which the Fiscal Agent is acting as fiscal agent hereunder, and the Republic expressly accepts the jurisdiction of any such court in respect of any such
Proceedings, subject to the qualifications stated below relating to actions brought under the United States securities laws or the securities laws of any state of
the United States. Such appointment shall be irrevocable so long as any Debt Securities remain outstanding, unless and until a successor Authorized Agent shall
have been appointed and such successor Authorized Agent shall have accepted such appointment. The Republic will take any and all action, including the filing
of any and all documents and instruments, that may be necessary to continue such appointment or appointments in full force and effect as aforesaid. Service of
process upon the Authorized Agent at the address indicated in this Section 11 and written notice of such service to the Republic (sent by registered mail or
delivered by courier to the Republic at the address set forth in Section 12 hereof) shall be deemed, in every respect, effective service of process upon the
Republic. Upon receipt of such
15

service of process, the Authorized Agent shall advise the Republic Authorized Signatory promptly by facsimile of its receipt thereof, but the failure to so advise
shall have no effect on the validity or timeliness of any such service. Notwithstanding the foregoing, any Proceeding against the Republic may also be instituted
by the holder of a Debt Security in any competent court in the Republic, in which case a copy of the documents filed in such court in connection with the
institution of such proceeding shall be served upon the Minister of Finance of the Republic at least one month prior to the date fixed by such court to hear such
matter.
The Republic hereby waives irrevocably, to the fullest extent permitted by the laws of the Republic and international conventions, any immunity from
jurisdiction to which it might otherwise be entitled in any Proceeding which may be instituted as provided in this Section in any state or Federal court in The City
of New York, State of New York, U.S.A., or in any competent court in the Republic. In addition, the Republic hereby waives irrevocably any immunity from
execution and attachment and any process in the nature thereof in any proceeding, except that, to the extent not permitted by the laws of the Republic and
international conventions, such waiver shall not apply to the funds, assets and general property of the Republic located in the Republic or to the premises of the
Republics diplomatic missions in any jurisdiction which affords immunity thereto or with respect to asse ts of the Republic outside the Republic necessary for the
proper functioning of the Republic as a sovereign power. Neither such appointment nor such waiver of immunity shall be interpreted to include actions brought
under the United States securities laws or the securities laws of any state of the United States.
EACH OF THE REPUBLIC AND THE FISCAL AGENT HEREBY IRREVOCABLY WAIVES, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY AND ALL RIGHT TO
TRIAL BY JURY IN ANY LEGAL PROCEEDING ARISING OUT OF OR RELATING TO THIS AGREEMENT, THE SECURITIES OR THE TRANSACTION CONTEMPLATED HEREBY.
12.
Notices. Except as may otherwise be provided in this Agreement, any notice or instructions given pursuant to any of the provisions of this Agreement
shall be and delivered in person, sent by letter or facsimile and shall be delivered:
(a) to the Republic at:
16

Ministry of Finance
General Accounting Office
Public Debt Directorate
37 Panepistimiou St.
101 65 Athens
Greece
Telephone: []
Facsimile: []
(b) to the Fiscal Agent at the address specified in Schedule I hereto, or at such other address as may be specified in writing to the other party.
(c) to the holders of the Debt Securities at their addresses specified in the register maintained pursuant to Section 4 hereof, or as otherwise specified in the
Debt Securities.
If the Fiscal Agent shall receive any notice or demand addressed to the Republic by the holder of a Debt Security, the Fiscal Agent shall promptly forward such
notice or demand to the Republic. All notice shall be deemed effective when actually received.
13.
Governing Law and Counterparts. This Agreement shall be construed in accordance with the laws of the State of New York, United States of America,
without regard to principles of conflicts of laws (other than Section 5-1401 of the General Obligation Law of the State of New York), except with respect to its
authorization and execution by the Republic, which shall be governed by the laws of the Republic. This Agreement may be executed in any number of
counterparts.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date first mentioned above.
17

HELLENIC REPUBLIC
By:
Name:
Title:
[]
By:
Name:
Title:
18

SCHEDULE I
Date of Agreement:
Name and Address of Fiscal Agent: []
[]
Republic Authorized Signatory:
[]
Description of Terms Agreement:
Date of Agreement:
Name of Underwriters:
[Names of Representatives]
As Representatives of the several Underwriters named in Schedule A to the Terms Agreement
c/o [Address of one of the Representatives]
Description of Debt Securities:
Aggregate principal amount:
Form of Debt
Securities:

$[]

Fully Registered

Denominations:
Interest rate:

[]%

$1,000 and integral multiples thereof

Currency of payment of interest:

