Republic of the Philippines – ‘424B4’ on 10/17/03

On:  Friday, 10/17/03, at 1:31pm ET   ·   Accession #:  1145549-3-1325   ·   File #:  333-108310

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Prospectus   —   Rule 424(b)(4)
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Document/Exhibit                   Description                      Pages   Size 

 1: 424B4       Republic of the Philippines                          175   1.07M 

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                                        Filed Pursuant to Rule 424(b)(4)
                                   Registration No. 333-108310

PROSPECTUS SUPPLEMENT TO PROSPECTUS DATED SEPTEMBER 24, 2003

[REPUBLIC OF THE PHILIPPINES LOGO]

US$750,000,000

REPUBLIC OF THE PHILIPPINES 

8.25% GLOBAL BONDS DUE 2014 
----------------------
The Republic will pay interest on the global bonds each January 15 and July 15. 
The first interest payment on the global bonds will be made on January 15, 2004.
The global bonds will constitute a further issuance of, are fungible with and   
are consolidated and form a single series with, the 8.25% Global Bonds due 2014 
issued by the Republic on July 15, 2003. The total principal amount of the      
previously issued global bonds and the global bonds now being issued is         
$1,500,000,000. The Republic may not redeem the global bonds prior to their     
maturity.                                                                       

The offering of the global bonds is conditional on the receipt of certain       
approvals of the Monetary Board of the Bangko Sentral ng Pilipinas, the central 
bank of the Republic.                                                           

The global bonds are being offered globally for sale in the jurisdictions where 
it is lawful to make such offers and sales. We have applied to list the global  
bonds on the Luxembourg Stock Exchange. We cannot guarantee that the application
to the Luxembourg Stock Exchange will be approved, and settlement of the global 
bonds is not conditioned on obtaining the listing.                              

                                                                [Download Table]

                                                     PER BOND       TOTAL    
                                                     --------    ------------
                                                                             
Price to investors(1).............................    99.50%     $746,250,000
Underwriting discounts and commissions............     0.06%     $    450,000
Proceeds, before expenses, to the Republic........    99.44%     $745,800,000

---------------                                                                 

   (1) Plus accrued interest from and including July 15, 2003. Purchasers of
      the global bonds will be entitled to receive the regular semi-annual
interest payment due on January 15, 2004.                     

Neither the US Securities and Exchange Commission nor any state securities      
commission nor the Luxembourg Stock Exchange has approved or disapproved of     
these securities or determined that this prospectus supplement or the prospectus
to which it relates is truthful or complete. Any representation to the contrary 
is a criminal offense.                                                          

We expect to deliver the global bonds to investors in registered book-entry form
only through the facilities of The Depository Trust Company, Clearstream        
Banking, societe anonyme, and Euroclear Bank, S.A./N.V., as operator of the     
Euroclear System, on or about October 23, 2003.                                 

Joint Lead Managers and Joint Bookrunners 

                                                                [Download Table]
                                                                  
HSBC             MORGAN STANLEY                UBS INVESTMENT BANK

----------------------
The date of this prospectus supplement is October 16, 2003. 

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TABLE OF CONTENTS 

                                                                [Download Table]

        PROSPECTUS SUPPLEMENT          PAGES
-------------------------------------  -----
                                            
INTRODUCTORY STATEMENTS..............    S-3
SUMMARY OF THE OFFERING..............    S-5
USE OF PROCEEDS......................    S-8
RECENT DEVELOPMENTS..................    S-9
DESCRIPTION OF THE GLOBAL BONDS......   S-12
GLOBAL CLEARANCE AND SETTLEMENT......   S-15
TAXATION.............................   S-18
UNDERWRITING.........................   S-20
LEGAL MATTERS........................   S-24
GENERAL INFORMATION..................   S-24

                                                                [Download Table]

             PROSPECTUS                PAGES
-------------------------------------  -----
                                            
CERTAIN DEFINED TERMS AND                   
  CONVENTIONS........................      2
FORWARD LOOKING STATEMENTS...........      2
DATA DISSEMINATION...................      3
USE OF PROCEEDS......................      3
PROSPECTUS SUMMARY...................      4
REPUBLIC OF THE PHILIPPINES..........      9
DESCRIPTION OF THE SECURITIES........     92
TAXATION.............................    103
PLAN OF DISTRIBUTION.................    111
VALIDITY OF THE SECURITIES...........    112
AUTHORIZED REPRESENTATIVE IN THE            
  UNITED STATES......................    112
EXPERTS; OFFICIAL STATEMENTS AND            
  DOCUMENTS..........................    112
FURTHER INFORMATION..................    112
DEBT TABLES OF THE REPUBLIC OF THE          
  PHILIPPINES........................    T-1

------------------------

   YOU SHOULD READ THIS PROSPECTUS SUPPLEMENT ALONG WITH THE PROSPECTUS THAT
ACCOMPANIES IT. YOU SHOULD RELY ONLY ON THE INFORMATION CONTAINED OR            
INCORPORATED BY REFERENCE IN THIS DOCUMENT AND THE ACCOMPANYING PROSPECTUS. WE  
HAVE NOT AUTHORIZED ANYONE TO PROVIDE YOU WITH INFORMATION THAT IS DIFFERENT.   
THIS DOCUMENT MAY ONLY BE USED WHERE IT IS LEGAL TO SELL THESE SECURITIES. THE  
INFORMATION IN THIS DOCUMENT MAY BE ACCURATE ONLY ON THE DATE OF THIS DOCUMENT. 

------------------------

INTRODUCTORY STATEMENTS 

   The Republic accepts responsibility for the information contained in this
prospectus supplement and the prospectus that accompanies it. To the best of the
knowledge and belief of the Republic (which has taken all reasonable care to    
ensure that such is the case), the information contained in this prospectus     
supplement and the accompanying prospectus is in accordance with the facts and  
does not omit anything likely to affect the import of such information.         

     The Republic of the Philippines is a foreign sovereign state. Consequently,
it may be difficult for you to obtain or realize upon judgments of courts in the
United States against the Republic. See "Description of the                     
Securities -- Description of the Debt Securities -- Jurisdiction and            
Enforceability" in the accompanying prospectus.                                 

The distribution of this prospectus supplement and the accompanying   
prospectus and the offering of the global bonds may be legally restricted in    
some countries. If you wish to distribute this prospectus supplement or the     
accompanying prospectus, you should observe any applicable restrictions. This   
prospectus supplement and the accompanying prospectus should not be considered  
an offer, and it is prohibited to use them to make an offer, in any state or    
country in which the making of the offering of the bonds is prohibited. For a   
description of some restrictions on the offering and sale of the global bonds   
and the distribution of this prospectus supplement and the accompanying         
prospectus, see "Underwriting" on page S-20.                                    

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Unless otherwise indicated, all references in this prospectus supplement to     
"Philippine pesos", "pesos" or "P" are to the lawful national currency of the   
Philippines, those to "dollars", "US dollars" or "$" are to the lawful currency 
of the United States of America and those to "SDR" are to Special Drawing Rights
of the International Monetary Fund.                                             

All references in this prospectus supplement to (a) the "Republic" or the       
"Philippines" are to the Republic of the Philippines, (b) the "Government" are  
to the national government of the Philippines, (c) the "administration" are to  
the current administration of President Gloria Macapagal-Arroyo and (d) "Bangko 
Sentral" are to Bangko Sentral ng Pilipinas, the central bank of the            
Philippines.                                                                    

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SUMMARY OF THE OFFERING 

   The following summary is qualified in its entirety by, and should be read
in conjunction with, the more detailed information appearing elsewhere in this  
prospectus supplement and the prospectus to which it relates.                   

ISSUER........................   Republic of the Philippines.                   

BONDS.........................   $750,000,000 aggregate principal amount of     
                               8.25% global bonds due 2014. The Global Bonds
                            constitute a further issuance of, and upon
                                 issuance will be fungible with and consolidated
                                 and form a single series with, the 8.25% Global
                               Bonds due 2014 issued by the Republic on July
                               15, 2003, in the amount of $750,000,000. Upon
                                 issuance, the global bonds will rank pari passu
                                with the previously issued global bonds in all
                             respects. The total principal amount of the
                               previously issued global bonds and the global
                           bonds now being issued is $1,500,000,000.

INTEREST......................   The global bonds will bear interest at 8.25%   
                       per annum from July 15, 2003, payable
                              semi-annually in arrears, commencing January
15, 2004.     

INTEREST PAYMENT DATES........   January 15 and July 15 of each year, commencing
                                 on January 15, 2004, payable to the persons who
                                are registered holders thereof at the close of
                                business on the preceding January 1 or July 1,
                               as applicable, whether or not a business day.

ISSUER REDEMPTION.............   The Republic may not redeem the global bonds   
    prior to maturity.

STATUS OF BONDS...............   The global bonds will be direct, unconditional,
                          unsecured and general obligations of the
                              Republic. Except as otherwise described, the
                              global bonds will at all times rank at least
                      equally with all other unsecured and
                          unsubordinated External Indebtedness (as
                                defined in the accompanying prospectus) of the
                            Republic. The full faith and credit of the
                          Republic will be pledged for the due and
                                punctual payment of all principal and interest
                              on the global bonds. See "Description of the
                                 Securities -- Description of Debt Securities --
                      Status of Bonds" in the accompanying
prospectus.   

NEGATIVE PLEDGE...............   With certain exceptions, the Republic has      
                             agreed that it will not create or permit to
                     subsist any Lien (as defined in the
                             accompanying prospectus) on its revenues or
                               assets to secure External Public Indebtedness
                                (as defined in the accompanying prospectus) of
                                the Republic, unless at the same time or prior
                                thereto, the global bonds are secured at least
                               equally and ratably with such External Public
                             Indebtedness. The international reserves of
                                Bangko Sentral ng Pilipinas ("Bangko Sentral")
                             represent substantially all of the official
                               gross international reserves of the Republic.
                          Because Bangko Sentral is an independent
                                 entity, the Republic and Bangko Sentral believe
                                 that the international reserves owned by Bangko
                                Sentral are not subject to the negative pledge
                              covenant in the global bonds and that Bangko
                            Sentral could in the future incur External
                              Public Indebtedness secured by such reserves
                            without securing amounts payable under the
                       global bonds. See "Description of the
                   Securities -- Description of Debt
                                Securities -- Negative Pledge Covenant" in the
          accompanying prospectus.

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TAXATION......................   The Republic will make all payments of         
                                 principal and interest in respect of the global
                      bonds free and clear of, and without
                                 withholding or deducting, any present or future
                              taxes of any nature imposed by or within the
                           Republic, unless required by law. In that
                                 event, the Republic will pay additional amounts
                                 so that the holders of the global bonds receive
                              the amounts that would have been received by
                           them had no withholding or deduction been
                   required. See "Description of the
                                 Securities -- Description of Debt Securities --
                         Additional Amounts" in the accompanying
                                 prospectus. For a description of certain United
                             States tax aspects of the global bonds, see
                                "Taxation -- United States Tax Considerations"
                     in the accompanying prospectus, and
                       "Taxation -- United States Taxation".

CROSS-DEFAULTS................   Events of default with respect to the global   
                                 bonds include (i) if the Republic fails to make
                             a payment of principal, premium, prepayment
                             charge or interest when due on any External
                             Public Indebtedness with a principal amount
                             equal to or greater than $25,000,000 or its
                               equivalent, and this failure continues beyond
                             the applicable grace period; or (ii) if any
                                 External Public Indebtedness of the Republic or
                             the central monetary authority in principal
                                amount equal to or greater than $25,000,000 is
                        accelerated, other than by optional or
                         mandatory prepayment or redemption. See
                               "Description of the Securities -- Description
                              of the Debt Securities -- Events of Default:
                              Cross Default and Cross Acceleration" in the
          accompanying prospectus.

LISTING.......................   The Republic is offering the global bonds for  
                               sale in the United States and elsewhere where
                                such offer and sale is permitted. The Republic
                                 has applied to have the global bonds listed and
                            traded in accordance with the rules of the
                                Luxembourg Stock Exchange. The Republic cannot
                       guarantee that the application to the
                                 Luxembourg Stock Exchange will be approved, and
                       settlement of the global bonds is not
                       conditioned on obtaining the listing.

FORM, DENOMINATION AND                                                          
REGISTRATION..................   The global bonds will be issued in fully       
                                registered form in denominations of $1,000 and
                              integral multiples thereof. The global bonds
                           will be represented by one or more global
                        securities registered in the name of a
                         depositary, its nominee or a custodian.
                               Beneficial interests in the global securities
                                 will be shown on, and the transfer thereof will
                                 be effected only through, records maintained by
                            the depositary and its direct and indirect
                           participants. Settlement of all secondary
                             market trading activity in the global bonds
                              will be made in immediately available funds.
         See "Description of the
                       Securities -- Description of the Debt
                         Securities -- Global Securities" in the
          accompanying prospectus.

FURTHER ISSUES................   The Republic may from time to time, without    
                            notice to or the consent of the registered
                              holders of global bonds, issue further bonds
                                 which will form a single series with the global
                bonds. See "Description of the
                       Securities -- Description of the Debt
                      Securities -- Further Issues of Debt
                                 Securities" in the accompanying prospectus, and
                             "Description of the Global Bonds -- Further
Issues".      

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USE OF PROCEEDS...............   The Republic will use the net proceeds from the
                          sale of the global bonds for the general
                               purposes of the Republic, including budgetary
support.      

FISCAL AGENT..................   JPMorgan Chase Bank.                           

GOVERNING LAW.................   The fiscal agency agreement and the global     
                              bonds will be governed by and interpreted in
                              accordance with the laws of the State of New
                                York. The laws of the Republic will govern all
                               matters governing authorization and execution
                      of the global bonds by the Republic.

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USE OF PROCEEDS 

  The Republic will use the net proceeds from the sale of the global bonds
for the general purposes of the Republic, including budgetary support.          

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RECENT DEVELOPMENTS 

The information in this section supplements the information about the 
Republic that is included in the accompanying Prospectus dated September 24,    
2003.                                                                           

RECENT POLITICAL DEVELOPMENTS                                                   

ARROYO TO SEEK ELECTION                                                         

  On October 4, 2003, President Gloria Macapagal-Arroyo announced that she
would seek election to a full six-year term as President of the Republic.       
President Arroyo had previously announced, in December 2002, that she would not 
run for President. The next presidential elections are scheduled to take place  
in May 2004.                                                                    

INTERNAL CONFLICT WITH REBEL AND TERRORIST GROUPS                               

     Rebels and disaffected Muslims continue to fight with Government forces. In
October 2003, one of five suspected Abu Sayyaf rebels detained in connection    
with bomb attacks was fatally shot after killing three officers in a prison     
shoot-out. Also in October 2003, the Government announced that it had killed    
Fathur Rohman al-Ghozi, a prominent member of the Indonesia-based Jemaah        
Islamiya terrorist group, who had earlier escaped from a Manila jail.           

AGREEMENT TO ESTABLISH ASEAN ECONOMIC COMMUNITY                                 

On October 8, 2003, the Philippines entered into the Bali Concord II  
agreement with the nine other countries of the Association of South-East Asian  
Nations ("ASEAN") to improve cooperation on security and social issues. The     
ASEAN nations plan, pursuant to the agreement, to establish a free trade zone,  
the ASEAN Economic Community, by 2020.                                          

RECENT ECONOMIC DEVELOPMENTS                                                    

   RECENT ECONOMIC INDICATORS.  The following table sets out the performance
of certain of the Republic's principal economic indicators for the specified    
periods. Growth in GDP, GNP, inflation, exports, imports and domestic credit is 
indicated on an annualized basis.                                               

                                                        [Enlarge/Download Table]

                                                             2001    2002    2003    
                                                             ----    ----    ----    
                                                                                     
GDP growth (%)..............................................  3.0(1)  4.4(1)  3.9(2) 
GNP growth (%)..............................................  3.5(1)  4.5(1)  4.8(2) 
Inflation rate (%)..........................................  6.1(3)  3.1(3)  2.9(4) 
Unemployment rate (%)....................................... 11.1(5) 11.4(5) 12.7(6) 
91-day T-bill rate (%)...................................... 9.86(3) 5.43(3) 6.37(7) 
External position                                                                    
  Balance of payments ($ million)........................... (192)    660    (616)(8)
  Trade-in-goods balance/GNP (%)............................ (0.6)    0.5    (3.7)(8)
     Export growth (%)...................................... 17.3    10.1     2.1(8) 
     Import growth (%)...................................... (4.5)    6.2    10.9(8) 
  External debt ($ billion)(9).............................. 52.4    53.9    56.1(10)
  International reserves                                                             
     Gross ($ billion)...................................... 15.7    16.2    16.1(11)
     Net ($ billion)........................................ 11.4    12.8    12.5(11)
     Months of retained imports(12).........................  5.0     4.7     4.4(11)
Domestic credit growth (%)..................................  0.9     4.8     6.8(13)

---------------                                                                 

(1) GDP and GNP growth figures for 2001 and 2002 have recently been revised.  
     See "GDP and Major Financial Indicators -- Periodic Revisions to Philippine
National Accounts" in the accompanying prospectus.                    

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(2) First half of 2003.                                                       

(3) Full year average.                                                        

(4) Year-on-year as of September 2003.                                        

 (5) Average of the January, April, July and October applicable statistics based
on the January, April, July and October labor force surveys for the   
relevant year.                                                        

(6) As of July 31, 2003.                                                      

(7) Average over the first five months of 2003.                               

(8) First six months of 2003.                                                 

 (9) Debt approved by and registered with Bangko Sentral, which includes banking
system debt and public sector debt, whether or not guaranteed by the  
Government, and private sector debt.                                  

(10) As of June 30, 2003.                                                       

(11) As of September 30, 2003.                                                  

(12) Number of months of average imports of merchandise goods and payments of   
services and income that can be financed by gross reserves.           