Maturity:

[U.S. Dollars]
[]

EXHIBIT I
CUSIP NO.
ISIN NO.
COMMON CODE
No. RUNLESS OR UNTIL IT IS EXCHANGED IN WHOLE OR IN PART FOR SECURITIES IN DEFINITIVE FORM, THIS GLOBAL CERTIFICATE MAY NOT BE TRANSFERRED EXCEPT AS A
WHOLE BY THE DEPOSITARY TO A NOMINEE OF THE DEPOSITARY OR BY A NOMINEE OF THE DEPOSITARY TO THE DEPOSITARY OR ANOTHER NOMINEE OF THE
DEPOSITARY OR BY THE DEPOSITARY OR ANY SUCH NOMINEE TO A SUCCESSOR DEPOSITARY OR A NOMINEE OF SUCH SUCCESSOR DEPOSITARY.
UNLESS THIS GLOBAL CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITARY TO THE ISSUER OR ITS AGENT FOR REGISTRATION OF
TRANSFER, EXCHANGE OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN
AUTHORIZED REPRESENTATIVE OF THE DEPOSITARY (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED
REPRESENTATIVE OF THE DEPOSITARY), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH
AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.
$
HELLENIC REPUBLIC
% NOTES DUE
,
PAYABLE AS TO PRINCIPAL AND INTEREST
IN LAWFUL MONEY OF THE UNITED STATES OF AMERICA
FULLY REGISTERED GLOBAL CERTIFICATE
The HELLENIC REPUBLIC (the Republic), for value received, hereby promises to pay to CEDE & CO., as the nominee of The Depository Trust Company (the
Depository), or registered assigns on the
day of
,
, upon presentation and surrender of this security the principal sum specified above in
lawful money of the United States of America at the office of
, a national banking association (the Fiscal Agent), in The City of New York, New
York, and to pay interest thereon in like money in the manner provided in the Cond itions endorsed hereon from and including
,
(the Issue
Date) or the most recent Interest Payment Date (as defined herein), as the case may be, next preceding the date of
1

this Security to which interest has been paid, unless the date hereof is a date to which interest has been paid, in which case from the date of this security, such
interest to be payable semiannually at the rate of
% per annum on the
day of
, and the
day of
in each year (each an Interest
Payment Date) until the principal of this security shall have been paid, the first of such payments of interest to become due and payable on the
day of
,
&nb sp; . Notwithstanding anything to the contrary provided herein, any payment of principal or interest falling due on a day which is not a
business day in the place of payment will be payable on the next succeeding business day and no interest shall accrue for the intervening period. The interest so
payable on any such Interest Payment Date will be paid to the person in whose name this security is registered at the close of business on each
, and
preceding such Interest Payment Date, whether or not such date shall be a business day (each such day, a Record Date).
This security is a direct, unconditional, unsecured and general obligation of the Republic and will rank pari passu with all other outstanding unsecured and
unsubordinated indebtedness of the Republic, present and future without any preference granted by the Republic to one above the other by reason of priority of
date of issue, currency of payment or otherwise. The full faith and credit of the Republic backs the due and punctual payment of the securities and the
performance of the obligations of the Republic with respect hereto.
This security is subject to the Conditions endorsed on the reverse hereof and shall not be valid or enforceable for any purpose unless manually countersigned by
the Fiscal Agent. This security shall be dated the date of its countersignature by the Fiscal Agent.
IN WITNESS WHEREOF, the Republic has caused this security to be signed by its authorized official.
[]
Fiscal Agent

HELLENIC REPUBLIC

By:

By:
Name:
Title:

Authorized Signatory
Dated:

Authorized Official

THE CONDITIONS WITHIN REFERRED TO

1.
This security is a permanent global certificate representing one of a duly authorized issue of
% Notes Due
,
of the Republic
(each a Security, and collectively, the Securities), limited in aggregate principal amount to U.S. $
and issued under the Fiscal Agency
Agreement dated as of
,
; (as the same may be amended, supplemented or otherwise modified from time to time, the Fiscal Agency
Agreement) between the Republic and
, as Fiscal Agent, to which Fiscal Agency Agreement reference is hereby made for a statement of the
respective rights, duties, limitations of rights, obligations and immunities thereunder of the Republic, the Fiscal Agent and the holders of the Securities. The
Securities of this issue are issuable as fully registered Securities without coupons in the denominations of $1,000 and integral multiples of $1,000 in lawful money
of the United States of America.
The Republic may, from time to time, without the consent of the holders of any Securities of this series, create and issue additional Securities having terms and
conditions the same as the Securities of this series (or the same except for the payment of interest scheduled on them and paid prior to the time of their issue),
so that such additional Securities may be consolidated, form a single series with and increase the aggregate principal amount of Securities of this series. In the
event of any such increase, the term Securities shall from then on also refer to such additionally issued Securities.
2.
The principal of and interest on this Security shall be payable without deduction or withholding for or on account of any present or future taxes,
duties, fees or other charges, of whatever nature, imposed or levied by the Republic or by any county, municipality or other political subdivision or taxing
authority therein or thereof (Taxes). If any deduction or withholding of Taxes is required by law, the Republic will pay such amounts to the registered holder
hereof who is not a resident of the Republic as may be necessary so that every net payment of the principal of and interest on this Security paid to such
registered holder after making all such deductions and withholdings shall equal the amount provided for in this Security to be then due and payable, except that
there will be no additional amounts paid with respect to this Security:
(a)
by or on behalf of a holder who is subject to such Tax in respect of the Security by reason of his being connected with the Republic (or any political
subdivision thereof) otherwise than merely by holding the Security or receiving principal or interest in respect thereof; or
(b)
by or on behalf of a holder who would not be liable for or subject to such withholding or deduction by making a declaration of non-residence or other
similar claim for exemption to the relevant tax authority if, after having been requested to make such a declaration or claim, such holder fails to do so; or

(c)
more than 30 days after the Relevant Date except to the extent that the holder of the Security would have been entitled to such additional payment
on presenting the Security for payment on the last day of such 30 day period; or
(d)
where such withholding or deduction is imposed on a payment to or for an individual and is required to be made pursuant to the European Union
Directive on the Taxation of Savings Income.
The Relevant Date in relation to the Security means (i) the due date for payment thereof; or (ii) (if the full amount of the monies payable on such date has not
been received by the Fiscal Agent on or prior to such due date) the date on which, the full amount of such monies having been so received, notice to that effect
is duly given to the holders of Securities.
Any reference in these Conditions to principal or interest in respect of the Securities shall be deemed to include, as applicable, any additional amounts which
may be payable by reason of a deduction or withholding of any amount from payments of principal or interest.
3.
Upon not less than 30 days prior written notice to the holder of this Security given as provided in Section 12 of the Fiscal Agency Agreement, the
Republic shall have the right to require the holder of this Security, as a condition of making full payment of the principal of or interest or additional amounts, if
any, on such Security, to present at the office of any paying agency at least five business days prior to each Record Date a certificate in such form as the
Republic may from time to time prescribe in order to comply with applicable law or regulation, to enable the Republic to determine its duties and liabilities with
respect to (i) any taxes, assessments or governmental charges which the Republic or the Fiscal Agent may be required to deduct or withhold from payment in
respect of such Security un der any present or future law of the United States or the Republic or any regulation of any taxing authority thereof and (ii) any
reporting or other requirements under such laws or regulations. The Republic shall be entitled to determine its duties and liabilities with respect to such
deduction, withholding, reporting or other requirements on the basis of information contained in such certificate or, if no certificate shall be presented, on the
basis of any presumption created by any such law or regulation and shall be entitled to act in accordance with such determination, but shall not be entitled to
withhold all or part of any such payment except as the Republic determines in good faith to be required by applicable law or regulation.
4.
The Republic shall not create or permit to subsist any Security Interest upon any of its present or future revenues, properties or assets to secure any
Public External Indebtedness of any person present or future, unless the Securities shall also be secured by such Security Interest equally and ratably with such
Public External Indebtedness.

As used herein, Security Interest means any mortgage, charge, pledge, lien, security interest or other encumbrance securing any obligation of the Republic or
any other type of preferential arrangement having similar effect over any revenues, properties or assets of the Republic. Public External Indebtedness means
existing or future indebtedness for borrowed money of the Republic that is in the form of, or represented by, bonds, notes or other securities that are or may be
quoted, listed or ordinarily purchased or sold on any stock exchange, automated trading system or over-the-counter or other securities market and is
(i) expressed or payable or optionally payable in a currency other than the lawful currency of the Republic (including any guarantees given by the Republic for
any existing or future indebtedness for borrowed money of any other person which inde btedness is expressed or payable or optionally payable in a currency
other than the lawful currency of the Republic), or (ii) borrowed from or initially placed with a foreign institution or person under a contract governed by the
laws of a jurisdiction other than the Republic (including any guarantees given by the Republic for any existing or future indebtedness for borrowed money of any
other person which is borrowed from or initially placed with a foreign institution or person under a contract governed by the laws of a jurisdiction other than the
Republic).
5.