(13) Growth from August 2002 to August 2003.                                    

CREDIT RATINGS                                                                  

     On September 30, 2003, Moody's Investors Service revised its outlook on the
Republic's rating for long-term foreign currency obligations from stable to     
negative. Moody's maintained its Ba1 rating on the Republic's long-term foreign 
currency obligations, and maintained its Baa3 rating and negative outlook for   
the Republic's local currency obligations. Moody's noted that despite           
improvements in the Government's fiscal accounts in 2003, the heightened        
political uncertainties in the Philippines could weaken the Republic's balance  
of payments position.                                                           

INFLATION                                                                       

 Inflation, measured year-on-year, slowed to 2.9% in September 2003 from
3.0% in August 2003, but remained unchanged from the 2.9% rate recorded for     
September 2002. The slight reduction in inflation from August to September 2003 
was caused mainly by slower growth in the prices of food, beverages and tobacco 
and in the cost of housing and repairs.                                         

INTERNATIONAL RESERVES                                                          

  The Republic's gross international reserves stood at $16.1 billion as of
September 30, 2003, lower than the $16.2 billion as of August 31, 2003. Reserves
declined slightly from August to September 2003 because of debt service         
requirements of the Government and Bangko Sentral.                              

Gross international reserves as of September 30, 2003 were adequate to
cover 4.4 months of imports of goods and payments of services and income.       
Alternatively, gross international reserves were adequate to cover 2.5 times the
Republic's short-term external obligations based on original maturity or 1.3    
times the Republic's short-term external obligations based on residual maturity.

The Republic's net international reserves stood at $12.5 billion as of
September 30, 2003, slightly less than the $12.6 billion as of August 31, 2003. 

MONEY SUPPLY                                                                    

  The Republic's money supply, as measured by domestic liquidity, stood at
P1.62 trillion as of August 31, 2003, representing an increase of 3.8% from     
August 2002.                                                                    

INTEREST RATES                                                                  

     Bangko Sentral's overnight borrowing and lending rates (the "policy rates")
currently stand at 6.75% and 9.0%, respectively. The policy rates, which are set
by Bangko Sentral's Monetary Board, have remained unchanged since July 2003. The
Monetary Board expects that inflation will remain stable for the rest of 2003,  

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and believes that the current policy rates are adequate to encourage domestic   
demand without creating inflationary risks.                                     

    The benchmark three-month Treasury bill rate averaged 5.5% as of September
30, 2003, compared to the 5.2% rate recorded as of August 18, 2003.             

PHILIPPINE STOCK EXCHANGE                                                       

   On October 15, 2003, the Philippine Stock Exchange composite index closed
at 1356.15, a slight increase from the close of 1318.57 on September 24, 2003.  

PESO/US$ EXCHANGE RATE                                                          

    As of October 15, 2003, the value of the peso was P54.63 per US dollar, an
increase from the P55.04 per US dollar as of September 24, 2003.                

BANKING SYSTEM NON-PERFORMING LOANS                                             

    As of August 31, 2003, the ratio of non-performing loans to total loans in
the commercial banking system (the "NPL ratio") stood at 15.0%, equal to the    
15.0% ratio as of December 31, 2002 and an improvement over the 17.6% ratio     
recorded at the end of August 2002. The change in the NPL ratio since the end of
August 2002 was due in part to the redefinition of "non-performing loan", which 
took effect September 19, 2002. The decrease in the NPL ratio was also          
attributed to increased foreclosure, restructuring proceedings, and generally   
improving performance of the commercial banking sector. The NPL coverage ratio  
(loan reserves to non-performing loans) stood at 50.8% at the end of August     
2003, compared to 51.3% at the end of July 2003 and from 49.3% at the end of    
August 2002.                                                                    

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DESCRIPTION OF THE GLOBAL BONDS 

GENERAL                                                                         

   The global bonds will be issued under a fiscal agency agreement, dated as
of October 4, 1999, between the Republic and JPMorgan Chase Bank, as fiscal     
agent. The global bonds and the previously issued global bonds due 2014 referred
to below constitute a single series. The global bonds are a series of debt      
securities more fully described in the accompanying prospectus, except to the   
extent indicated below. The following statements are subject to the provisions  
of the fiscal agency agreement, the supplemental fiscal agency agreement and the
global bonds. This summary does not purport to be complete and the description  
below may not contain all of the information that is important to you as a      
potential investor in the global bonds. The Republic has filed forms of these   
documents as exhibits to the registration statement numbered 333-108310. You    
should refer to the exhibits for more complete information. Capitalized terms   
not defined below shall have the respective meanings given in the accompanying  
prospectus.                                                                     

The global bonds will:                                                

   - be a further issuance in an aggregate principal amount of $750,000,000,
for a total issuance of $1,500,000,000;                           

- bear interest at 8.25% per year from July 15, 2003;                 

- mature at par on January 15, 2014;                                  

   - pay interest on January 15 and July 15 of each year, commencing January
15, 2004; and                                                     

- pay interest to the persons in whose names the global bonds are     
  registered on the record date, which is the close of business on the
   preceding January 1 or July 1 (whether or not a business day), as the
      case may be. Interest will be calculated on the basis of a 360-day year,
consisting of twelve 30-day months.                               

  The global bonds constitute a further issuance of, are fungible with and
are consolidated and form a single series with, the 8.25% Global Bonds due 2014 
issued by the Republic on July 15, 2003 in the amount of $750,000,000. Upon     
issuance, the global bonds will rank pari passu with the previously issued      
global bonds in all respects. The total principal amount of the previously      
issued global bonds and the global bonds now being issued is $1,500,000,000.    

   The Republic has applied to the Luxembourg Stock Exchange for listing of,
and permission to deal in, the global bonds in accordance with the rules of the 
Luxembourg Stock Exchange. We cannot guarantee that the application to the      
Luxembourg Stock Exchange will be approved, and settlement of the global bonds  
is not conditioned on obtaining the listing.                                    

BOOK ENTRY                                                                      

  The Republic will issue the global bonds in the form of fully registered
global securities. The Republic will deposit the global securities with DTC and 
register the global securities in the name of Cede & Co. as DTC's nominee.      
Beneficial interests in the global securities will be represented by, and       
transfers thereof will be effected only through, book-entry accounts maintained 
by DTC and its participants.                                                    

CERTIFICATED SECURITIES                                                         

    In circumstances detailed in the accompanying prospectus (see "Description
of the Securities -- Description of the Debt Securities -- Global Securities -- 
Registered Ownership of the Global Security"), the Republic could issue         
certificated securities. The Republic will only issue certificated securities in
denominations of $1,000 and integral multiples of $1,000. The holders of        
certificated securities shall present directly at the corporate trust office of 
the fiscal agent, at the office of the Luxembourg paying and transfer agent or  
at the office of any other transfer agent as the Republic may designate from    
time to time all requests for the registration of any transfer of such          
securities, for the exchange of such securities for one or more new certificated
securities in a like aggregate principal amount and in authorized denominations 
and for the                                                                     

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replacement of such securities in the cases of mutilation, destruction, loss or 
theft. Certificated securities issued as a result of any partial or whole       
transfer, exchange or replacement of the global bonds will be delivered to the  
holder at the corporate trust office of the fiscal agent, at the office of the  
Luxembourg paying and transfer agent or at the office of any other transfer     
agent, or (at the risk of the holder) sent by mail to such address as is        
specified by the holder in the holder's request for transfer, exchange or       
replacement.                                                                    

REGISTRATION AND PAYMENTS                                                       

     The Republic will pay the principal amount of a global bond on its maturity
date in immediately available funds in the City of New York upon presentation of
the global bond at the office of the fiscal agent in the City of New York or,   
subject to applicable law and regulations, at the office outside the United     
States of any paying agent, including the Luxembourg paying agent (if the global
bonds are accepted for listing on the Luxembourg Stock Exchange and the rules of
the exchange so require).                                                       

   The Republic will appoint the fiscal agent as registrar, principal paying
agent and transfer agent of the global bonds. In these capacities, the fiscal   
agent will, among other things:                                                 

   - maintain a record of the aggregate holdings of global bonds represented
 by the global securities and any certificated securities and accept
global bonds for exchange and registration of transfer;           

   - ensure that payments of principal and interest in respect of the global
       bonds received by the fiscal agent from the Republic are duly paid to the
     depositaries for the global securities or their respective nominees and
any other holders of any global bonds; and                        

  - transmit to the Republic any notices from holders of any of the global
bonds.                                                            

If the global bonds are accepted for listing on the Luxembourg Stock  
Exchange, and the rules of the Luxembourg Stock Exchange so require, the        
Republic will appoint and maintain a paying agent and a transfer agent in       
Luxembourg, who shall initially be Dexia Banque Internationale a Luxembourg     
societe anonyme. Holders of certificated securities will be able to receive     
payments thereon and effect transfers thereof at the offices of the Luxembourg  
paying and transfer agent. For so long as the global bonds are listed on the    
Luxembourg Stock Exchange, the Republic will publish any change as to the       
identity of the Luxembourg paying and transfer agent in a leading newspaper in  
Luxembourg, which is expected to be the Luxemburger Wort.                       

REDEMPTION AND SINKING FUND                                                     

The Republic may not redeem the global bonds prior to maturity. The   
Republic will not provide a sinking fund for the amortization and retirement of 
the global bonds.                                                               

FURTHER ISSUES                                                                  

For a description of the Republic's ability from time to time to issue
further bonds which will form a single series with the global bonds, see        
"Description of the Securities -- Description of the Debt Securities -- Further 
Issues of Debt Securities" in the accompanying prospectus.                      

Additional bonds may be issued with original issue discount for U.S.  
federal income tax purposes ("OID") as part of a further issue. Purchasers of   
global notes after the date of any further issue will not be able to            
differentiate between global bonds sold as part of the further issue and        
previously issued global bonds. If further global bonds were issued with OID,   
purchasers of global bonds after such a further issue may be required to accrue 
OID (or greater amounts of OID than they would otherwise have accrued) with     
respect to their global bonds. These OID consequences may affect the price of   
outstanding global bonds as a result of a further issue. Prospective purchasers 
of global bonds should consult their tax advisors with respect to the           
implications of any decision by the Republic to undertake a further issue of    
global bonds.                                                                   

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REGARDING THE FISCAL AGENT                                                      

 The fiscal agent has its principal corporate trust office at 4 New York
Plaza, 15th Floor, New York, New York 10004. The Republic will at all times     
maintain a paying agent and a transfer agent in the City of New York which will,
unless otherwise provided, be the fiscal agent. The Republic may maintain       
deposit accounts and conduct other banking transactions in the ordinary course  
of business with the fiscal agent. The fiscal agent will be the agent of the    
Republic, not a trustee for holders of any global bonds. Accordingly, the fiscal
agent will not have the same responsibilities or duties to act for such holders 
as would a trustee, except that monies held by the fiscal agent as payment of   
principal, premium or interest on the global bonds shall be held by the fiscal  
agent in trust for the holders of the global bonds.                             

  The fiscal agency agreement and the supplemental fiscal agency agreement
are not required to be qualified under the US Trust Indenture Act of 1939.      
Accordingly, the fiscal agency agreement and the supplemental fiscal agency     
agreement may not contain all of the provisions which could be beneficial to    
holders of the global bonds which would be contained in an indenture qualified  
under the Trust Indenture Act.                                                  

NOTICES                                                                         

     All notices will be published in London in the Financial Times, in the City
of New York in The Wall Street Journal and, so long as the global bonds are     
listed on the Luxembourg Stock Exchange, in Luxembourg in the Luxemburger Wort. 
If the Republic cannot, for any reason, publish notice in any of these          
newspapers, it will choose an appropriate alternate English language newspaper  
of general circulation, and notice in that newspaper will be considered valid   
notice. Notice will be considered made as of the first date of its publication. 

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GLOBAL CLEARANCE AND SETTLEMENT 

 DTC, Euroclear and Clearstream, Luxembourg have established links among
themselves to facilitate the initial settlement of the global bonds and         
cross-market transfers of the global bonds in secondary market trading. DTC will
be linked to JPMorgan Chase Bank, a New York banking corporation, as depositary 
of the Euroclear System ("Euroclear"), and Citibank, N.A. as depositary for     
Clearstream Banking, societe anonyme ("Clearstream, Luxembourg") (the "Clearing 
System Depositaries").                                                          

Although DTC, Euroclear and Clearstream, Luxembourg have agreed to the
procedures provided below to facilitate transfers of global bonds among         
participants of DTC, Euroclear and Clearstream, Luxembourg, they are under no   
obligation to perform such procedures. In addition, such procedures may be      
modified or discontinued at any time. Neither the Republic nor the Fiscal Agent 
will have any responsibility for the performance by DTC, Euroclear or           
Clearstream, Luxembourg or their respective participants or indirect            
participants of the respective obligations under the rules and procedures       
governing their operations.                                                     

THE CLEARING SYSTEMS                                                            

THE DEPOSITORY TRUST COMPANY.  DTC is:                                

     - a limited-purpose trust company organized under the New York Banking Law;

- a "banking organization" under the New York Banking Law;            

- a member of the Federal Reserve System;                             

    - a "clearing corporation" under the New York Uniform Commercial Code; and

 - a "clearing agency" registered under Section 17A of the US Securities
Exchange Act of 1934.                                             

    DTC was created to hold securities for its participants and facilitate the
clearance and settlement of securities transactions between its participants. It
does this through electronic book-entry changes in the accounts of its direct   
participants, eliminating the need for physical movement of securities          
certificates. DTC is owned by a number of its direct participants and by the New
York Stock Exchange, Inc., the American Stock Exchange, Inc. and the National   
Association of Securities Dealers, Inc.                                         

   DTC can act only on behalf of its direct participants, who in turn act on
behalf of indirect participants and certain banks. In addition, unless a global 
security is exchanged in whole or in part for a definitive security, it may not 
be physically transferred, except as a whole among DTC, its nominees and their  
successors. Therefore, your ability to pledge a beneficial interest in the      
global security to persons that do not participate in the DTC system, and to    
take other actions, may be limited because you will not possess a physical      
certificate that represents your interest.                                      

EUROCLEAR AND CLEARSTREAM, LUXEMBOURG.  Like DTC, Euroclear and       
Clearstream, Luxembourg hold securities for their participants and facilitate   
the clearance and settlement of securities transactions between their           
participants through electronic book-entry changes in their accounts. Euroclear 
and Clearstream, Luxembourg provide various services to their participants,     
including the safekeeping, administration, clearance and settlement and lending 
and borrowing of internationally traded securities. Euroclear and Clearstream,  
Luxembourg participants are financial institutions such as underwriters,        
securities brokers and dealers, banks, trust companies and other organizations. 
The underwriter for the global bonds may be a participant in Euroclear or       
Clearstream, Luxembourg. Other banks, brokers, dealers and trust companies have 
indirect access to Euroclear or Clearstream, Luxembourg by clearing through or  
maintaining a custodial relationship with a Euroclear or Clearstream, Luxembourg
participant.                                                                    

INITIAL SETTLEMENT                                                              

    If you plan to hold your interests in the securities through DTC, you will
follow the settlement practices applicable to global security issues. If you    
plan to hold your interests in the securities through Euroclear or Clearstream, 
Luxembourg, you will follow the settlement procedures applicable to conventional
Eurobonds in registered form. If you are an investor on the settlement date, you
will pay for the global bonds by wire transfer                                  
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and the entity through which you hold your interests in the global bonds will   
credit your securities custody account.                                         

SECONDARY MARKET TRADING                                                        

   The purchaser of securities determines the place of delivery in secondary
market trading. Therefore, it is important for you to establish at the time of  
the trade where both the purchaser's and seller's accounts are located to ensure
that settlement can be made on the desired value date (i.e., the date specified 
by the purchaser and seller on which the price of the securities is fixed).     

     TRADING BETWEEN DTC PURCHASERS AND SELLERS.  DTC participants will transfer
interests in the securities among themselves in the ordinary way according to   
the rules and operating procedures of DTC governing global security issues.     
Participants will pay for these transfers by wire transfer.                     

TRADING BETWEEN EUROCLEAR AND/OR CLEARSTREAM, LUXEMBOURG              
PARTICIPANTS.  Euroclear and Clearstream, Luxembourg participants will transfer 
interests in the securities among themselves in the ordinary way according to   
the rules and operating procedures of Euroclear and Clearstream, Luxembourg     
governing conventional Eurobonds. Participants will pay for these transfers by  
wire transfer.                                                                  

 TRADING BETWEEN A DTC SELLER AND A EUROCLEAR OR CLEARSTREAM, LUXEMBOURG
PURCHASER.  When the securities are to be transferred from the account of a DTC 
participant to the account of a Euroclear or Clearstream, Luxembourg            
participant, the purchaser must first send instructions to Euroclear or         
Clearstream, Luxembourg through a participant at least one business day before  
the settlement date. Euroclear or Clearstream, Luxembourg will then instruct its
depositary to receive the securities and make payment for them. On the          
settlement date, the depositary will make payment to the DTC participant's      
account and the securities will be credited to the depositary's account. After  
settlement has been completed, DTC will credit the securities to Euroclear or   
Clearstream, Luxembourg, Euroclear or Clearstream, Luxembourg will credit the   
securities, in accordance with its usual procedures, to the participant's       
account, and the participant will then credit the purchaser's account. These    
securities credits will appear the next day (European time) after the settlement
date. The cash debit from the account of Euroclear or Clearstream, Luxembourg   
will be back-valued to the value date, which will be the preceding day if       
settlement occurs in New York. If settlement is not completed on the intended   
value date (i.e., the trade fails), the cash debit will instead be valued at the
actual settlement date.                                                         

 Participants in Euroclear and Clearstream, Luxembourg will need to make
funds available to Euroclear or Clearstream, Luxembourg in order to pay for the 
securities by wire transfer on the value date. The most direct way of doing this
is to preposition funds (i.e., have funds in place at Euroclear or Clearstream, 
Luxembourg before the value date), either from cash on hand or from existing    
lines of credit. Under this approach, however, participants may take on credit  
exposure to Euroclear and Clearstream, Luxembourg until the securities are      
credited to their accounts one day later.                                       

   As an alternative, if Euroclear or Clearstream, Luxembourg has extended a
line of credit to a participant, the participant may decide not to preposition  
funds, but to allow Euroclear or Clearstream, Luxembourg to draw on the line of 
credit to finance settlement for the securities. Under this procedure, Euroclear
or Clearstream, Luxembourg would charge the participant overdraft charges for   
one day, assuming that the overdraft would be cleared when the securities were  
credited to the participant's account. However, interest on the securities would
accrue from the value date. Therefore, in many cases the interest income on     
securities which the participant earns during that one-day period will          
substantially reduce or offset the amount of the participant's overdraft        
charges. Of course, this result will depend on the cost of funds to (i.e., the  
interest rate that Euroclear or Clearstream, Luxembourg charges) each           
participant.                                                                    

Since the settlement will occur during New York business hours, a DTC 
participant selling an interest in the securities can use its usual procedures  
for transferring global securities to the Clearing System Depositaries of       
Euroclear or Clearstream, Luxembourg for the benefit of Euroclear or            
Clearstream, Luxembourg participants. The DTC seller will receive the sale      
proceeds on the settlement date. Thus, to the DTC seller, a cross-market sale   
will settle no differently than a trade between two DTC participants.           

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     Finally, day traders that use Euroclear or Clearstream, Luxembourg and that
purchase global bonds from DTC participants for credit to Euroclear participants
or Clearstream, Luxembourg participants should note that these trades will      
automatically fail on the sale side unless one of three steps is taken:         

     - borrowing through Euroclear or Clearstream, Luxembourg for one day, until
the purchase side of the day trade is reflected in their Euroclear
account or Clearstream, Luxembourg account, in accordance with the
clearing system's customary procedures;                           

     - borrowing the global bonds in the United States from a DTC participant no
       later than one day prior to settlement, which would give the global bonds
    sufficient time to be reflected in the borrower's Euroclear account or
     Clearstream, Luxembourg account in order to settle the sale side of the
trade; or                                                         

 - staggering the value dates for the buy and sell sides of the trade so
      that the value date of the purchase from the DTC participant is at least
       one day prior to the value date for the sale to the Euroclear participant
or Clearstream, Luxembourg participant.                           

 TRADING BETWEEN A EUROCLEAR OR CLEARSTREAM, LUXEMBOURG SELLER AND A DTC
PURCHASER.  Due to time zone differences in their favor, Euroclear and          
Clearstream, Luxembourg participants can use their usual procedures to transfer 
securities through their Clearing System Depositaries to a DTC participant. The 
seller must first send instructions to Euroclear or Clearstream, Luxembourg     
through a participant at least one business day before the settlement date.     
Euroclear or Clearstream, Luxembourg will then instruct its depositary to credit
the securities to the DTC participant's account and receive payment. The payment
will be credited in the account of the Euroclear or Clearstream, Luxembourg     
participant on the following day, but the receipt of the cash proceeds will be  
back valued to the value date, which will be the preceding day if settlement    
occurs in New York. If settlement is not completed on the intended value date   
(i.e., the trade fails), the receipt of the cash proceeds will instead be valued
at the actual settlement date.                                                  

If the Euroclear or Clearstream, Luxembourg participant selling the   
securities has a line of credit with Euroclear or Clearstream, Luxembourg and   
elects to be in debit for the securities until it receives the sale proceeds in 
its account, then the back-valuation may substantially reduce or offset any     
overdraft charges that the participant incurs over that one-day period.         

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TAXATION

GENERAL                                                                         

   The Republic urges you to consult your own tax advisors to determine your
particular tax consequences in respect of participating in the offering, and of 
owning and selling the global bonds.                                            

PHILIPPINE TAXATION                                                             

    The following is a summary of certain Philippine tax consequences that may
be relevant to non-Philippine holders of the global bonds in connection with the
holding and disposition of the global bonds. The Republic uses the term         
"non-Philippine holders" to refer to (i) non-residents of the Philippines who   
are neither citizens of the Philippines nor are engaged in trade or business    
within the Philippines or (ii) non-Philippine corporations not engaged in trade 
or business in the Philippines.                                                 

 This summary is based on Philippine laws, rules, and regulations now in
effect, all of which are subject to change. It is not intended to constitute a  
complete analysis of the tax consequences under Philippine law of the receipt,  
ownership, or disposition of the global bonds, in each case by non-Philippine   
holders, nor to describe any of the tax consequences that may be applicable to  
residents of the Republic.                                                      

   EFFECT OF HOLDING GLOBAL BONDS.  Payments by the Republic of principal of
and interest on the global bonds to a non-Philippine holder will not subject    
such non-Philippine holder to taxation in the Philippines by reason solely of   
the holding of the global bonds or the receipt of principal or interest in      
respect thereof.                                                                

     TAXATION OF INTEREST ON THE GLOBAL BONDS.  When the Republic makes payments
of principal and interest to you on the global bonds, no amount will be withheld
from such payments for, or on account of, any taxes of any kind imposed, levied,
withheld or assessed by the Philippines or any political subdivision or taxing  
authority thereof or therein.                                                   

     TAXATION OF CAPITAL GAINS.  Non-Philippine holders of the global bonds will
not be subject to Philippine income or withholding tax in connection with the   
sale, exchange, or retirement of a global bond if such sale, exchange or        
retirement is made outside the Philippines or an exemption is available under an
applicable tax treaty in force between the Philippines and the country of       
domicile of the non-Philippine holder. Under the Philippine Tax Code, any gain  
realized from the sale, exchange or retirement of securities with an original   
maturity of more than five years from the date of issuance will not be subject  
to income tax. Since the global bonds have a maturity of more than five years   
from the date of issuance, any gains realized by a holder of the global bonds   
will not be subject to Philippine income tax.                                   

DOCUMENTARY STAMP TAXES.  No documentary stamp tax is imposed upon the
transfer of the global bonds. A documentary stamp tax is payable upon the       
issuance of the global bonds and will be for the account of the Republic.       

ESTATE AND DONOR'S TAXES.  The transfer of a global bond by way of    
succession upon the death of a non-Philippine holder will be subject to         
Philippine estate tax at progressive rates ranging from 5% to 20% if the value  
of the net estate of properties located in the Philippines is over P200,000.    

  The transfer of a global bond by gift to an individual who is related to
the nonresident holder will generally be subject to a Philippine donor's tax at 
progressive rates ranging from 2% to 15% if the value of the net gifts of       
properties located in the Philippines exceed P100,000 during the relevant       
calendar year. Gifts to unrelated donees are generally subject to tax at a flat 
rate of 30%. An unrelated donee is a person who is not a (i) brother, sister    
(whether by whole or half blood), spouse, ancestor, or lineal descendant or (ii)
relative by consanguinity in the collateral line within the fourth degree of    
relationship.                                                                   

  The foregoing apply even if the holder is a nonresident holder. However,
the Republic will not collect estate and donor's taxes on the transfer of the   
global bonds by gift or succession if the deceased at the time of death, or the 
donor at the time of donation, was a citizen and resident of a foreign country  
that provides certain reciprocal rights to citizens of the Philippines (a       
"Reciprocating Jurisdiction"). For these purposes, a Reciprocating Jurisdiction 
is a foreign country which at the time of death or donation (i) did not impose a
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transfer tax of any character in respect of intangible personal property of     
citizens of the Philippines not residing in that foreign country or (ii) allowed
a similar exemption from transfer or death taxes of every character or          
description in respect of intangible personal property owned by citizens of the 
Philippines not residing in that foreign country.                               

UNITED STATES TAXATION                                                          

     The global bonds to be issued pursuant to this offering should form part of
a "qualified reopening" for US federal income tax purposes, and therefore, part 
of the issue by the Republic on July 15, 2003, of 8.25% Global Bonds due 2014.  

     For a description of certain United States tax aspects of the global bonds,
see "Taxation -- United States Tax Considerations" in the accompanying          
prospectus. The fourth paragraph under "Taxation -- United States Tax           
Considerations -- United States Holders -- The Purchase, Sale and Retirement of 
Debt Securities" in the accompanying prospectus should be read with the update  
that 15% is the maximum tax rate generally applicable under current law to net  
long-term capital gains recognized by an individual US holder. The first        
paragraph under "Taxation -- United States Tax Considerations -- Information    
Reporting and Backup Withholding" in the accompanying prospectus should be read 
with the update that the maximum rate of "backup withholding" tax applicable    
under current law is 28%.                                                       

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UNDERWRITING

     Subject to the terms and conditions contained in an underwriting agreement,
which consists of a terms agreement dated October 16, 2003 and the underwriting 
agreement standard terms filed as an exhibit to the registration statement, the 
Republic has agreed to sell to the underwriters named below, for whom The       
Hongkong and Shanghai Banking Corporation Limited, Morgan Stanley & Co.         
Incorporated and UBS Limited are acting as the representatives. In the          
underwriting agreement, the Republic has agreed to sell to the underwriters, and
the underwriters have agreed to purchase from the Republic, global bonds in the 
principal amount of $750,000,000. Each of the underwriters, severally and not   
jointly, has agreed to purchase from the Republic, the principal amounts of the 
global bonds listed opposite its name below.                                    

                                                                [Download Table]

UNDERWRITERS                                                  PRINCIPAL AMOUNT
------------                                                  ----------------
                                                                              
The Hongkong and Shanghai Banking Corporation Limited.......    $247,500,000  
  Level 16, HSBC Main Building                                                
  1 Queen's Road Central                                                      
  Hong Kong                                                                   
Morgan Stanley & Co. Incorporated...........................    $247,500,000  
  1585 Broadway                                                               
  New York, NY 10036                                                          
UBS Limited.................................................    $247,500,000  
  100 Liverpool Street                                                        
  London EC2M 2RH                                                             
ABN AMRO Bank N.V. .........................................    $    937,500  
  250 Bishopsgate                                                             
  London EC2M 4AA                                                             
Barclays Bank PLC...........................................    $    937,500  
  5 The North Colonnade                                                       
  Canary Wharf                                                                
  London E14 4BB                                                              
BNP Paribas.................................................    $    937,500  
  10 Harewood Avenue                                                          
  London NW1 6AA                                                              
Credit Suisse First Boston LLC..............................    $    937,500  
  Eleven Madison Avenue                                                       
  New York, NY 10010-3629                                                     
Deutsche Bank Securities Inc. ..............................    $    937,500  
  60 Wall Street                                                              
  New York, NY 10005-2858                                                     
Goldman Sachs (Asia) L.L.C. ................................    $    937,500  
  68/F, Cheung Kong Center                                                    
  2 Queen's Road Central                                                      
  Hong Kong                                                                   
ING Bank N.V. London Branch.................................    $    937,500  
  60 London Wall                                                              
  London EC2M 5TQ                                                             
J.P. Morgan Securities Inc. ................................    $    937,500  
  270 Park Avenue                                                             
  New York, NY 10017                                                          
                                                                ------------  
     Total..................................................    $750,000,000  
                                                                ============  

    The underwriting agreement provides that the underwriters are obligated to
purchase all of the global bonds if any are purchased. The underwriting         
agreement also provides that if an underwriter defaults, the purchase commitment
of the non-defaulting underwriters may be increased or the offering of the      
global bonds may be terminated.                                                 

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   The Republic has agreed to indemnify the underwriters against liabilities
under the US Securities Act of 1933 or contribute to payments which the         
underwriters may be required to make in that respect.                           

The underwriters have agreed to reimburse the Republic for certain    
expenses.                                                                       

COMMISSIONS AND DISCOUNTS                                                       

   The underwriters have advised the Republic that they propose to offer the
global bonds to the public initially at the public offering price that appears  
on the cover page of this prospectus supplement. After the initial public       
offering, the underwriters may change the public offering price and any other   
selling terms.                                                                  

  The Republic estimates that its out-of-pocket expenses for this offering
will be approximately $35,000.                                                  

    In connection with this offering of the global bonds, the underwriters may
engage in overallotment, stabilizing transactions and syndicate covering        
transactions in accordance with Regulation M under the Securities Exchange Act  
of 1934. Overallotment involves sales in excess of the offering size, which     
create a short position for the underwriters. Stabilizing transactions involve  
bids to purchase the global bonds in the open market for the purpose of pegging,
fixing or maintaining the price of the global bonds. Syndicate covering         
transactions involve purchases of the global bonds in the open market after the 
distribution has been completed in order to cover short positions. Stabilizing  
transactions and syndicate covering transactions may cause the price of the     
global bonds to be higher than it would otherwise be in the absence of those    
transactions. If the underwriters engage in stabilizing or syndicate covering   
transactions, they may discontinue them at any time. The Republic has been      
advised by the representatives that they intend to make a market in the global  
bonds, but the representatives are not obligated to do so and may discontinue   
any market-making activities at any time without notice. No assurance can be    
given as to the liquidity of or the trading market for the global bonds.        

In compliance with NASD guidelines the maximum compensation to any    
underwriters or agents in connection with the sale of any securities pursuant to
the prospectus and applicable prospectus supplements (including this supplement)
will not exceed 8% of the aggregate total offering price to the public of such  
securities as set forth on the cover page of the applicable prospectus          
supplement; however, it is anticipated that the maximum compensation paid will  
be significantly less than 8%.                                                  

UK SELLING RESTRICTIONS                                                         

    The underwriter represents and agrees that it has complied and will comply
with all applicable provisions of the FSMA with respect to anything done by it  
in relation to the global bonds in, from or otherwise involving the United      
Kingdom.                                                                        

HONG KONG SELLING RESTRICTIONS                                                  

  No person has issued or had in its possession for the purposes of issue,
and will not issue or have in its possession for the purpose of issue, any      
advertisement, invitation or document relating to the global bonds, whether in  
Hong Kong or elsewhere, which is directed at, or the contents of which are      
likely to be accessed or read by, the public in Hong Kong (except if permitted  
to do so under the securities laws of Hong Kong) other than with respect to     
global bonds which are or are intended to be disposed of only to persons outside
Hong Kong or only to "professional investors" within the meaning of the         
Securities and Futures Ordinance (Cap. 571) of the laws of Hong Kong and any    
rules made thereunder.                                                          

SINGAPORE SELLING RESTRICTIONS                                                  

    This prospectus supplement and the prospectus to which it relates have not
been registered as a prospectus with the Monetary Authority of Singapore (the   
"MAS") under the Securities and Futures Act 2001 (Act 42 of 2001) of Singapore  
(the "Securities and Futures Act"). Accordingly, the global bonds may not be    
offered or sold or made the subject of an invitation for subscription or        
purchase nor may this prospectus supplement and the prospectus to which it      
relates or any other document or material in connection with the offer or sale, 
or invitation for subscription or purchase of such global bonds be circulated or
distributed, whether directly or indirectly, to the public or any member of the 
public in Singapore other than (1) to an institutional investor or other person 
falling within Section 274 of the Securities and Futures Act, (2) to a          

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sophisticated investor (as defined in Section 275 of the Securities and Futures 
Act) and in accordance with the conditions specified in Section 275 of the      
Securities and Futures Act or (3) otherwise than pursuant to, and in accordance 
with the conditions of, any other applicable provision of the Securities and    
Futures Act.                                                                    

JAPAN SELLING RESTRICTIONS                                                      

The global bonds have not been and will not be registered under the   
Securities and Exchange Law of Japan. The underwriter has represented and agreed
that it has not offered or sold, and it will not offer or sell, directly or     
indirectly, any global bonds in Japan or to, or for the account or benefit of,  
any resident of Japan or to, or for the account or benefit of, any resident for 
reoffering or resale, directly or indirectly, in Japan or to, or for the account
or benefit of, any resident of Japan except (i) pursuant to an exemption from   
the registration requirements of, or otherwise in compliance with, the          
Securities and Exchange Law of Japan and (ii) in compliance with the other      
relevant laws and regulations of Japan.                                         

REPUBLIC OF THE PHILIPPINES SELLING RESTRICTIONS                                

   The global bonds qualify as exempt securities under Section 9.1(a) of the
Philippine Securities Regulation Code, and the sale, offer for sale or          
distribution thereof in the Philippines is not subject to registration          
requirements with the Philippine Securities and Exchange Commission.            
Accordingly, each underwriter, on behalf of itself and each of its affiliates   
that participates in the offering of global bonds, represents and agrees that it
has not, and will not, sell or offer for sale or distribution any global bonds  
in the Philippines, except through Philippine registered salesmen or Philippine 
registered brokers or dealers in securities.                                    