In the event that any of the following shall occur (an Event of Default):

(a) The Republic shall default in any payment of interest on any of the Securities and such default shall not be cured by payment thereof within 30 days from the
due date for such payment;
(b) the Republic shall default in the payment of principal of the Securities when due at maturity and such default is not cured by payment thereof within seven
days from the due date for such payment;
(c) the Republic shall default in the performance of any other covenant, condition or provision in the Securities and such default shall continue for a period of 30
days after written notice thereof shall have been given to the Republic and to the Fiscal Agent, attention of the Corporate Trust & Loan Agency, in The City of
New York by the holder of any Security;
(d) any other Public External Indebtedness (as defined in Condition 4 above) of the Republic in an amount equal to or exceeding US$25 million (or its equivalent)
is accelerated so that it becomes due and payable prior to the stated maturity thereof as a result of a default thereunder, and such acceleration has not been
rescinded or annulled;

(e) any other Public External Indebtedness of the Republic in an amount equal to or exceeding US$25 million (or its equivalent) is not paid as and when due and
the applicable grace period, if any, has lapsed and such nonpayment has not been cured;
(f) a general moratorium is declared by the Republic in respect of its Public External Indebtedness or the Republic announces its inability to pay its Public
External Indebtedness as it matures; or
(g) any government order, decree or enactment shall be made whereby the Republic is prevented from observing and performing in full its obligations contained
in the Securities;
then the holders for the time being of at least 25% of the aggregate principal amount of the outstanding Securities may (i) give notice in writing to the Republic
and the Fiscal Agent in accordance with Condition 10 that the Securities are immediately due and payable at their principal amount together with accrued
interest (if any) or (ii) decide at a meeting that the Securities are immediately due and payable, whereupon the Securities shall become immediately due and
payable at their principal amount together with accrued interest (if any) and/or (iii) decide at a meeting that, if the case may be, they will institute litigation.
The holders of at least 66 2/3% of the aggregate principal amount of the Securities (at the time outstanding) may rescind (i) such notice of acceleration, (ii) such
decision to accelerate or (iii) such decision to institute litigation if the event or events of default giving rise to the declaration or to the decisions have been
cured or waived. Such rescission shall be made no less than three Business Days prior to the accelerated payment date by giving notice in writing to the Republic
and to the Fiscal Agent whereupon such declaration or decision shall be rescinded and have no further effect. No such rescission shall affec t any other or any
subsequent event of default or any right of any security holder in relation thereto. Such rescission will be conclusive and binding on all holders of the Securities.
6.
The Republic and the Fiscal Agent may, (i) at any meeting of holders of Securities duly called and held as specified in the Fiscal Agency Agreement,
upon affirmative vote, in person or by proxy therunto duly authorized in writing, of the holders of not less than 66 2/3% of the aggregate principal amount of the
Securities at the time outstanding represented at the meeting, or in the case of an adjourned meeting of not less than 25% in aggregate principal amount of the
Securities at the time outstanding, or (ii) by written consent of the holders (which may be contained in one document or several documents in the same form,
each signed by or on behalf of one or more holders of Securities) of not less than 66 2/3% in aggregate principal amount of the Securities at the time outstanding,
modify, amend or supplement the terms of the Securities or, insofar as it affects the Securities, the Fiscal Agency Agreement, in any way, and the holders of the