NETHERLANDS SELLING RESTRICTIONS                                                

The Bonds may not be offered, transferred, delivered or sold, whether 
directly or indirectly, to any individual or legal entity in the Netherlands as 
part of the initial distribution or at any time thereafter, other than to       
individuals or legal entities who, or which, trade or invest in securities in   
the conduct of their profession or trade (which include banks, brokers, dealers,
asset management companies, investment funds, insurance companies, pension      
funds, other institutional investors and treasury departments of large          
commercial enterprises).                                                        

REPUBLIC OF ITALY SELLING RESTRICTIONS                                          

    No action has been or will be taken to obtain an authorization from CONSOB
for the public offering of the Bonds in the Republic of Italy. The Bonds, this  
prospectus and any other offering material relating to the Bonds have not been  
offered, sold or delivered and will not be offered, sold or delivered and have  
not been distributed and will not be distributed and have not been made and will
not, directly or indirectly, be made available in the Republic of Italy except  
to "qualified investors" (operatori qualificati), as defined in Article 31.2 of 
CONSOB Regulation No. 11522 of July 1998 as amended ("Regulation No. 11522"),   
pursuant to Article 30.2 and 100.1, lett. A) of Legislative Decree No. 58 of 24 
February 1998 ("Decree No. 58"), or in any other circumstance where an express  
exemption from compliance with the solicitation restrictions provided by Decree 
No. 58 or CONSOB Regulation No. 11971 of 14 May 1999 as amended applies,        
provided however, that any such offer, sale or delivery of the Bonds or         
distribution of copies of this prospectus or any other offering material        
relating to the Bonds in the Republic of Italy must be:                         

    - made by investment firms, banks or financial intermediaries permitted to
 conduct such activities in the Republic of Italy in accordance with
     legislative Decree No. 385 of 1 September, 1993 as amended ("Decree No.
      385"), Decree No. 58, Regulation No. 11522 and any other applicable laws
and regulations;                                                  

 - in compliance with Article 129 of Decree No. 385 and the implementing
     instructions of the Bank of Italy, pursuant to which the Issue, trading
     or placement of securities in Italy is subject to prior notification to
the Bank of Italy, unless an exemption applies; and               

- in compliance with any other applicable notification requirement or 
limitation which may be imposed by CONSOB or the Bank of Italy.   
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SETTLEMENT AND DELIVERY                                                         

     The Republic expects that delivery of the global bonds will be made against
payment therefor on or about the closing date specified on the cover page of    
this prospectus supplement, which will be the fifth business day following the  
date of pricing of the global bonds. Under Rule 15c6-1 of the Exchange Act,     
trades in the secondary market generally are required to settle in three        
business days, unless the parties to a trade expressly agree otherwise.         
Accordingly, purchasers who wish to trade global bonds on the date of pricing or
the next succeeding business day will be required, by virtue of the fact that   
the global bonds initially will settle in T+5, to specify alternative settlement
arrangements to prevent a failed settlement.                                    

RELATIONSHIP OF UNDERWRITERS WITH THE REPUBLIC                                  

    The underwriters have in the past and may in the future provide investment
and commercial banking and other related services to the Republic in the        
ordinary course of business for which the underwriters and/or their respective  
affiliates have received or may receive customary fees and reimbursement of out 
of pocket expenses.                                                             

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LEGAL MATTERS 

The validity of the global bonds will be passed upon on behalf of the 
Republic as to Philippine law by the Secretary of the Department of Justice of  
the Republic, and as to US and New York State law by Allen & Overy. Certain     
matters will be passed upon for the underwriters by Cleary, Gottlieb, Steen &   
Hamilton, United States counsel for the underwriters, as to matters of US and   
New York State law, and by Romulo, Mabanta, Buenaventura, Sayoc & de los        
Angeles, Philippine counsel for the underwriters, as to matters of Philippine   
law.                                                                            

GENERAL INFORMATION 

     1. The global bonds have been accepted for clearance through The Depository
Trust Corporation, Euroclear and Clearstream, Luxembourg. The Common Code number
is 017264460, the International Securities Identification Number is US718286AU14
and the CUSIP number is 718286AU1.                                              

     2. The issue and sale of the global bonds was authorized by the Full Powers
signed by the President of the Republic dated September 9, 2003.                

   3. Except as disclosed in this prospectus supplement and the accompanying
prospectus, there has been no material adverse change in the fiscal condition or
affairs of the Republic which is material in the context of the issue of the    
global bonds since September 24, 2003.                                          

 4. Application has been made to list the global bonds on the Luxembourg
Stock Exchange. Copies of the following documents will, so long as any global   
bonds are listed on the Luxembourg Stock Exchange, be available for inspection  
during usual business hours at the specified office of J.P. Morgan Bank         
Luxembourg S.A. in Luxembourg:                                                  

  - copies of the Registration Statement, which includes the fiscal agency
       agreement and the form of the underwriting agreement as exhibits thereto;
and                                                               

   - the Full Powers signed by the President of the Republic dated September
9, 2003 and the resolution of the Monetary Board of Bangko Sentral
       adopted on October 16, 2003, authorizing the issue and sale of the global
bonds.                                                            

   In addition, so long as the global bonds are outstanding or listed on the
Luxembourg Stock Exchange, copies of the Philippines' economic reports for each 
year in English (as and when available) will be available at the offices of the 
listing agent in Luxembourg during normal business hours on any weekday. The    
underwriting agreement, the fiscal agency agreement and the supplement to the   
fiscal agency agreement shall also be available free of charge at the office of 
the listing agent and any paying and transfer agent in Luxembourg.              

  5. J.P. Morgan Bank Luxembourg S.A. has been appointed as the Luxembourg
paying agent. For so long as the global bonds are listed on the Luxembourg Stock
Exchange and the rules of the Luxembourg Stock Exchange so require, the Republic
will maintain a paying agent in Luxembourg.                                     

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PROSPECTUS                                                                      

(REPUBLIC OF THE PHILIPPINES LOGO)

REPUBLIC OF THE PHILIPPINES 

$1,500,000,000
DEBT SECURITIES AND/OR
WARRANTS

     The 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 offer or sell securities  
unless accompanied by a supplement. The Republic may sell the securities        
directly, through agents designated from time to time or through underwriters.  
The names of any agents or underwriters will be provided in the applicable      
prospectus supplement.                                                          

   You should read this prospectus and any supplements carefully. You should
not assume that the information in this prospectus, any prospectus supplement or
any document incorporated by reference in them is accurate as of any date other 
than the date on the front of these documents.                                  

 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.                                                               

This prospectus is dated September 24, 2003.                                    

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TABLE OF CONTENTS 

                                                                [Download Table]

                                                              PAGE
                                                              ----
                                                                  
Certain Defined Terms and Conventions.......................     2
Forward Looking Statements..................................     2
Data Dissemination..........................................     3
Use of Proceeds.............................................     3
Prospectus Summary..........................................     4
Republic of the Philippines.................................     9
  History, Land and People..................................     9
  Government and Politics...................................     9
  Recent Developments.......................................    13
  Philippine Economy........................................    17
  GDP and Major Financial Indicators........................    25
  Principal Sectors of the Economy..........................    30
  Prices, Employment and Wages..............................    35
  Balance of Payments.......................................    38
  Monetary System...........................................    59
  The Philippine Financial System...........................    66
  The Philippine Securities Markets.........................    71
  Public Finance............................................    73
  The Government Budget.....................................    79
  Debt......................................................    80
Description of the Securities...............................    92
  Description of the Debt Securities........................    92
  Description of the Warrants...............................   101
  Limitations on Issuance of Bearer Debt Securities.........   101
Taxation....................................................   103
  Philippine Taxation.......................................   103
  United States Tax Considerations..........................   104
Plan of Distribution........................................   111
Validity of the Securities..................................   112
Authorized Representative in the United States..............   112
Experts; Official Statements and Documents..................   112
Further Information.........................................   112
Debt Tables of the Republic of the Philippines..............   T-1

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CERTAIN DEFINED TERMS AND CONVENTIONS 

    Statistical information included in this prospectus is the latest official
data publicly available at the date of this prospectus. Financial data provided 
in this prospectus may be subsequently revised in accordance with the Republic's
ongoing maintenance of its economic data, and that revised data will not be     
distributed by the Republic to any holder of the Republic's securities.         

All references in this prospectus to (a) the "Republic" or the        
"Philippines" are to the Republic of the Philippines, (b) the "Government" are  
to the national government of the Philippines, (c) the "administration" are to  
the current administration of President Gloria Macapagal-Arroyo and (d) "Bangko 
Sentral" are to Bangko Sentral ng Pilipinas, the central bank of the            
Philippines.                                                                    

    Government-owned corporations are corporations at least 51% of the capital
stock of which is owned by the Government directly or indirectly through its    
instrumentalities.                                                              

   The fiscal year of the Government commences on January 1 of each year and
ends on December 31 of such year.                                               

Unless otherwise indicated, all references in this prospectus to      
"Philippine Pesos", "pesos" or "P" are to the lawful national currency of the   
Philippines, those to "dollars", "US dollars" or "$" are to the lawful currency 
of the United States of America and those to "SDR" are to Special Drawing Rights
of the International Monetary Fund.                                             

   This prospectus contains conversions of some peso amounts into US dollars
for the convenience of the reader. Unless otherwise specified, the conversions  
were made at the exchange rate as stated by the Bangko Sentral Reference        
Exchange Rate Bulletin published by the Treasury Department of Bangko Sentral on
the relevant date. No representation is made that the peso amounts actually     
represent the US dollar amounts or could have been converted into US dollars at 
the rates indicated, at any particular rate, or at all.                         

    Any discrepancies in the tables included herein between the amounts listed
and the totals thereof are due to rounding.                                     

FORWARD LOOKING STATEMENTS

    Some of the statements contained in this prospectus under "Republic of the
Philippines" are forward looking. They include statements concerning, among     
others,                                                                         

     - the Republic's economic, business and political conditions and prospects;

- the Republic's financial stability;                                 

- the depreciation or appreciation of the peso;                       

- changes in interest rates;                                          

  - governmental, statutory, regulatory or administrative initiatives; and

- adverse changes in economic conditions in the Republic.             

Actual results may differ materially from those suggested by the      
forward-looking statements due to various factors. These factors include, but   
are not limited to:                                                             

   - Adverse external factors, such as high international interest rates and
recession or low growth in the Republic's trading partners. High  
international interest rates could increase the Republic's current
    account deficit and budgetary expenditures. Recession or low growth in
  the Republic's trading partners could lead to fewer exports from the
Republic and, indirectly, lower growth in the Republic.           

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- Adverse domestic factors, such as a decline in foreign direct and   
  portfolio investment, increases in domestic inflation, high domestic
      interest rates and exchange rate volatility. Each of these factors could
lead to lower growth or lower international reserves.             

   - Other adverse factors, such as climatic or seismic events and political
uncertainty.                                                      

DATA DISSEMINATION

   The Republic is a subscriber to the International Monetary Fund's Special
Data Dissemination Standard ("SDDS"), which is designed to improve the          
timeliness and quality of information of subscribing member countries. The SDDS 
requires subscribing member countries to provide schedules indicating, in       
advance, the date on which data will be released or the so-called "Advance      
Release Calendar". For the Philippines, precise dates or "no-later-than dates"  
for the release of data under the SDDS are disseminated three months in advance 
through the Advance Release Calendar, which is published on the Internet under  
the International Monetary Fund's Dissemination Standards Bulletin Board.       
Summary methodologies of all metadata to enhance transparency of statistical    
compilation are also provided on the Internet under the Dissemination Standards 
Bulletin Board. The Internet website for the Philippines' "Advance Release      
Calendar" and metadata is located at                                            
"http://dsbb.imf.org/Applications/web/sddscountrycategorylist/?strcode=PHL".    

USE OF PROCEEDS 

     Unless otherwise specified in the applicable prospectus supplement, the net
proceeds from sales of securities will be used for the general purposes of the  
Republic, including for budget support and to repay a portion of the            
Government's borrowings.                                                        

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PROSPECTUS SUMMARY

REPUBLIC OF THE PHILIPPINES 

GENERAL                                                                         

     The Philippine archipelago has over 7,000 islands with a total land area of
approximately 300,000 square kilometers. The islands are grouped into three     
geographic regions: Luzon, the largest island, in the north, covering an area of
141,395 square kilometers; Visayas in the central region, covering an area of   
55,606 square kilometers; and Mindanao in the south, covering an area of 101,999
square kilometers. Manila is the Republic's capital. As of December 31, 2002,   
the Republic's population was approximately 82 million.                         

GOVERNMENT AND POLITICS                                                         

    The Republic's current constitution was adopted by plebiscite in 1987. The
ratification of the new Constitution in 1987 restored a presidential form of    
government consisting of three branches: executive, legislative and judiciary.  
Executive power is vested in the President, who is elected by direct popular    
vote and who may serve one term of six years. Legislative authority is vested in
the Congress of the Philippines, which consists of the Senate and the House of  
Representatives. Judicial power is vested in the Supreme Court and in various   
lower courts.                                                                   

In January 2001, Gloria Macapagal-Arroyo became President after the   
impeachment of former President Joseph Estrada. Criminal charges for perjury and
plunder have been filed against Mr. Estrada with the Sandiganbayan, a special   
court with jurisdiction over criminal and civil cases involving graft and       
corruption. Hearings on these charges are ongoing. On December 30, 2002,        
President Gloria Macapagal-Arroyo announced that she would not seek election to 
a full term as president. The next presidential election is scheduled to take   
place in May 2004.                                                              

 Over the past three decades, groups of communist rebels and disaffected
Muslims in the Republic have periodically fought with Government forces. The    
United States government has sent troops to the Philippines and pledged monetary
aid to help the Republic in its campaign against these rebel groups and against 
terrorism generally.                                                            

ECONOMY                                                                         

 The Philippines has a mixed economy in which the Government is directly
engaged in certain economic activities through government-owned and controlled  
corporations ("GOCCs") and Government Financial Institutions ("GFIs"). The      
Government actively encourages domestic and foreign private investment.         
Beginning in 1991, further liberalization of trade and investment in the        
Philippines has been undertaken in tandem with the deregulation of the financial
system, foreign exchange liberalization, tax reforms, acceleration of           
privatization, enhancement of competition in the provision and operation of     
public utilities, and deregulation of the oil and power industries.             

  In an attempt to promote macroeconomic stability and sustained growth of
income and employment, the Arroyo Administration proposed its Medium-Term       
Philippine Development Plan for 2001-2004. The plan's major policy objectives   
are:                                                                            

- protecting the vulnerable;                                          

- establishing good governance and rule of law;                       

- modernizing agriculture and fisheries; and                          

- encouraging equitable macroeconomic growth based on free enterprise.

    The principal sectors of the Philippine economy are services, industry and
agriculture (including fishery and forestry). The services sector accounted for 
45.8% of gross domestic product ("GDP") in 2002, including the subsectors of    
trade (16.3% of GDP), transportation, communications and storage (7.7% of GDP)  
and                                                                             

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private services (7.5% of GDP). The industry sector accounted for 34.5% of GDP  
in 2002, of which 24.1% of GDP came from manufacturing. The agriculture sector  
accounted for 19.7% of GDP in 2002.                                             

In 2002, gross national product ("GNP") grew 4.5% and GDP grew 4.4%,  
compared with GNP growth of 3.5% and GDP growth of 3.0% for 2001. The increased 
growth rates are, in part, a result of lower interest and inflation rates, and, 
in the administration's view, reflect the success of its macroeconomic strategy 
implemented in 2001. The first half of 2003 saw continued economic growth, as   
GNP grew 4.8% and GDP grew 3.9% (on an annualized basis), compared with GNP     
growth of 3.3% and GDP growth of 4.0% in the first half of 2002.                

   Foreign trade is important to the Philippine economy. In 2002, exports of
goods and services were equal to approximately 45.9% of the country's GNP and   
imports were equal to approximately 46.4% of GNP. The country's trade strategy  
emphasizes export promotion. The expansion of export-oriented, labor-intensive  
manufacturing operations, such as electronics, drove total exports of goods to  
$34.4 billion in 2002 and produced an average annual export growth rate of 3.9% 
from 1998 to 2002. Manufactured goods accounted for 90% of the Republic's       
exports in 2002. Electronics, machinery and transport equipment and garments    
have historically been the Republic's leading manufactured exports. Exports of  
goods in 2002 were $34.4 billion, representing an increase of 10.1% from 2001,  
largely due to higher exports of machinery and transport equipment, garments and
electronics.                                                                    

The Republic disclosed in early 2003 that the reported current account
surplus for 2000, 2001 and 2002 had been overstated due to monitoring problems  
giving rise to underreported imports. Reflecting the updated import data, the   
current account for 2000 has been revised to a surplus of $6.3 billion from a   
previously reported surplus of $8.5 billion, and the current account for 2001   
has been revised to a surplus of $1.3 billion from a previously reported surplus
of $4.6 billion. At these revised levels, the current account surplus stood at  
7.9% and 1.7% of gross national product for 2000 and 2001, respectively.        
However, the capital and financial account for 2000 has been revised to a net   
outflow of $4.1 billion from a previously reported net outflow of $6.5 billion, 
and the capital and financial account for 2001 has been revised to a net outflow
of $1.1 billion from a previously reported net outflow of $3.7 billion. As      
revised, the Republic's balance of payments recorded a surplus of $660 million  
for 2002, compared to a $192 million deficit for 2001. The year-on-year         
turnaround was mainly attributed to higher remittances from overseas workers and
growth in exports.                                                              

In the first six months of 2003, the Republic's balance of payments   
recorded a deficit of $616 million, compared to a surplus of $1.7 billion for   
the first six months of 2002. The reversal was due both to a decrease in the    
current account surplus, from $2.1 billion in the first six months of 2002 to   
$868 million in the first six months of 2003, and to a reversal in the capital  
and financial account, from a surplus of $1.7 billion in the first six months of
2002 to an outflow of $2.4 billion in the first six months of 2003. The decline 
in the current account in the first six months of 2003 compared with the same   
period in 2002 was mainly because of increased imports of raw materials and     
crude oil and a decline in tourism due to the SARS epidemic. The decline in the 
capital and financial account in the first six months of 2003 compared with the 
first six months of 2002 was mainly because of global investor uncertainty and  
withdrawals of foreign currency by non-residents from Philippine banks.         