Securities may make, take or give any request, demand, authorization, direction, notice, consent, waiver or other action provided herby or by the Fiscal Agency
Agreement to be made, given or taken by holders of Securities; provided, however, that no such action may, (x) without the affirmative vote, in person or by
proxy thereunto duly authorized in writing, at any meeting of holders of Securities duly called and held as specified in the Fiscal Agency Agreement, of the
holders of not less than 75% in aggregate principal amount of the Securities at the time outstanding, or in the case of an adjourned meeting of not less than 50%
in aggregate principal amount of the Securities at the time outstanding, or (y) by written consent of the holders of not less than 75% in aggregate principal
amount of the Securities at the time outstanding, (A) change the due date for the payment of the principal, premium (if any) or any installment of interest on
the Securities, (B) reduce or cancel the principal amount or redemption price or premium (if any) of the Securities, (C) reduce the portion of the principal
amount which is payable upon acceleration of the maturity of the Securities, (D) reduce the interest rate on the Securities or any premium payable upon
redemption of the Securities, (E) change the currency in which interest, premium (if any) or principal will be paid or the places at which interest, premium (if
any) or principal of the Securities is payable, (F) shorten the period during which the Republic is not permitted to redeem the Securities, or permit the Republic
to redeem the Securities if, prior to such action, the Republic is not permitted to do so, (G) reduce the proportion of the principal amount of the Securities
whose vote or consent is necessary to modify, amend or supplement the Fiscal Agency Agreement or the terms and conditions of the Securities, (H) reduce the
proportion of the principal amount of the Securities whose vote or consent is necessary to make, take or give any request, demand, authorization, direction,
notice, consent, waiver or other action provided to be made in the Fiscal Agency Agreement or the terms and conditions of the Securities, (I) change the
obligation of the Republic to pay additional amounts with respect to the Securities, (J) change the definition of reserved matters or of outstanding
contained in the Fiscal Agency Agreement, (K) change the governing law provision of the Securities, (L) change the courts to the jurisdiction of which the
Republic has submitted, its obligation under the Fiscal Agency Agreement or the terms and conditions of the Securities to appoint and maintain an agent for
service of process or the waiver of immunity in respect of actions or proceedings brought by any holder based upon the Securities, or (M) appoint a committee to
represent holders of the Securities aft er an event of default occurs with respect to the Securities.
The Republic and the Fiscal Agent may, without the vote or consent of any holder of Securities, amend the Fiscal Agency Agreement or the Securities for the
purpose of (A) adding to the Republics covenants for the benefit of the holders of Securities, (B) waiving any right or power conferred upon the Republic,
(C) providing security or collateral for the Securities, (D) curing any ambiguity or curing, correcting or supplementing any defective provision in the Securities or
the Fiscal Agency Agreement, (E) amending the Fiscal Agency Agreement or any of the Securities in any manner which the Republic and the Fiscal Agent may
determine and which is not inconsistent with the

Securities and does not in the opinion of the Republic materially adversely affect the interest of any holder of Securities, (F) correcting in the opinion of the
Republic a manifest error of a formal, minor or technical nature, or (G) complying with mandatory provisions of law or any other modification provided that such
modification is not in the opinion of the Republic materially prejudicial to the interests of the holders of Securities. It shall not be necessary for the vote or
consent of the holders of Securities to approve the particular form of any proposed modification, amendment, supplement, request, demand, authorization,
direction, notice, consent, waiver or other action, but it shall be sufficient if such vote or consent shall approve the substance thereof.
Any instrument given by or on behalf of any holder of a Security in connection with any consent to or vote for any modification, amendment, supplement,
request, demand, authorization, direction, notice, consent, waiver or other action will be irrevocable once given and will be conclusive and binding on all
subsequent holders of such Security or any Security issued directly or indirectly in exchange or substitution therefor or in lieu thereof. Any such modification,
amendment, supplement, request, demand, authorization, direction, notice, consent, waiver or other action will be conclusive and binding on all holders of
Securities, whether or not they have given such consent or cast such demand, authorization, direction, notice, consent, waiver or other action is made upon the
Securities. Notice of any modification or amendment of, supplement to, or request, demand, authorization, direction, noti ce, consent, waiver or other action
with respect to the Securities or the Fiscal Agency Agreement (other than for purposes of curing any ambiguity or of curing, correcting or supplementing any
defective provision hereof or thereof) shall be given by the Fiscal Agent to each holder of Securities affected thereby as soon as practicable thereafter.
For the purposes of ascertaining the right to attend and vote at any meeting of holders of Securities and for purposes of determining whether the required
percentage of holders of Securities (A) is present at a meeting for quorum purposes, (B) has consented to or voted in favor of any request, demand,
authorization, direction, notice, consent, waiver, amendment, modification or supplement to the Securities or the Fiscal Agency Agreement, or (C) has delivered
a notice of acceleration of the Securities, any Securities that the Republic owns or controls directly or indirectly will be disregarded and deemed not to be
outstanding. For this purpose, Securities owned, directly or indirectly, by the Bank of Greece or any of the Republics local authorities and other local
authorities entities will not be regarded as, or deemed to be, owned or controlled, directly of ind irectly by the Republic. As used in this paragraph control
means the power, directly or indirectly, through the ownership of voting securities or other ownership interests, or otherwise, to direct the management of or
elect or appoint a majority of the board of directors or other persons performing similar functions in lieu of, or in addition to, the board of directors of a
corporation, trust, financial institution or other entity.

7.
As more fully set forth in the Fiscal Agency Agreement, the Republic has appointed the Consul General of the Republic as its authorized agent (the
Authorized Agent) upon which process may be served in any suit or proceeding arising out of or relating to the Bonds (Proceedings) which may be instituted
in any state or Federal court in New York, New York by the holder of any Security, and the Republic hereby expressly accepts the jurisdiction of any such court in
respect of any such Proceeding subject to the qualifications stated below relating to actions brought under United States securities laws or the securities laws of
any state of the United States. Such appointment shall be irrevocable so long as any of the Securities remain outstanding, unless and until a successor
Authorized Agent sha ll have been appointed and such successor Authorized Agent shall have accepted such appointment. The Republic will take any and all
action, including the filing of any and all documents and instruments, that may be necessary to continue such appointment or appointments in full force and
effect as aforesaid. Notwithstanding the foregoing, any Proceeding may be instituted by the holder of any Security in any competent court in the Republic, in
which case a copy of the documents filed in such court in connection with the institution of such proceeding shall be served upon the Minister of Finance of the
Republic at least one month prior to the date fixed by such court to hear such matter. The Republic hereby waives irrevocably, to the fullest extent permitted
by the laws of the Republic and international conventions, any immunity from jurisdiction to which it might otherwise be entitled in any such Proceedings which
may be instituted by the holder of any Security in any state or Federal court in New York, New York or in any competent court in the Republic. In addition, the
Republic hereby waives irrevocably any immunity from execution and attachment and any process in the nature thereof in any proceeding, except that, to the
extent not permitted by the laws of the Republic and international conventions, such waiver shall not apply to the funds, assets, rights and general property of
the Republic located in the public or to the premises of the Republics diplomatic missions in any jurisdiction which affords immunity thereto or with respect to
assets of the Republic outside the Republic necessary for the proper functioning of the Republic as a sovereign power. Neither such appointment nor such waiver
shall be interpreted to include actions brought under the United States Federal securities laws or the securities laws of any state of the United States. This
waiver is intended to be effective upon execution of this Security without further act by the Republic before any such court, an d introduction of this Security
into evidence shall be final and conclusive evidence of such waiver.
8.
THIS SECURITY SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT REGARD TO
PRINCIPLES OF CONFLICTS OF LAW (OTHER THAN SECTION 5-1401 OF THE GENERAL OBLIGATION LAW OF THE STATE OF NEW YORK), EXCEPT WITH RESPECT TO ITS
AUTHORIZATION AND EXECUTION BY THE REPUBLIC, WHICH SHALL BE GOVERNED BY THE LAWS OF THE REPUBLIC.

9.

The Securities may not be redeemed by the Republic prior to maturity.

If the Republic ceases to be a member in good standing of the International Monetary Fund or ceases to be fully eligible to utilize the resources of the
International Monetary Fund, upon the holder of any Security giving notice to the Republic to the Fiscal Agent, attention of the Corporate Trust & Loan Agency, in
The City of New York and, for such notice to be valid, also to the Ministry of Finance, General Accounting Office, Public Debt Directorate, 37 Panepistimiou St.,
101 65 Athens, Greece, not more than 60 nor less than 30 days notice in writing (which notice shall be irrevocable), the Republic will, upon the expiry of such
notice, redeem such Security at 100% of the principal amount thereof, together, if appropriate, with accrued interest.
10.
The Republic will maintain in the Borough of Manhattan, the City and State of New York, United States of America, a paying agent (the Paying
Agent), transfer agent (the Transfer Agent) and registrar (the Registrar) for the Securities. So long as the Securities are listed on the Luxembourg Stock
Exchange and in the event that the Securities are issued in definitive form, or the Luxembourg Stock Exchange otherwise so requires, the Republic shall appoint
and maintain an additional paying agent and transfer agent in Luxembourg. The Republic will cause the Registrar to maintain a register or registers in which
shall be entered the names and addresses of the holders of the Securities of this issue and the particulars of the Securities held by them, respectively, and in
which transfers of t he Securities shall be registered. Such Paying Agent, Transfer Agent and Registrar shall be
, in The City of New
York, New York, unless and until the Republic appoints a different Paying Agent, Transfer Agent and Registrar in the same city. In the event of any such change,
or in the event that the Republic appoints an additional paying and transfer agent in Luxembourg, the Republic shall give notice of change to the holders of the
Securities by mailing written notice of such event to the holders of the Securities as their names and addresses appear in the register maintained pursuant to this
Condition 10. The holders of Securities may serve notices and demands with respect to the Securities at the office of the Paying Agent, Transfer Agent and
Registrar m aintained pursuant to this Condition 10.
11.
This Security is transferable upon presentation for such purpose at the office of the Transfer Agent of the Republic referred to in Condition 10,
accompanied by a written instrument of transfer in form approved by the Republic executed by the registered holder hereof or by his duly authorized attorney,
whereupon this Security will be cancelled and one or more Securities of this issue for an equal aggregate principal amount will be delivered to the transferee.
12.