     The Republic's external debt approved by and registered with Bangko Sentral
(which includes banking system debt, public sector debt whether or not          
guaranteed by the Government and private sector debt) amounted to $56.1 billion 
as of June 30, 2003, a 0.6% increase from March 31, 2003. Bangko                
Sentral-approved external debt amounted to $55.8 billion as of March 31, 2003, a
3.6% increase from the $53.9 billion recorded as of December 31, 2002. The      
increase in the first quarter of 2003 resulted mostly from net inflows of       
foreign exchange to finance the Government's budgetary requirements. In 2002,   
Bangko Sentral-approved external debt increased by 2.9% from the $52.4 billion  
recorded as of December 31, 2001. The increase in debt in 2002 was due to       
additional borrowing to settle maturing obligations and finance the Government's
budget deficit, as well as upward foreign exchange revaluation adjustments on   
third-country-currency-denominated debt resulting from the continued            
depreciation of the U.S. dollar against third-country currencies. As of March   
31, 2003, Bangko Sentral-approved medium and long-term external debt amounted to
$49.4 billion. Of this amount, 58% carried fixed rates, 39% had variable rates, 
and the remaining 3% did not                                                    

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bear interest. As of March 31, 2003, the average cost of fixed rate credits was 
6.1%. For liabilities with floating interest rates, the margin over the         
applicable base rate averaged 1.7%. As of March 31, 2003, approximately 55% of  
total Bangko Sentral-approved external debt (including short-term debt) was     
denominated in U.S. dollars while 27% was denominated in Japanese yen. As of    
March 31, 2003, multi-currency loans from the World Bank, the International     
Monetary Fund and the Asian Development Bank accounted for 16.6%. The average   
interest rates for 91-day Treasury bills decreased from 9.86% in 2001 to 5.43%  
in 2002, following the decline in global interest rates.                        

     On June 12, 2003, Fitch Ratings downgraded the Republic's long-term foreign
currency rating from BB+ to BB on the grounds that current and prospective      
fiscal trends amount to a material deterioration in sovereign creditworthiness, 
notwithstanding the recent upturn in tax receipts. Fitch also lowered the       
long-term local currency rating from BBB- to BB+ and changed the outlook on both
ratings from negative to stable. Fitch mentioned that the change in outlook     
reflected Fitch's judgement that broader macro-economic trends remained         
reasonable with respect to growth, inflation and the current account balance. On
April 24, 2003, Standard & Poor's Ratings Service downgraded the Republic's     
long-term foreign currency rating from BB+ to BB, downgraded the Republic's     
local currency rating from BBB+ to BBB and revised the long-term ratings outlook
from negative to stable. Standard & Poor's emphasized the Government's high     
fiscal deficit, increased interest payments due to its high debt burden, and    
heavy reliance on external capital for economic growth. On January 8, 2003,     
Moody's Investors Service revised its outlook on the Republic's local-currency  
rating for government bonds from stable to negative, while affirming each of the
Republic's foreign currency ratings. Moody's recognized that revenue collections
had improved in recent months, but noted that poor revenue collection in prior  
periods had weakened long-term fiscal prospects.                                

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SUMMARY ECONOMIC INFORMATION OF THE REPUBLIC OF THE PHILIPPINES 

                                                        [Enlarge/Download Table]

                                                1998      1999      2000      2001      2002      2003     
                                               -------   -------   -------   -------   -------   ------    
                                                        (IN BILLIONS, EXCEPT AS INDICATED)(1)              
                                                                                                           
GDP (at current market prices)(2)............. P 2,665   P 2,977   P 3,355   P 3,674   P 4,023   P2,037(3) 
GDP (at constant 1985 prices)(2)..............     888       918       973     1,002     1,046      518(3) 
GDP per capita (in US dollars at current                                                                   
  market prices)(2)........................... $   864   $   992   $   989   $   917   $   970   $  465(3) 
GDP growth rate (at constant 1985                                                                          
  prices)(2)..................................    (0.6)%     3.4%      4.4%      3.0%      4.4%     3.9%(3)
GNP growth rate (at constant 1985                                                                          
  prices)(2)..................................     0.4%      3.7%      4.8%      3.5%      4.5%     4.8%(3)
Inflation rate................................     9.7%      6.7%      4.4%      6.1%      3.1%     3.0%(4)
Unemployment rate.............................    10.1%      9.8%     11.2%     11.1%     11.4%    12.7%(5)
Government revenues........................... P   463   P   479   P   515   P   564   P   567   P  408(6) 
Government expenditures.......................     513       590       649       711       778      522(6) 
Government surplus (deficit)..................   (50.0)   (111.7)   (134.2)   (147.0)     (211)    (114)(6)
Public sector borrowing requirement(7)........  (111.3)   (138.0)   (174.6)   (189.8)   (268.3)     N/A(8) 
Consolidated public sector financial                                                                       
  position(9).................................   (83.2)   (100.5)   (151.7)   (169.3)   (234.3)     N/A(8) 

                                                        [Enlarge/Download Table]

                                     1998       1999       2000         2001         2002        2003        
                                   --------   --------   --------     --------     --------     -------      
                                                    (IN MILLIONS, EXCEPT AS INDICATED)                       
                                                                                                             
Goods trade -- exports............ $ 29,496   $ 34,211   $ 37,295     $ 31,243     $ 34,383     $17,068(3)   
Goods trade -- imports(10)........  (29,524)   (29,252)   (33,481)(11)  (31,986)(11)  (33,975)(11)  18,571(3)
Services trade -- exports.........   13,917      4,803      3,972        3,148        3,056       1,405(3)   
Services trade -- imports.........  (12,778)    (7,515)    (6,402)      (5,198)      (4,320)     (2,232)(3)  
Current transfer (net)............      435        512        437          447          503         306(3)   
Current account (deficit).........    1,546      7,219      6,258(11)    1,323(11)    4,197(11)     868(3)   
  As a percentage of GNP..........      2.3%       9.0%       7.9%         1.7%         5.0%        2.2%(3)  
Total capital and financial                                                                                  
  account......................... $    478   $ (2,333)  $ (4,119)    $ (1,080)    $ (2,104)    $(2,439)(3)  
Overall balance of payments                                                                                  
  position........................    1,359      3,586       (513)        (192)         660        (616)(3)  
  As a percentage of GNP..........      2.0%       4.5%      (0.6)%       (0.2)%        0.8%        1.6%(3)  
Gross international                                                                                          
  reserves(12).................... $ 10,806   $ 15,107   $ 15,024     $ 15,658     $ 16,180     $16,171(13)  

                                                        [Enlarge/Download Table]

                                           1998      1999       2000       2001       2002      2003      
                                         --------  --------   --------   --------   --------  --------    
                                                       (IN BILLIONS, END OF PERIOD)(14)                   
                                                                                                          
Direct domestic debt of the                                                                               
  Republic(15).......................... P  850.9  P  978.4   P1,068.2   P1,247.7   P1,471.2  P1,475.7(16)
Direct external debt of the                                                                               
  Republic(15).......................... $   16.5  $   19.8   $   22.0   $   22.1   $   25.3  $   26.6(16)
Public sector domestic debt(17)......... P1,721.2  P2,196.6   P2,542.0   P2,286.3   P2,765.4       N/A(8) 
Public sector external debt(18)......... $   26.9  $   31.8   $   31.5   $   25.1   $   28.0  $   29.7(16)

---------------                                                                 

Sources: National Statistics Office; National Statistical Co-ordination Board;  
Bureau of the Treasury; Department of Finance, Bangko Sentral.                  

 (1) Amounts in pesos have been converted to US dollars using the average Bangko
Sentral reference exchange rates for the applicable year.             

(2) GDP and GNP figures for 2001 and 2002 have recently been revised. See "GDP
     and Major Financial Indicators -- Periodic Revisions to Philippine National
Accounts."                                                            

(3) First half of 2003.                                                       

(4) Year on year as of August 2003.                                           

(5) As of July 31, 2003.                                                      

(6) First eight months of 2003.                                               

(7) Represents the aggregate deficit of the Government, the Central Bank-Board
    of Liquidation (the "CB-BOL"), the Oil Price Stabilization Fund and the 14
  GOCCs whose debt comprises virtually all the debt incurred by GOCCs (the
"14 monitored GOCCs").                                                

(8) N/A means "not available."                                                

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(9) Comprises the aggregate deficit or surplus of the Government, the CB-BOL's
   accounts, the 14 monitored GOCCs, the Social Security System (the "SSS"),
   the Government Service Insurance System (the "GSIS"), Bangko Sentral, the
    Government financial institutions ("GFIs") and the local government units.

(10) National Statistics Office data was adjusted to exclude aircraft procured  
under operating lease arrangements amounting to $136 million for 1998.

(11) Represents the final revised numbers released by the Inter-agency Task     
Force on the Balance of Payments.                                     

(12) Comprises the holdings by Bangko Sentral of gold reserves, foreign         
    investments, foreign exchange and SDRs, including Bangko Sentral's reserve
position in IMF at period end.                                        

(13) Preliminary. As of August 31, 2003.                                        

(14) Amounts in original currencies were converted to US dollars or pesos, as   
     applicable, using the Bangko Sentral reference exchange rates at the end of
each period.                                                          

(15) Represents debt of the Government only, and does not include other public  
sector debt. Includes direct debt obligations of the Government, the  
  proceeds of which are on-lent to GOCCs and other public sector entities,
but excludes debt guaranteed by the Government and debt originally    
     guaranteed by other public sector entities for which the guarantee has been
assumed by the Government.                                            

(16) As of March 31, 2003.                                                      

(17) Represents debt of the Government, the 14 monitored GOCCs, the CB-BOL,     
Bangko Sentral and the GFIs.                                          

(18) Includes public sector debt whether or not guaranteed by the Government.   

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REPUBLIC OF THE PHILIPPINES 

HISTORY, LAND AND PEOPLE                                                        

    HISTORY.  Spain governed the Philippines as a colony from 1521 until 1898.
On June 12, 1898, during the Spanish-American War, the Filipinos declared their 
independence. The United States claimed sovereignty over the Philippines under  
the 1898 Treaty of Paris, which ended the Spanish-American War, and governed the
Philippines as a colony until 1935 when the Philippines became a self-governing 
commonwealth. On July 4, 1946, the Philippines became an independent republic.  

    GEOGRAPHY AND GENERAL INFORMATION.  The Philippine archipelago, located in
Southeast Asia, comprises over 7,000 islands and a total land area of           
approximately 300,000 square kilometers. The Republic groups the islands into   
three geographic regions: Luzon in the north, covering an area of 141,395 square
kilometers, Visayas in the center, covering an area of 55,606 square kilometers,
and Mindanao in the south, covering an area of 101,999 square kilometers. The   
Republic is also divided into 17 administrative regions.                        

    Forests cover approximately 50% of the Philippines, and 47% of the country
is under agricultural cultivation. In 2002, agriculture, forestry and fishery   
employed 37.0% of the labor force and provided 4.3% of the Republic's export    
earnings (including exports of agriculture-based products). The Republic is     
generally self-sufficient in staple cereals and is a major exporter of certain  
agricultural products. Manufactured goods comprise the most important category  
of the Republic's exports, accounting for approximately 90% of the Republic's   
exports in 2002. Electronics, machinery and transport equipment and garments    
have historically been the Republic's leading manufactured exports.             

The Republic's population is currently approximately 82 million. The  
Republic's capital, Manila, located in Luzon, has an estimated population of 1.7
million. The cities of Manila, Pasay, Kalookan, Quezon City, Mandaluyong, Las   
Pinas, Muntinlupa, Marikina, Pasig and Makati, together with seven surrounding  
municipalities, make up the National Capital Region or Metro Manila. Metro      
Manila, the most populous of the administrative regions, has an estimated       
population of 9.9 million people.                                               

    The majority of Filipinos have Malay ethnic origins. Filipino culture also
includes strong Spanish, Chinese and American influences. Filipino is the       
national language, but English is the primary language used in business,        
government and education. The population speaks over 80 other dialects and      
languages, including Chinese and Spanish. Based on a 2000 survey, the Republic's
literacy rate is 95%, ranking among the highest in Asia.                        

   Christianity, primarily Roman Catholicism, is the predominant religion in
the Philippines. A significant Muslim minority lives in Mindanao.               

GOVERNMENT AND POLITICS                                                         

GOVERNMENTAL STRUCTURE.  Since 1935, the Republic has had three       
Constitutions. The country adopted the current Constitution by plebiscite in    
February 1987 after Ferdinand Marcos, who had ruled for 20 years, was ousted a  
year earlier in favor of Corazon Aquino following a people's uprising. The new  
Constitution restored a presidential form of government comprised of three      
branches: executive, legislative and judicial.                                  

The principal features of each branch are as follows:                 

   - Executive -- A President, directly elected for a single, six-year term,
   exercises executive power. If the President dies, becomes permanently
       disabled or is removed from office or resigns, the Vice President acts as
   President for the remainder of the term. If the Vice President cannot
       serve, the President of the Senate or, if he cannot serve, the Speaker of
    the House of Representatives, acts as President until the election and
      qualification of a new President or Vice President. The person acting as
     President for any remaining term may, if elected, serve a six-year term
as President.                                                     

 In May 1998, the country elected Joseph Estrada as President and Gloria
Macapagal-Arroyo as Vice President. In January 2001, after a people's 
uprising, there was a transition of power to President Arroyo.        
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 - Legislative -- The Congress, comprised of the Senate and the House of
 Representatives, exercises the country's legislative authority. The
Constitution mandates a Senate of 24 members and a House of       
  Representatives of not more than 250 members, all elected by popular
      vote. Senators serve for a term of six years and members of the House of
       Representatives for a term of three years. The country held elections for
      13 Senators and all members of the House of Representatives in May 2001.
The other 11 Senators were elected in May 1998.                   

 - Judicial -- The Supreme Court and any lower courts established by law
      exercise the country's judicial authority. The country's court system is
       a multi-tiered system of courts of general jurisdiction that includes the
     Supreme Court and the Court of Appeals. Below these, the Regional Trial
     Courts, Metropolitan Trial Courts, Municipal Trial Courts and Municipal
Circuit Trial Courts constitute courts of original jurisdiction.  

     Special or administrative tribunals and quasi-courts also exercise judicial
  functions. Included in this category are constitutional commissions, the
Sandiganbayan (the court that handles Government graft and corruption 
     cases), the Court of Tax Appeals, the Shari'ah courts (which handle matters
governed by Islamic law) and administrative agencies that handle      
specialized areas such as labor relations and securities regulation.  

 A Chief Justice and 14 Associate Justices constitute the Supreme Court,
    which supervises all lower courts and related personnel. The Supreme Court
   and the Court of Appeals may review decisions and rulings of lower courts
    and quasi-judicial tribunals. The President appoints each Supreme Court or
Court of Appeals justice and lower court judge from at least three    
candidates nominated by the Judicial and Bar Council.                 

     POLITICAL PARTIES.  The Republic's multi-party system currently has several
registered political parties. For the May 2001 elections, President Arroyo was  
supported by the People Power Coalition, which was comprised of the             
Lakas-NUCD-UMDP, the Liberal Party, Reporma, Promdi, Aksyon Demokratiko and     
other pro-Arroyo administration parties. In turn, parties identified with former
President Estrada formed the Puwersa ng Masa ("Force of the Masses") coalition, 
which was comprised of the Nationalist People's Coalition, the Laban ng         
Demokratikong Pilipino, Partido ng Masang Pilipino, the People's Reform Party   
and the Kilusang Bagong Lipunan (the party organized by the late President      
Ferdinand Marcos and his political allies).                                     

    ADMINISTRATIVE ORGANIZATION.  As of December 31, 2002, the Republic had 17
regions and 43,645 local Government units. Local Government units included 79   
provinces, 115 cities, 1,495 municipalities (subdivisions of provinces) and     
41,956 barangays (villages, which are the basic units of the political system). 
Highly urbanized cities function independently of any province, while other     
cities are subject to the administrative supervision of their home provinces.   

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The Government is mainly organized around the 20 departments and      
department-equivalent agencies of the executive branch, which implement the     
various programs and projects of the Government. The departments and            
department-equivalent agencies are grouped into sectors.                        