Securities of this issue upon presentation for such purpose at the office of the Transfer Agent referred to in Condition 10, accompanied by a written

instrument of transfer in form approved by the Republic executed by the registered holder or by his duly authorized attorney, may be exchanged for an equal
aggregate principal amount of other fully registered Securities of this issue in other authorized denominations.
13.
The Republic will make transfers and exchanges of Securities of this issue as aforesaid upon compliance by the holders of Securities with such
reasonable regulations as may be prescribed by the Republic, and the Republic shall not be entitled to make any charge in respect to transfers and exchanges of
Securities of this issue, but the fiscal agent and the transfer agent appointed and maintained by the Republic in Luxembourg may require from holders of
Securities payment of a sum sufficient to cover any stamp or other governmental charge in connection therewith. Each Security issued upon any such transfer or
exchange shall be dated the date of its countersignature by the Fiscal Agent.
14.

Interest on the Securities of this issue shall be computed on the basis of a 360-day year of twelve 30-day months. Unless other arrangements are

made, payments of principal and interest on this Security will be made to the order of the registered holder, or, in the case of joint holders, to the order of all
such joint holders or to such person as the joint holders may request in writing, provided that payment of principal will be made only upon prior presentation
and surrender of this Security at the office of the Paying Agent of the Republic referred to in Condition 10. Such check shall be mailed to the address of the
registered holder as such address shall appear on the register maintained by the Registrar pursuant to Condition 10 hereof, or, in the case of joint holders, to
such registered address of that one of suc h joint holders who is first named in the register as one of such joint holders or to such address specified in the
aforementioned request of such joint holders. The registered holder hereof or his legal personal representatives will be regarded as exclusively entitled to the
principal moneys hereby secured, and in the case of joint registered holders of this Security the said principal moneys shall be deemed to be owing to them on
joint account. Any holder of Securities, the aggregate principal amount of which equals or exceeds $1,000,000, may by written notice to the Paying Agent no
later than the Record Date therefor, elect to receive the interest payment in respect of such Securities by wire transfer in same-day funds to the bank account
maintained by such holder in the United States.
15.
In case any Security shall at any time become mutilated or destroyed or stolen or lost, and such Security, or evidence of the loss, theft or destruction
thereof (together with indemnity hereinafter referred to and such other documents or proof as may be required in the premises) shall be delivered to the
Transfer Agent or Registrar referred to in Condition 10 above, a new Security of like tenor and date will be issued by the Republic in exchange for the Security so
mutilated, or in lieu of the Security so destroyed or stolen or lost, but, in the case of any destroyed or stolen or lost Security, only upon receipt of evidence
satisfactory to the Republic that such Security

was destroyed or stolen or lost, and upon receipt also of indemnity satisfactory to the Republic and the Fiscal Agent. All expenses and reasonable charges
associated with procuring such indemnity and with the preparation, authentication and delivery of a new Security shall be borne by the owner of the Security
mutilated, destroyed, stolen or lost.
16.
No reference herein to the Fiscal Agency Agreement shall alter or impair the obligation of the Republic, which is absolute and unconditional, to pay
the principal of and interest on this Security at the times, place and rate and in the coin or currency, herein prescribed.

EX-5.1 4 a2202445zex-5_1.htm EX-5.1

Exhibit 5.1
HELLENIC REPUBLIC
Legal Council to the State
Legal Advisors Bureau
to the Ministry of Finance
and the Public Debt Management Agency
March 8, 2011
Ladies and Gentlemen,
In connection with the filing of a registration statement (the Registration Statement) under Schedule B of the United States Securities Act of 1933, as amended
(the Securities Act), relating to debt securities (the Securities) of the Hellenic Republic (the Republic) to be offered and sold from time to time as set
forth in the Registration Statement, all to be issued in accordance with the terms of a fiscal agency agreement between the Republic and the fiscal agent to be
appointed by the Republic (the Fiscal Agency Agreement) substantially in the form as filed as Exhibit 4 to the Registration Statement, I have acted as legal
advisor to the Republic and have been asked to render my opinion as to certain legal matters relating to the issue of the Securities.
To this end, I have examined the following acts, statutory instruments and documents:
1) Article 1 of Law 2187/94 of the Republic Regulation of Public Debt Matters (Government Gazette 16A/8.2.1994) as amended and in force;
2) Law 2628/1998 on the Creation of a public law legal entity under the legal name Public Debt Management Agency (PDMA) and other provisions (Government
Gazette 151A/6-7-98);
3) Presidential Decree 187/2009 Appointment of Ministers and Deputy Ministers (Government Gazette 214/A/7-10-2009);

4) Ministerial Decision 2672/2009 Determination of competences of Deputy Minister of Finance Philippos Sachinides (Government Gazette 2408/B/3-12-2009);
5) Articles 3 and 38 of Law 3871/2010 of the Republic Fiscal Management and Responsibility (Government Gazette 141/A/17-8-10), replacing Articles 2 and 64
of Law 2362/95 of the Republic; and
6) Ministerial Decision No 2/60752/0004/09-09-2010 (Government Gazette 1538/B/13-09-2010).
I have also reviewed all such laws and regulations of the Republic as I deemed necessary or appropriate to enable me to render this opinon.