                                                        [Enlarge/Download Table]

SECTOR                                                        MAJOR DEPARTMENTS                   
------                                                        -----------------                   
                                                                                                  
Social services........................... Health; Education, Culture and Sports; Labor and       
                                           Employment; Social Welfare and Development             

Economic services......................... Agriculture; Agrarian Reform; Energy; Environment and  
                                           Natural Resources; Tourism, Trade and Industry; Public 
                                           Works and Highways; Transportation and Communications; 
                                           Science and Technology                                 

Defense................................... National Defense                                       

General public services................... Foreign Affairs; Finance; Budget and Management;       
                                           Interior and Local Government; Justice; National       
                                           Economic and Development Authority; Office of the Press
                                           Secretary                                              

Constitutional offices.................... Elections; Audit; Civil Service; Office of the         
                                           Ombudsman; Human Rights                                

Autonomous Region of Muslim Mindanao...... Not applicable                                         

Cordillera Administrative Region.......... Not applicable                                         

GOVERNMENT CORPORATIONS.  The Government owns or controls a number of 
corporations that provide essential goods and services and work with the private
sector to encourage economic growth and development. Originally restricted to   
basic public services and national monopolies, the number of Government         
corporations grew from 13 in the 1930s to 301 by 1984. In 1988, the Government  
launched a reform program to reduce the number of Government corporations,      
establishing the legal and policy framework for the country's privatization     
program. See "Privatization -- General."                                        

   Currently, there are approximately 100 Government corporations, including
subsidiaries. Each of these corporations is attached to a department for policy 
and program coordination.                                                       

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The Government closely monitors 14 major non-financial Government     
corporations engaged in various major business activities by recording their    
individual contribution to the public sector deficit or surplus position and    
other financial indicators. These 14 corporations and their areas of activity   
are as follows:                                                                 

                                                                [Download Table]

GOVERNMENT CORPORATION                                       BUSINESS ACTIVITY     
----------------------                                       -----------------     
                                                                                   
National Power Corporation.................................. power generation and  
                                                             transmission          
Philippine National Oil Company............................. holding company, power
National Electrification Administration..................... electric utilities    
Metropolitan Waterworks and Sewerage System................. water utilities       
Local Water Utilities Administration........................ water utilities       
Philippine Export Zone Authority............................ area development      
National Food Authority..................................... agriculture           
National Irrigation Administration.......................... agriculture           
Philippine National Railways................................ transportation        
Light Rail Transit Authority................................ transportation        
Philippine Ports Authority.................................. transportation        
National Development Company................................ holding company       
National Housing Authority.................................. housing               
Home Guaranty Corporation................................... housing insurance     

   As of December 31, 2001, these 14 corporations had aggregate domestic and
external debt of P1,140 billion, which comprised virtually all the debt incurred
by Government corporations.                                                     

To facilitate the implementation of better business practices, the    
Government intends to expand its monitoring of Government corporations,         
including to the National Home Financing Corporation, which provides mortgage   
financing for low-income housing.                                               

The Government currently records the contribution to the public sector
deficit or surplus, and other financial indicators, of three Governmental       
financial institutions that provide credit to enterprises in support of public  
policies, including two specialized Government banks -- the Development Bank of 
the Philippines and the Land Bank of the Philippines. For a description of the  
Development Bank and the Land Bank, see "-- The Philippine Financial            
System -- Structure of the Financial System." The third institution, the Trade  
and Investment Development Corporation of the Philippines (formerly Philippine  
Export and Foreign Loan Guarantee Corporation), guarantees foreign currency     
loans to exporters and contractors. As of December 31, 2001, the monitored      
Governmental financial institutions had aggregate domestic and external debt of 
P301.4 billion.                                                                 

INTERNATIONAL RELATIONS.  The Philippines places a high priority on   
expanding global trade through a multilateral framework of principles and rules 
that respect individual countries' policy objectives and levels of economic     
development. The country's participation in various international organizations,
such as the World Trade Organization, the International Monetary Fund ("IMF"),  
the International Bank for Reconstruction and Development (also known as the    
World Bank) and the Asian Development Bank, allows it to encourage liberalized  
trade and investment and to discuss global issues that will affect the          
Republic's economy.                                                             

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The following table shows the Republic's capital participation in, and
loans obtained from, major international financial organizations.               

MEMBERSHIP IN INTERNATIONAL FINANCIAL ORGANIZATIONS 

                                                        [Enlarge/Download Table]

                                                                    CAPITAL    CAPITAL      LOANS   
NAME OF ORGANIZATION               DATE OF ADMISSION   SUBSCRIBED    SHARE     PAID IN   OUTSTANDING
--------------------               -----------------   ----------   -------   ---------  -----------
                                                 (IN MILLIONS, EXCEPT FOR PERCENTAGES)              
                                                                                                    
International Monetary Fund(1)....   December 1945     SDR 879.9       --     SDR 879.9  SDR 1,052.7
International Bank for                                                                              
  Reconstruction and                                                                                
  Development(2)..................   December 1945     $ 6,844.0     0.4%     $    48.9  $   3,353.0
Asian Development Bank(3).........   December 1966     $ 1,142.0     2.4%     $    80.0  $   2,551.5

---------------                                                                 

(1) As of May 31, 2003; Source: IMF.                                            

(2) As of June 30, 2002; Source: World Bank Annual Report.                      

(3) As of December 31, 2002; Source: Asian Development Bank Annual Report.      

    The Philippines also promotes its economic interests through membership in
the following regional organizations:                                           

- the Association of Southeast Asian Nations ("ASEAN");               

- ASEAN Free Trade Area;                                              

- South East Asia, New Zealand and Australia Central Banks;           

- South East Asian Central Banks;                                     

- Asia-Pacific Economic Cooperation; and                              

- Executives Meeting of East Asia and Pacific Central Banks.          

  RELATIONSHIP WITH THE IMF.  The IMF currently maintains a close dialogue
with the Government, within the framework of a post-program monitoring          
arrangement ("PPM"). The PPM involves program assessments that are based on a   
regular review of economic developments and policies rather than the attainment 
of specific quantitative targets. This arrangement does not involve a financing 
component.                                                                      

In December 2002, the IMF completed a 10-day review of the Philippine 
economy as part of the PPM. The IMF emphasized the need for the reduction of the
fiscal deficit through increased revenues. In particular, the IMF recommended   
additional taxes on telecommunications, "sin" products and automobiles, and     
measures to improve the efficiency of tax collection. The IMF also recommended  
improvements in energy regulation, including a stronger and more independent    
Energy Regulatory Commission ("ERC") and the expedited privatization of the     
National Power Corporation ("NPC"). See "Philippine Economy -- Restructuring of 
the Electric Power Industry and the Privatization of National Power             
Corporation".                                                                   

In August 2003, the IMF completed its most recent 10-day review of the
Philippine economy as part of the PPM. The IMF continued to emphasize the need  
for measures to reduce the Government fiscal deficit, including structural      
reforms in the banking sector, improvements in tax collection, improvements in  
the efficiency of NPC and an increase in basic power rates.                     

     The next IMF review of the Philippine economy pursuant to the PPM will take
place in November 2003, at which time the Government will determine whether it  
intends to continue the PPM. The Republic will continue to be subject to the    
IMF's annual Article 4 review, which is standard for all IMF members.           

RECENT DEVELOPMENTS                                                             

MILITARY INCIDENT IN MANILA                                                 

    On Sunday, July 27, 2003, approximately 300 members of the Armed Forces of
the Philippines ("AFP") occupied a luxury apartment complex in Manila's main    
financial district and threatened to detonate explosives                        

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they had planted in the area. The soldiers, who accused the military of         
corruption and collusion with rebel forces, demanded the resignations of        
President Arroyo and Defense Secretary Angelo Reyes. The 20-hour standoff ended 
peacefully when Government negotiators persuaded the soldiers to return to      
barracks. The next Monday, the Philippine financial markets continued normal    
operations. However, in the week following the incident, the Philippine Stock   
Exchange composite index declined by 3.8% to close at 1235.30 on August 1, 2003.
Also, on August 29, 2003, Mr. Reyes resigned, and President Arroyo has          
temporarily assumed the duties of Defense Secretary. Eduardo Ermita was         
appointed Defense Secretary on September 23, 2003. As of September 24, 2003, the
Philippine Stock Exchange composite index had recovered to close at 1318.57. It 
is unclear whether or not the incident will have a long-term effect on foreign  
investment or on the Philippine financial system as a whole.                    

SUSPENSION OF BANGKO SENTRAL GOVERNOR                                       

On August 14, 2003, the Philippine Court of Appeals issued an order   
suspending Bangko Sentral Governor Rafael Buenaventura and four other central   
bank officials for one year. The court, reversing an earlier finding of the     
Office of the Ombudsman (the office mandated under the Constitution of the      
Republic to investigate and prosecute all complaints of corruption against      
public officials and government employees), found Mr. Buenaventura              
"administratively liable of gross neglect of duty" for not performing an        
adequate investigation in connection with the closure of a commercial bank in   
2000. Mr. Buenaventura and the other suspended officials have filed motions for 
reconsideration with the Court of Appeals. The suspensions have not yet taken   
effect, and the Supreme Court has dismissed criminal charges against Mr.        
Buenaventura and other BSP officials in connection with the 2000 bank closure.  
The Government does not expect the suspensions to affect the operations of      
Bangko Sentral.                                                                 

STATE OF THE NATION ADDRESS                                                 

   President Arroyo delivered her latest State of the Nation address on July
28, 2003, one day after the aborted military uprising in Manila. President      
Arroyo urged Congress to approve pending economic reforms, such as the Transco  
franchise, legislation to allow farmland to be used as loan collateral, an      
excise tax on automobiles, and restructuring of the Bureau of Internal Revenue  
("BIR").                                                                        

FUNDS RELEASED FROM MARCOS ACCOUNTS                                         

  The Supreme Court ruled, on July 15, 2003, that the Government may claim
approximately $683 million from frozen Swiss bank accounts of former President  
Ferdinand Marcos and his family. In its decision, the Supreme Court found that  
Marcos had illegally acquired the money from the Republic during his 20 years as
President. Following the verdict, Swiss authorities have approved the transfer  
of all but $10 million of the funds to the Government. The Marcos family has    
filed a motion for reconsideration of the Supreme Court decision, which may     
delay actual release of the funds. Also, on September 2, 2003, a US federal     
court in Hawaii reaffirmed an injunction against transfer of the Marcos funds   
because of an unpaid 1995 judgment for $1.2 billion in favor of human rights    
victims of the Marcos administration. President Arroyo has announced that the   
Government will contest the US court injunction. The Arroyo administration has  
proposed to use the funds to compensate human rights victims of the Marcos      
administration, fund agrarian land reform, reduce the fiscal deficit and reduce 
the Republic's debt.                                                            

RENEWED CLOSE TIES BETWEEN THE REPUBLIC AND THE UNITED STATES.  In May
2003, President Arroyo visited the United States and received pledges of aid to 
finance anti-terrorism measures and economic development in Mindanao. During the
visit, US President George W. Bush, in recognition of the Republic's support of 
the US-led war on terrorism, designated the Republic a "major non-NATO ally,"   
which would allow the Republic increased access to US military research and     
supplies. Commitments made by the Bush administration during President Arroyo's 
visit include:                                                                  

- $30 million in counter-terrorism equipment and training;            

- $30 million in development assistance for Mindanao;                 

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     - $25 million to train and equip an anti-terrorism combat engineering unit;

  - US military support for Philippine military operations against the Abu
Sayyaf guerrilla group;                                           

    - initiatives to help reduce transaction fees on remittances from overseas
Filipinos; and                                                    

- trade preferences on certain Philippine agricultural products.      

   INTERNAL CONFLICT WITH REBEL GROUPS.  Over the past three decades, groups
of communist rebels and disaffected Muslims in the Republic have periodically   
fought with Government forces. Armed conflict has continued between the         
Government and various rebel groups, mainly communist rebels and Muslim         
separatists.                                                                    

    Since March 2003, a series of bombings and raids in the southern region of
Mindanao have killed almost 100 civilians. In response the AFP launched         
sustained military offensives against the Moro Islamic Liberation Front ("MILF")
and the Abu Sayyaf guerrilla group, both of which the Government holds          
responsible for the recent attacks. Leaders of the MILF, the largest Muslim     
separatist group in the Philippines, condemned the recent attacks and denied    
that they target civilians.                                                     

    As part of the Government's response to recent terrorist attacks, a number
of anti-terrorism bills have been proposed in Congress. President Arroyo has    
urged the Congress to pass these bills quickly to give the military and the     
police increased power in fighting terrorism. The draft bills include, among    
other items, measures that would improve the state's ability to intercept       
communications, conduct surveillance, freeze bank accounts, make warrantless    
arrests and extend detentions.                                                  

   As part of the recent heightened cooperation between the Republic and the
United States in the campaign against terrorism, the United States has sent     
troops and military advisers to help the AFP defeat the Abu Sayyaf. In July     
2002, the United States and the Republic entered into a sustained military      
cooperation agreement. Pursuant to the agreement, more than 1,000 US troops have
arrived in the Philippines since October 2002 to participate in joint military  
exercises and to train the AFP in counter-terrorism strategy and tactics.       
According to the AFP, 5,000 Government soldiers are currently in pursuit of the 
Abu Sayyaf, and heavy fighting between the AFP and the Abu Sayyaf has continued 
in Mindanao. According to military officials, fewer than 500 Abu Sayyaf         
guerrillas remain in Mindanao.                                                  

    Philippine and US defense officials are currently negotiating the terms of
reference to govern the deployment of additional US troops in Sulu, Mindanao, in
an operation known as "Balikatan 03-1." The Government has indicated that US    
involvement in Sulu will be limited to joint training exercises under the       
supervision of the Philippine military; however, some Philippine legislators and
local Mindanao officials have expressed concern about the possibility of US     
participation in direct combat against Abu Sayyaf guerrillas.                   

In early 2003, fierce fighting resumed between the MILF and the AFP.  
Clashes, concentrated near a MILF stronghold in southern Mindanao known as the  
Buliok complex, forced an estimated 40,000 to 80,000 civilians to evacuate their
homes. The Philippine National Police believe that the MILF has ties to the     
Indonesian group Jemaah Islamiah, which is widely believed to be responsible for
the terrorist bomb attack in Bali, Indonesia in October 2002 and the hotel      
bombing in Jakarta, Indonesia in August 2003 (see -- "Terrorist Attacks in the  
United States and Related Events") and also to be linked to the al-Qaeda        
terrorist organization. MILF leaders have denied that the group is responsible  
for the recent terrorist bombings in the Philippines and have denied any link to
Jemaah Islamiah or al-Qaeda.                                                    

 Formal peace negotiations between the Government and the MILF have been
suspended since 2001. However, on July 17, 2003, the Government and the MILF    
declared an indefinite bilateral cease-fire. To facilitate the peace process,   
the Government also suspended arrest warrants on several MILF leaders suspected 
of involvement in recent terrorist attacks in Mindanao. Peace talks between the 
Government and the MILF, mediated by the Malaysian government, are scheduled to 
resume in October 2003 in Kuala Lumpur, Malaysia. The United States has pledged 
diplomatic and financial support for the peace negotiations.                    

In 2002, the United States and the European Union placed the Communist
Party of the Philippines (the "CPP") and the CPP's armed affiliate, the New     
People's Army (the "NPA"), on their lists of "foreign                           

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terrorist organizations." As a result, the United States and European           
governments have frozen financial accounts linked to these groups and restricted
travel of CPP and NPA members in the United States and the European Union. In   
response to several recent bombings and kidnappings attributed to the CPP, the  
AFP has initiated a military offensive to end the insurgency. However, the      
Government continues to be open to peace negotiations with the National         
Democratic Front ("NDF"), a political organization closely aligned with the CPP 
and NPA. Since September 2002, formal peace talks between the Arroyo            
administration and the NDF have been suspended by order of the President. The   
NDF has announced that it will not participate in peace talks until the United  
States and the European Union remove the CPP and the NPA from their lists of    
"foreign terrorist organizations." Despite this development, the Government has 
begun informal exploratory talks with CPP and NDF leaders in Amsterdam, with the
aim of reviving the peace process. The resumption of formal peace negotiations  
has been deferred, however, amid resumed fighting between the AFP and the NPA,  
as well as allegations that the NDF and CPP are using the illegal drug trade to 
finance their operations.                                                       

UNCERTAINTY IN IRAQ AND NORTH KOREA.  In April 2003, an international 
coalition led by the United States defeated the regime of former Iraqi President
Saddam Hussein. The victory of the coalition forces in Iraq, followed by the    
passage of a United Nations resolution to lift economic sanctions on Iraq, has  
eased much of the previous uncertainty over the stability of international      
markets and the supply of oil from the Middle East. However, coalition military 
forces continue to occupy Iraq and attacks have continued against coalition     
forces. The US and coalition governments have not officially stated when they   
expect to restore political and economic stability to Iraq.                     

North Korea's recent announcement that it would reactivate its nuclear
weapons program has drawn harsh criticism and further economic sanctions from   
the United States. It is unclear how any potential military action by or against
North Korea or embargoes or sanctions against North Korea will affect the       
international financial markets or the Philippine economy.                      

   SEVERE ACUTE RESPIRATORY SYNDROME.  In early 2003, the outbreak of Severe
Acute Respiratory Syndrome ("SARS") seriously disrupted several Asian economies 
and impeded global travel and trade. Since February 2003, the disease has spread
from China to more than 25 countries around the world; at least 8,400 people    
have been infected and more than 900 of them have died. Hong Kong, China,       
Taiwan, and Singapore have been especially hard hit by the disease.             

    On May 21, 2003, the World Health Organization ("WHO") lifted its advisory
against travel to the Philippines. The WHO noted that there had been no new     
locally transmitted SARS cases in the Philippines in 20 days, twice the maximum 
incubation period of the disease. In total, there have been 14 cases of SARS    
reported in the Philippines, two of them fatal.                                 

 The effect of SARS on the Republic's economic growth was minimal in the
first quarter of 2003; however, SARS adversely affected the Republic's GDP and  
GNP growth in the second quarter of 2003 because of decreased tourism,          
transportation, and food manufactures caused by fears of the spread of the SARS 
virus. In April 2003, President Arroyo announced the creation of a P1.5 billion 
contingency fund to stem a potentially more serious outbreak of SARS in the     
Philippines. President Arroyo also formed a crisis management team including    
labor, health, immigration, and military officials. The contingency fund and the
crisis management team remain in place. Although SARS appears to have subsided, 
it is impossible to predict the long-term effect of SARS on Philippine public   
health or on the Philippine economy.                                            

    CHANGES IN THE ARROYO ADMINISTRATION.  The Secretary for Justice, Hernando
Perez, resigned on January 2, 2003, amid allegations that he had extorted money 
from a Manila congressman. On December 19, 2002, the Presidential Anti-Graft    
Commission had charged Mr. Perez with obstruction of justice for prohibiting the
Bureau of Immigration from divulging the travel records of high-ranking         
government officials, including himself. On January 16, 2003, Simeon Datumanong,
former Secretary for Public Works and Highways, officially replaced Mr. Perez as
Secretary for Justice.                                                          

     Although the effect of these recent developments is unclear, the Government
does not believe that the changes in leadership positions will materially affect
the stability or effectiveness of the Arroyo administration.                    

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  TERRORIST ATTACKS IN THE UNITED STATES AND RELATED EVENTS.  The evolving
response of the United States and other nations to the terrorist attacks of     
September 11, 2001 in New York City and Washington, D.C. has resulted in        
continuing political and economic uncertainty and in increased volatility in the
world's financial markets. The US-led military action in Afghanistan, which     
began in October 2001, defeated the Taliban government and weakened the al-Qaeda
forces blamed for the September 11 attacks. However, the US government has      
indicated that al-Qaeda continues to operate in countries around the world and  
continues to threaten and plan additional terrorist attacks.                    

In May 2003, bombings in Casablanca, Morocco and Riyadh, Saudi Arabia 
killed dozens of civilians and renewed concern over international terrorism by  
al-Qaeda and affiliated groups. On August 5, 2003, a terrorist bombing of a     
hotel in Jakarta, Indonesia, killed 12 people and injured 150 others. Also, in  
October 2002, a terrorist bombing in Bali, Indonesia killed at least 190 people,
including many foreign tourists. It is not known whether those responsible for  
the Bali and Jakarta attacks were connected to al-Qaeda or to previous attacks  
in the Philippines. In response to the recent attacks, the United States and the
United Kingdom have issued advisories against travel to Mindanao, where rebel   
groups are most active. It is unclear how the Philippine economy or the         
international financial markets will be affected in the future by               
terrorism-related events either inside or outside the Philippines.              

POSSIBLE CONSTITUTIONAL CHANGE.  In July 2003, the Senate committee on
constitutional amendments and revision of laws passed a resolution calling for a
constitutional convention after 2004 that could result in various changes to the
Philippine Constitution of 1987, including converting the Government to a       
parliamentary system and changing to a unicameral legislature. However, a       
majority in the House of Representatives prefers to convene a constituent       
assembly as the means of effecting constitutional change. In March 2003, the    
House of Representatives passed a resolution proposing such an assembly.        
However, the Government does not expect constitutional change to take place in  
the near term, given the different processes favored by the two legislative     
bodies.                                                                         

  CRIMINAL CHARGES AGAINST ESTRADA.  Criminal charges for perjury, illegal
use of an alias, and plunder filed against former President Joseph Estrada in   
2001 by the Ombudsman continue to be tried in the Sandiganbayan, a special court
with jurisdiction over criminal and civil cases involving graft and corruption. 

    On May 19, 2003, Mr. Estrada filed a motion to dismiss the charges against
him, arguing that he is still the legitimate president of the Philippines and   
immune from prosecution, despite a ruling by the Philippine Supreme Court that  
Mr. Estrada had effectively resigned from the presidency. On July 29, 2003, the 
Sandiganbayan rejected with finality Mr. Estrada's motion to dismiss the charge 
of plunder and related charges against him. The defense is expected to begin    
presenting its evidence in September 2003.                                      

PHILIPPINE ECONOMY                                                              

OVERVIEW.  Like many developing countries after World War II, the     
Philippines protected local industry from foreign competition through measures  
such as import tariffs and quotas, hoping to replace imported finished goods    
with domestically produced goods over time. Successive Governments also         
intervened in the country's economic affairs by imposing quantitative trade     
barriers, price controls and subsidies. Initially, the economy grew rapidly,    
with real GNP growing at an average rate of 5.8% per annum from 1970 to 1980,   
largely due to increased exports and Government investments. Infrastructure     
spending increased, and state ownership of commercial enterprises became        
prevalent. By the early 1980s, however, the country faced ballooning budget     
deficits, growing levels of foreign and domestic borrowing, rising inflation,   
climbing interest rates, a depreciating peso, declining investment capital, and 
slowing economic growth or, at times, a contraction in GDP. The country's       
unstable political situation during that period, highlighted by the             
assassination of opposition leader Benigno Aquino in 1983, exacerbated its      
economic problems.                                                              

     The general optimism brought about by the peaceful removal of the unpopular
Marcos administration in 1986 helped economic recovery. Real GNP grew by 3.6% in
1986, increasing to 7.2% in 1988 before decelerating to 0.5% in 1991. The       
deceleration was caused principally by underlying macroeconomic imbalances,     
compounded by supply bottlenecks, natural disasters, political instability, the 
global recession and the Persian Gulf crisis.                                   
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The Government of President Corazon Aquino, who came to power in 1986,
embarked on a stabilization program aimed at preventing an upsurge in inflation,
controlling the fiscal deficit and improving the external current account       
position. The economy responded favorably to these measures, posting increases  
in real GNP, investments, private consumption and imports in 1992. The Aquino   
administration also recognized that the country's economic difficulties in large
part resulted from its protectionist policies. The Aquino administration,       
therefore, initiated reforms to open the economy to market forces and reduce the
size and role of the Government in the Philippine economy. The Government of    
President Fidel Ramos, who assumed office in 1992, accelerated the reform       
efforts initiated by the Aquino administration.                                 

  Following a review of a number of the policies and programs initiated by
previous administrations, the Estrada administration continued many of the      
financial policies and market-oriented reforms of the Aquino and Ramos          
administrations.                                                                

   After the onset of the Asian economic crisis in mid-1997, the Philippines
experienced economic turmoil characterized by currency depreciation, a decline  
in the performance of the banking sector, interest rate volatility, a           
significant decline in share prices on the local stock market and a reduction of
foreign currency reserves. These factors led to a slowdown in the Philippine    
economy in 1997 and 1998 with real GDP contracting by 0.6% in 1998. The         
Philippines' economic performance in 1998 was also adversely affected by the    
decline in agricultural production caused mainly by the effects of the drought  
related to the El Nino phenomenon and later the typhoons related to the La Nina 
phenomenon. In response, the Government adopted a number of policies to address 
the effects of the Asian economic crisis by strengthening the country's economic
fundamentals. In 1999 and 2000, a number of the Philippines' economic indicators
showed more favorable results. In 1999, real GNP growth improved to 3.7% while  
real GDP expanded by 3.4%. The trend continued in 2000 with real GNP growing by 
4.8% and GDP growing by 4.4%. In 2001, the real GNP grew by 3.4% and the real   
GDP grew by 3.2%. The slower pace of economic growth in 2001 was primarily due  
to the manufacturing sector suffering from weak demand, although the weakness   
was partially set off by strong agricultural output, a strong services sector   
and rapid growth in the telecommunications industry.                            

     The Arroyo administration is working to implement a medium-term development
plan for 2001 to 2004 to fight poverty and unemployment through more effective  
governance and improvements in public finances. See "-- Recent Arroyo           
Administration Economic Policy".                                                

  RECENT ECONOMIC DEVELOPMENTS.  Economic growth was sustained in 2002 and
the first half of 2003, although growth momentum slowed due to a series of      
adverse developments including:                                                 

   - the rapid increase in the Government's budget deficit, which was P212.0
billion for the full year 2002 (higher than the original full-year
       forecast for 2002 of P130 billion, although lower than the fourth quarter
     revised deficit target of P223 billion), caused by higher than expected
    expenditures and lower than expected revenue collections from the BIR;

 - the ongoing conflict with rebel groups in Mindanao, the conflict with
  communist rebels, the bombings and bomb threats in the Republic, the
       terrorist bombing in Bali, Indonesia, uncertainty over effects of the war
 in Iraq and the response to terrorism by the Government, the United
States and other countries; and                                   

 - Fitch Ratings' downgrade of the Republic's long-term foreign currency
   rating from BB+ to BB and their downgrade of the Republic's long-term
local currency rating from BBB- to BB+; Standard & Poor's Rating  
     Service's downgrade of the Republic's long-term foreign currency rating
  from BB+ to BB, and their downgrade of the Republic's local currency
      rating from BBB+ to BBB; and Moody's Investors Service's revised outlook
       on the Republic's long-term foreign currency sovereign credit rating from
stable to negative.                                               

   Despite these challenges and the generally weak global conditions, in the
first half of 2003, yearly GNP growth was 4.8%, compared to 3.3% for the first  
half of 2002, and yearly GDP growth was 3.9%, compared to 4.0% for the first    
quarter of 2002. The sustained growth rates are, in part, a result of lower     
interest and inflation rates, and in the Government's view reflect the success  
of the administration's macroeconomic strategy.                                 

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   RECENT ECONOMIC INDICATORS.  The following table sets out the performance
of certain of the Republic's principal economic indicators for the specified    
periods. Growth in GDP, GNP, inflation, exports, imports and domestic credit is 
indicated on an annualized basis.                                               

                                                                [Download Table]

                                                             2001   2002   2003     
                                                             ----   ----   ----     
                                                                                    
GDP growth (%)..............................................  3.0(1)  4.4(1)  3.9(2)
GNP growth (%)..............................................  3.5(1)  4.5(1)  4.8(2)
Inflation rate (%)..........................................  6.1(3)  3.1(3)  3.0(4)
Unemployment rate (%)....................................... 11.1(5) 11.4(5) 12.7(6)
91-day T-bill rate (%)...................................... 9.86(3) 5.43(3) 6.37(7)
External position                                                                   
  Balance of payments ($ million)........................... (192)   660   (616)(8) 
  Trade-in-goods balance/GNP (%)............................ (0.6)   0.5   (3.7)(8) 
     Export growth (%)...................................... 17.3   10.1    2.1(8)  
     Import growth (%)...................................... (4.5)   6.2   10.9(8)  
  External debt ($ billion)(9).............................. 52.4   53.9   55.8(10) 
  International reserves                                                            
     Gross ($ billion)...................................... 15.7   16.2   16.2(11) 
     Net ($ billion)........................................ 11.4   12.8   12.6(11) 
     Months of retained imports(12).........................  5.0    4.7    4.5(11) 
Domestic credit growth (%)..................................  0.9    4.8    5.6(13) 

---------------                                                                 

(1) GDP and GNP growth figures for 2001 and 2002 have recently been revised.  
     See "GDP and Major Financial Indicators -- Periodic Revisions to Philippine
National Accounts".                                                   

(2) First half of 2003.                                                       

(3) Full year average.                                                        

(4) Year on year as of August 2003.                                           

 (5) Average of the January, April, July and October applicable statistics based
on the January, April, July and October labor force surveys for the   
relevant year.                                                        

(6) As of July 31, 2003.                                                      

(7) Average over the first five months of 2003.                               

(8) First six months of 2003.                                                 

 (9) Debt approved by and registered with Bangko Sentral, which includes banking
system debt and public sector debt, whether or not guaranteed by the  
Government, and private sector debt.                                  

(10) As of March 31, 2003.                                                      

(11) As of August 31, 2003.                                                     

(12) Number of months of average imports of merchandise goods and payments of   
services and income that can be financed by gross reserves.           

(13) Growth from July 2002 to July 2003.                                        

  RECENT ARROYO ADMINISTRATION ECONOMIC POLICY.  After announcing that she
would not run for election, in January 2003, President Arroyo announced that her
administration would focus on the provisions of the Medium-Term Philippine      
Development Plan, originally set out in the National Socio-Economic Summit of   
2001. See "-- National Socio-Economic Summit of 2001." In particular, President 
Arroyo urged Congress to quickly approve the remaining financial and fiscal     
reforms recommended in the National Socio-Economic Summit of 2001, as well as   
the absentee voting bill, which would allow overseas Filipinos to vote in       
national elections, and the dual citizenship bill, which would grant dual       
citizenship to Filipinos abroad to encourage them to invest in the Philippines. 

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 In addition, in December 2002, President Arroyo announced the following
measures to enhance productivity:                                               

   - increasing government credit for small- and medium-scale enterprises to
P10 billion in 2003;                                              

- forming a new anti-smuggling task force; and                        

- improving the oversight system for government procurements.         

  NATIONAL SOCIO-ECONOMIC SUMMIT OF 2001.  On December 10, 2001, President
Arroyo convened the National Socio-Economic Summit of 2001, which included more 
than 1,000 leaders of Government, business, labor organizations and civil       
society. President Arroyo called the summit in recognition of new uncertainties 
arising from the September 11 terrorist attacks on the United States. The       
Government recognized the immediate need to safeguard jobs and social services, 
enhance competitiveness and productivity of the economy and strengthen investor 
confidence by improving peace, order and governance, and remove inefficiencies  
in agriculture, industry and services. In a speech before Congress on January   
14, 2003, President Arroyo called for Congress to speed up passage of a number  
of these measures.                                                              

     The policy initiatives of the summit are summarized in the following table.

PEACE, ORDER AND SECURITY        - Integrate and coordinate intelligence        
                                 activities and resources of law enforcement
                                   and security agencies; more quickly identify,
                             locate and neutralize kidnap for ransom
                          groups, drug syndicates, terrorists,
                                   smugglers, and coup plotters; and improve the
                            reward system for information on these
 groups; and

                              - Mobilize the peace and order councils more
                              actively and organize self-defense units
                                under the supervision of the Department of
                           Interior and Local Government and the
                 Philippine National Police.

FINANCIAL AND FISCAL REFORMS     - Increase tax collection through industry     
                                  benchmarking, review of large contract items
                                   in the budget, monitoring of local government
                              unit remittances, improved collection of
                                  value-added tax and the 2% minimum corporate
                                  income tax and indexation of the excise tax;

                             - Combat smuggling by strictly implementing
                           seizure orders, stopping issuances by
                                   Government agencies of documents legitimizing
                            smuggling and other measures to combat
smuggling;

                            - Facilitate the recovery of the financial
                                 sector and enhance access to credit through
                          the Special Purpose Vehicle Act, the
                                  Securitization Act, new legislation removing
                                  documentary stamp taxes on secondary trading
                            transactions, amendments to the Bangko
                              Sentral and Philippine Deposit Insurance
                                  Corporation charters, the Corporate Recovery
                                 Act and the Personal Equity Retirement Act;
and       

                             - Enhance private sector access to official
                development assistance for
                                  Build-Operate-Transfer projects, railway and
                                 other infrastructure projects and education
   institutions.

AGRICULTURE                      - Use hybrid and certified seeds in rice and   
                              corn production and facilitate marketing
                                  contracts between agricultural producers and
            business corporations;

                               - Ensure adequate financing of the Government
                          fund set up to increase agricultural
      competitiveness;

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                                 - Reform lending procedures at the Land Bank of
                               the Philippines to increase the number of
             agricultural loans; and

                             - Maintain budgeted funding for programs on
                                 agriculture, fisheries, indigenous peoples,
                             agrarian reform, community-based forest
                             management and watershed protection and
 management.

TRADE AND INDUSTRY               - Rationalize the country's investment         
                               incentives scheme to match those of other
                               Asian nations and ensure that appropriate
                               incentives will be granted to information
          technology services;

                           - Support small and medium enterprises by
                         streamlining business documentation
                               requirements, strengthening the guarantee
                               fund system and developing on-line credit
  application;

                    - Promote micro-finance banks; and

                           - Modernize the cargo transport system by
                                reviewing existing legislation and passing
                                  new legislation on air cargo liberalization.

TOURISM-RELATED INDUSTRIES       - Rechannel 40% of travel tax collections to   
                            tourism-related projects and programs;

                             - Liberalize visa requirements and fees for
       Chinese tourists;

                                - Allow for an automatic increase in frequency
                                 of flights once a carrier's current flights
                    achieve a 70% load factor; and

                               - Promote domestic and international tourism.

TELECOMMUNICATIONS AND                                                          
INFORMATION                                                                     
TECHNOLOGY                       - Expand broadband services and other          
                                 telecommunications facilities in industrial
                               parks and regional centers to develop and
                          encourage e-commerce and e-business;

                                 - Implement an e-development program for small,
                       micro and medium enterprises; and

                                 - Modify the implementing rules and regulations
                                  of the Build-Operate-Transfer Law to address
                          specific requirements of information
          technology projects.

LABOR AND EMPLOYMENT             - Provide employment facilitation services such
                             as job matching and referrals, guidance
                   counseling and livelihood and
                   entrepreneurship development;

                                 - Implement a job corps program by January 2002
                     to promote, among other things,
                                 entrepreneurship among workers and generate
                        local jobs and facilitate overseas
     employment; and

                           - Conduct skills training, retraining and
                         upgrading to equip workers with new
        technology skills.

INFRASTRUCTURE                   - Identify solid waste disposal projects in    
                    Metro Manila and other cities;

                                 - Reduce traffic congestion in Metro Manila and
       other cities; and

                           - Generate employment through labor-based
                                construction methods, especially for small
                    rural infrastructure projects.

HOUSING                          - Streamline the issuance of housing permits   
                                and clearances and monitor compliance with
             the reformed processes;

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                                - Promote rent-to-own and similar schemes; and

                               - Index "sin" taxes and earmark P5 billion of
                              the Government's share of those taxes to
                             subsidize a targeted socialized housing
program.  

HEALTH AND OTHER SOCIAL                                                         
SERVICES                         - Expand the National Health Insurance Program 
                                and accelerate the rollout of the indigent
     health program;

                                 - Reduce by one half the prices as of July 2002
                              of medicine commonly used by the poor by
                       increasing the number and type of
              distribution points; and

                             - Pass legislation on domestic violence and
                anti-trafficking of women.

     A monitoring body composed of presidential advisers and assistants provides
quarterly status reports on the above action items to the Legislative-Executive 
Development Advisory Council.                                                   

PRIVATIZATION.  The Government has privatized a number of Government  
corporations. The country's privatization program has broadened the ownership   
base of Government assets and developed the domestic capital markets.           

    Before 2001, the Committee on Privatization, an executive office under the
office of the President chaired by the Secretary of Finance, oversaw the        
Government's privatization program. The Committee was responsible for           
formulating privatization policies and guidelines, identifying disposable       
assets, monitoring progress and approving the price for and the buyers of the   
assets. The marketing of assets was handled by disposition entities, including  
the Asset Privatization Trust, the Presidential Commission on Good Government   
and the National Development Company. The division of responsibilities between  
the Committee on Privatization and the disposition entities served as a check   
and balance mechanism and enhanced transparency.                                