Based on the foregoing, I am of the opinion that under the laws of the Republic as in effect on the date hereof:
When the Registration Statement relating to the Securities has become effective under the Act, the Securities have been duly authorized pursuant to the
legislation referred to above, the Fiscal Agency Agreement relating to the Securities has been duly authorized, executed and delivered, the terms of the
Securities and of their issue and sale have been duly established in conformity with the Fiscal Agency Agreement so as not to violate any applicable law or
agreement then binding on the Republic, and the Securities have been duly executed and authenticated in accordance with such Fiscal Agency Agreement and
issued and sold as contemplated in the Registration Statement, the Securities will constitute valid and legally binding obligations of the Republic.
I also confirm that the description set forth under the caption Taxation Greek Taxation in the prospectus included in the Registration Statement (the
Prospectus)is accurate and complete and fairly presents the information purported to be described.
The foregoing opinion is limited to the laws of the Republic and I am expressing no opinion as to the laws of any other jurisdiction.
I hereby also consent to the use of my name and the making of the statements with respect to me which are set forth under the Validity of Securities in the
Prospectus. In giving such consent, I do not admit that I am within the category of persons whose consent is required under Section 7 of the Securities Act.
Very truly yours

/s/ Styliani Charitaki

Styliani Charitaki
Member of the Legal Council to the State in the
Ministry of Finance and the Public Debt
Management Agency
2
EX-5.2 5 a2202445zex-5_2.htm EX-5.2
Exhibit 5.2
[S&C Letterhead]
Hellenic Republic,
c/o Mr. Petros Christodoulou,

Public Debt Management Agency,

8, Omirou Street,
105 64 Athens,
Greece.
March 8, 2011
Ladies and Gentlemen,
In connection with the filing of a registration statement (the Registration Statement) under Schedule B of the United States Securities Act of 1933, as amended
(the Securities Act), relating to debt securities (the Securities) to be issued by the Hellenic Republic (the Republic) we, as United States counsel, have
examined such documents and such questions of law as we have considered necessary or appropriate for the purposes of this opinion.
Upon the basis of such examination, we advise you that, in our opinion, assuming that the Securities have been duly and validly authorized, the Securities will,
when the Registration Statement has become effective under the Securities Act and the Securities have been issued in accordance with the fiscal agency
agreement between the Republic and the fiscal agent to be appointed by the Republic, substantially in the form as filed as Exhibit 4 to the Registration
Statement, and delivered against payment in accordance with the terms agreement (including the underwriting agreement attached as a schedule to the form of
terms agreement filed as Exhibit 1 to the Registration Statement) between the Republic and the underwriters to be appointed by the Republic, be validly issued
and constitute valid and legally binding obligations of the Republic.
The foregoing opinion is limited to the Federal laws of the United States and the laws of the State of New York and we are expressing no opinion as to the effect
of the laws of any other jurisdiction.
We also confirm to you that our opinion with respect to United States taxation is as set forth under the caption Taxation United States Taxation in the
prospectus included in the Registration Statement (the Prospectus), subject to the limitations set forth therein.
We hereby consent to the filing of this opinion as an exhibit to the Registration Statement and to the reference to us under the heading Taxation United
States Taxation and Validity of Securities in the Prospectus. In giving such consent, we do not admit that we are within the category of persons whose consent
is required under Section 7 of the Securities Act.

Very truly yours,

/s/ SULLIVAN & CROMWELL LLP

EX-23 6 a2202445zex-23.htm EX-23

Exhibit 23
Athens, Greece, on March 8, 2011
I, Georgios Zanias, Chairman of the Council of Economic Advisers to the Minister of Finance of the Hellenic Republic, hereby consent to the use of my name and
the making of statements with respect to my person, in my official capacity as the Chairman of the Council of Economic Advisers to the Minister of Finance,
under the caption Official Statements and Documents in the prospectus included in this registration statement of the Hellenic Republic filed with the United
States Securities and Exchange Commission.

/s/ Georgios Zanias

Georgios Zanias
Chairman of the Council of Economic Advisers to the Minister of Finance

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