 The terms of the Committee on Privatization and the Asset Privatization
Trust expired on December 31, 2000. Since January 1, 2001, the Privatization    
Council has been responsible for the privatization of the remaining Government  
corporations scheduled to be privatized. The Privatization Council, a           
policy-making body, is chaired by the Secretary of Finance and includes         
representatives from the Department of Tourism, the Department of Trade and     
Industry, the Department of Budget and Management, the Department of Justice,   
the National Economic and Development Authority, the National Treasury and the  
Presidential Commission on Good Government. Along with the Privatization        
Council, there are two new disposition entities, the Land Bank of the           
Philippines, which is responsible for the disposition of the financial assets   
previously held by the Asset Privatization Trust, and the Privatization and     
Management Office, which is responsible for the disposition of physical assets. 
All disposition entities must submit their privatization plans to the           
Privatization Council for its review and approval and file a report containing  
the results of each privatization transaction.                                  

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     The following table summarizes the Government's principal privatizations to
date:                                                                           

                                                        [Enlarge/Download Table]

                                                                        GOVERNMENT       GROSS    
                                                                        OWNERSHIP    PRIVATIZATION
                                                       YEAR OF SALE     AFTER SALE    PROCEEDS(1) 
                                                     -----------------  ----------   -------------
                                                                              (IN BILLIONS)       
                                                                                                  
International Corporate Bank........................        1987; 1993      0.0%         P 2.2    
Union Bank of the Philippines.......................  1988; 1991; 1992     13.0            1.3    
Philippine National Bank............................ 1989; 1992; 1995;                            
                                                            1996; 2000     16.0(2)         6.5    
Philippine Plaza Holdings...........................              1991      0.0            1.5    
Manila Electric Company.............................  1991; 1994; 1997     30.0(3)        16.3    
Philippine Airlines.................................              1992      1.0(2)        10.7    
Petron Corporation..................................        1993; 1994     40.0           25.0    
National Steel Corporation..........................        1994; 1997     12.5           17.1    
Paper Industries Corporation of the Philippines.....              1994      8.0            2.4    
Philippine Shipyard and Engineering Corporation.....              1994      9.0            2.1    
Fort Bonifacio Development Corporation..............              1995     45.0           39.2    
Metropolitan Waterworks and Sewerage System.........              1997       --(4)          --(4) 
Philippine Associated Smelting and Refining Corp....              1999      4.3            3.3    
Philippine Phosphate Fertilizer Corporation.........              2000      0.0            3.1    

---------------                                                                 

Source: Privatization Council.                                                  

(1) Net remittances to the Government upon the privatization of its assets are, 
    in certain circumstances, less than the gross proceeds from the sale of such
assets, based on agreements between the Government and the privatized   
entities.                                                               

(2) Government's ownership was diluted in 2001 by a pre-emptive rights offering.

(3) Government ownership includes ownership by agencies and Government financial
institutions.                                                           

(4) The privatization of Metropolitan Waterworks and Sewerage System involved   
awarding two 25-year concessions to rehabilitate, expand and operate the
  system. Over the term of the concessions, the concessionaires are required
to make improvements in water services, sewerage services, and          
  interconnection facilities, and to pay concession fees to the Metropolitan
Waterworks and Sewerage System. The estimated cost of the required      
improvements is $7.0 billion, which is expected to be incurred over the 
25-year concession period.                                              

   As of May 31, 2002, 26 Government corporations, 144 assets handled by the
Privatization and Management Office and certain personal property assets held by
the Presidential Commission on Good Government were scheduled for privatization.
With the initial privatization phase approximately 80% complete, during 2003 the
Government plans to focus on selling its remaining shares in Manila Electric    
Company ("Meralco"), fully privatizing the Philippine National Bank, privatizing
the Philippine National Construction Corporation, disposing of certain assets   
held by the Presidential Commission on Good Government and selling the          
International School of Manila property. The current economic slowdown, however,
may, in the near term, affect investors' propensity to invest, or the prices    
that they are willing to pay for the Government's assets, which would thereby   
reduce the proceeds received from any privatized assets. In the medium term, the
Government plans to privatize the National Power Corporation, PNOC Energy       
Development Corporation, the International Broadcasting Corporation, Food       
Terminal Inc. and the Philippine Postal Corp. In the long term, the Government  
intends to establish public-private partnerships to provide social services,    
especially in the health, education and pension sectors, and also intends to    
prioritize selected Government corporations. The Government has also encouraged 
"build-operate-transfer" arrangements and other initiatives to enable the       
private sector to meet more of the infrastructure needs, especially in the      
power, water, transportation and telecommunications sectors.                    

    In 2002, remittances to the National Treasury from privatizations amounted
to P1.5 billion, significantly lower than the original privatization proceeds   
target for 2002 of P5 billion, because of significant delays in the             
privatization of National Power Corporation and the reduction of value of       
Meralco.                                                                        

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Restructuring of the Electric Power Industry and the Privatization of 
National Power Corporation.  On June 8, 2001, the Electric Power Industry Reform
Act of 2001 (the "EPIRA" or the "Act") was signed into law by President Gloria  
Macapagal-Arroyo. The Act became effective on June 26, 2001. The EPIRA provides 
a legal framework for the restructuring of the electric power industry and for  
the privatization of NPC. On February 27, 2002, pursuant to the EPIRA, the Joint
Congressional Power Commission (the "JCPC") approved the implementing rules and 
regulations (the "IRRs") which now govern the restructuring of the electric     
power industry and the privatization of NPC. The privatization of NPC will occur
following (i) the restructuring of the electric power industry's various        
sectors, (ii) the creation of a new regulatory framework for the electric power 
industry, (iii) the establishment of certain transition mechanisms to minimize  
economic dislocation, and (iv) the establishment of various open market devices 
to promote free and fair competition.                                           

     The EPIRA mandates that the power industry be restructured to comprise four
sectors -- generation, transmission, distribution and supply. Under the EPIRA,  
the Energy Regulatory Commission ("ERC") is the primary governmental agency     
responsible for overseeing the power industry, and the Department of Energy     
("DOE") and JCPC perform supervisory roles. To allow the industry to adjust to a
market-oriented setting, and to help mitigate adverse economic consequences of  
the restructuring, the EPIRA contains transition mechanisms dealing with, among 
other issues, supply contracts, independent power producer ("IPP") contracts,   
and "stranded costs" that NPC will not be able to dispose of in the             
privatization.                                                                  

To reorganize NPC's assets and liabilities, the EPIRA provides for the
creation of two disposition entities:                                           

     - the Power Sector Assets and Liabilities Management Corporation ("PSALM"),
   which will take ownership of all of NPC's existing generation assets,
       liabilities, real estate, and other disposable assets, as well as certain
IPP contracts; and                                                

     - the National Transmission Corporation ("Transco"), an entity wholly owned
by PSALM, which will assume NPC's electricity transmission assets.

 NPC's generation assets will be privatized by PSALM through an open and
transparent public bidding process. PSALM will also coordinate the privatization
of NPC's transmission assets through concession contracts, while NPC's          
sub-transmission assets will be operated and maintained by Transco until their  
sale to qualified distribution utilities. NPC will continue to operate the      
generation assets after they are transferred to PSALM, pursuant to an operations
and maintenance agreement, until they are sold. NPC is still negotiating the    
operations and maintenance agreement with PSALM.                                

Issues Relating to the Purchased Power Adjustment and the Universal   
Charge.  The Purchased Power Adjustment ("PPA"), an automatic cost adjustment   
mechanism, historically allowed NPC to pass on increased costs associated with  
its US dollar obligations under its contracts with IPPs. President Arroyo, by   
presidential directive, reduced the current average PPA charge from P1.25 per   
kWh to P0.40 per kWh, effective May 8, 2002. The ERC, through an order issued on
September 6, 2002, affirmed the presidential directive. Since late September    
2002, NPC has deferred recovery of the PPA charge, in connection with the       
unbundling of its transmission and generation rates. In addition, the PPA has   
been replaced by the Generation Rate Adjustment Mechanism ("GRAM"). In May 2003,
the ERC set revised generation rates under the GRAM which were, overall, lower  
than the rates NPC had requested. NPC expects that the current rates under the  
GRAM, if not subsequently revised by the ERC, will significantly impair NPC's   
future operating revenues.                                                      

Under the EPIRA, a "Universal Change" is to replace the existing rate 
adjustments. The Universal Change, which will not be limited to NPC's customers,
is intended to pay for NPC's remaining debt and contract obligations that will  
not be liquidated by proceeds from NPC's privatization. While the Arroyo        
administration has announced that the Universal Charge needs to be implemented  
as a matter of policy, various members of Congress and of the public continue to
oppose the imposition of any Universal Charge. If the Universal Charge is       
significantly lower than the expected P0.40 per kWh, or if it is eliminated,    
NPC's financial condition will continue to deteriorate and NPC will need to     
obtain additional financing to continue operations.                             

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Other Rate Reductions Affecting NPC's Revenues.  In addition to the   
reduction of the PPA from P1.25 per kWh to P0.40 per kWh mandated by the        
President in May 2002 and affirmed by the ERC in September 2002, the following  
reductions in NPC's basic electricity rates have been imposed:                  

    - The EPIRA.  The EPIRA mandated an overall rate decrease of P0.30 per kWh
in June 2001.                                                     

   - ERC Orders.  In June 2002, the ERC, in connection with NPC's unbundling
       rate petition, denied NPC's request to revise NPC's rates upward by P0.17
     per kWh, and instead ordered NPC to reduce NPC's rates by P0.07 per kWh
     before September 26, 2002. On September 6, 2002, the ERC ordered NPC to
    disregard its June 2002 ruling and to reduce generation rates by P1.10
   per kWh in Visayas, P0.27 in Luzon and P0.40 in Mindanao. NPC filed a
     motion for reconsideration and clarification of this order. The ERC has
    ordered that NPC implement the revised generation rate for the Visayas
    grid pending resolution of NPC's motion for reconsideration. NPC could
       face fines of up to P50 million if it does not comply with this order. In
late September 2002, NPC's transmission and generation rates were 
    unbundled. In connection with this unbundling, the ERC further lowered
   NPC's generation rates in September 2002. In April 2003, NPC filed an
      application with the ERC to recover fuel and purchased power costs under
 the GRAM. However, the generation rates the ERC set in May 2003, in
       response to NPC's application, are significantly lower than the rates NPC
      had requested, and NPC has filed for a motion for reconsideration of the
       revised rates with the ERC. In addition, if the rates approved by the ERC
      under the GRAM do not allow NPC to pass on the costs associated with the
 generation of electricity, NPC's future operating revenues could be
   adversely affected. On May 29, 2003, the ERC promulgated new rules on
       transmission rates. While NPC cannot predict its transmission rates under
the new rates, NPC expects the revised rates, which incorporate a 
performance-based rate setting methodology, will not be materially
different from NPC's current transmission rates.                  

For the year ended December 31, 2002, NPC received approximately P3.9 
billion from the Government to finance its debt service requirements. NPC has   
not yet repaid this amount to the Government. In addition, NPC anticipates that 
it will need between $1.2 and $1.6 billion in financing to cover its total      
cashflow deficit for 2003. In 2003, NPC has so far received $1.2 billion in     
funds either guaranteed or lent directly by the Government. There is no         
assurance that NPC will be able to raise the funds needed to meet all of its    
obligations. To the extent that NPC cannot raise such funds, it will be         
necessary for the Republic to provide NPC with the sufficient capital to meet   
its obligations. The Republic will have to borrow such capital or use its       
international reserves for these purposes.                                      

GDP AND MAJOR FINANCIAL INDICATORS                                              

GROSS DOMESTIC PRODUCT.  Gross domestic product, or GDP, measures the 
market value of all final goods and services produced within a country during a 
given period and is indicative of whether the country's productive output rises 
or falls over time. By comparison, gross national product, or GNP, measures the 
market value of all final goods and services produced by a country's citizens   
during a given period, whether or not the production occurred within the        
country.                                                                        

     Economists show GDP and GNP in both current and constant market prices. GDP
and GNP at current market prices values a country's output using the actual     
prices of each year, whereas GDP and GNP at constant market prices (also        
referred to as "real" GDP and GNP) values output using the prices from a base   
year, thereby eliminating the distorting effects of inflation. Growth figures   
for GDP and GNP in this prospectus are year-on-year comparisons of real GDP and 
real GNP, respectively.                                                         

   RECENT RESULTS.  In the first half of 2003, GNP grew by 4.8% (compared to
growth of 3.3% in the first half of 2002), and GDP grew by 3.9% (compared to    
growth of 4.0% in the first half of 2002).                                      

In the first quarter of 2003, GNP grew by 5.1% and GDP grew by 4.5%,  
compared to GNP growth of 4.3% and GDP growth of 3.8% in the first quarter of   
2002. The service sector led the first quarter 2003 expansion, growing by 5.5%. 
Growth in the service sector was due mainly to significant growth in consumer   
banking, insurance, communications and information technology services. Trade   
growth arising from modest                                                      

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inflation also spurred growth in the services sector. The industry sector grew  
by 4.1%, with continued growth in the mining and quarrying and manufacturing    
subsectors, offset by a decline in construction due to cutbacks in government   
projects. The agriculture, fishery and forestry sector posted growth of 2.9%    
compared to 4.8% growth for the first quarter of 2002. The relative slowdown in 
agriculture, fishery and forestry was due mainly to declines in palay production
and fishing caused by the El Nino weather phenomenon.                           

     In the second quarter of 2003, GDP grew by 3.2% (compared to growth of 4.1%
in the second quarter of 2002) and GNP grew by 4.5% (compared to growth of 2.3% 
in the second quarter of 2002). All three sectors of the economy had lower      
growth in the second quarter of 2003 than in the second quarter of 2002. The    
service sector grew by 5.0%, the industry sector grew by 1.7% and the           
agriculture, fishery and forestry sector grew by 1.6% in the second quarter of  
2002. Growth in the service sector was mainly due to sustained growth in        
wireless communications, land transport, financial services and health services,
which offset a slowdown in the growth of air transport, tourism, trade and      
government services. In the industry sector, sustained growth in mining and     
quarrying was offset by further contraction in construction (mainly due to      
reductions in government spending) and a slowdown in growth in manufacturing    
(particularly manufactures of electrical machinery, transport equipment, and    
metal). In the agriculture, fishery and forestry sector, the El Nino weather    
phenomenon and two typhoons reduced growth from the previous year. In           
particular, sustained growth in sugarcane production and the fishery subsector  
offset significant declines in rice and corn production.                        

    In 2002, GNP grew 4.5% and GDP grew 4.4%, compared with GNP growth of 3.5%
and GDP growth of 3.0% for 2001. The increased growth rates are, in part, a     
result of lower interest and inflation rates, and, in the administration's view,
reflect the success of the administration's macroeconomic strategy implemented  
in 2001.                                                                        

All production sectors showed better than expected growth in 2002: the
service sector grew by 5.4%, the industry sector grew by 3.7% and the           
agriculture, fishery and forestry sector grew by 3.3%. All subsectors of the    
service sector showed growth in 2002, particularly the transportation,          
communications and storage sector, which grew 8.9% primarily because of         
increased computerized operations for Government services, and trade, which grew
5.8% primarily because of increased regional operations by the large domestic   
retailers. Growth in the private services (5.5%), finance (3.4%) and ownership  
of dwellings and real estate (1.7%) subsectors also contributed to the upbeat   
performance of the service sector (though finance and real estate have yet to   
regain their pre-1997 performance levels).                                      

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    The following tables present the GDP of the Philippines by major sector at
both current and constant market prices.                                        

GROSS DOMESTIC PRODUCT BY MAJOR SECTORS 
(AT CURRENT MARKET PRICES)

                                                        [Enlarge/Download Table]

                                                                             FIRST     PERCENTAGE   
                                                                              SIX        OF GDP     
                                                                             MONTHS   ------------- 
                         1998      1999    2000(1)    2001(1)    2002(1)      2003    1998    2002  
                       --------  --------  --------   --------   --------   --------  -----   ----- 
                                           (IN BILLIONS, EXCEPT AS INDICATED)                       
                                                                                                    
Agriculture, fishery                                                                                
  and forestry.......  P  451.6  P  510.5  P  528.9   P  548.7   P  592.1   P  279.9   16.9%   14.7%
                       --------  --------  --------   --------   --------   --------  -----   ----- 
Industry sector                                                                                     
  Mining and                                                                                        
    quarrying........      20.1      18.0      21.8       21.7       33.5       20.0    0.8     0.8 
  Manufacturing......     582.9     644.0     745.9      831.6      915.2      463.1   21.9    22.8 
  Construction.......     157.4     162.9     217.2      222.1      235.4      105.5    5.9     5.9 
  Electricity, gas                                                                                  
    and water........      78.0      86.1      97.5      116.3      124.1       71.5    2.9     3.1 
                       --------  --------  --------   --------   --------   --------  -----   ----- 
    Total............     838.4     911.1   1,082.4    1,191.7    1,308.2      660.1   31.5    32.5 
Service sector                                                                                      
  Transportation,                                                                                   
    communications                                                                                  
    and storage......     139.7     159.3     199.0      247.6      276.9      150.3    5.2     6.9 
  Trade..............     361.2     419.3     473.0      517.6      556.3      274.8   13.6    13.8 
  Finance............     130.3     141.6     149.1      160.1      170.5       91.9    4.9     4.2 
  Ownership of                                                                                      
    dwellings and                                                                                   
    real estate......     189.3     208.9     220.9      236.7      252.9      133.4    7.1     6.3 
  Private services...     280.6     335.4     381.6      433.7      484.9      256.7   10.5    12.1 
  Government                                                                                        
    services.........     274.1     290.8     319.8      337.7      380.9      189.4   10.3     9.5 
                       --------  --------  --------   --------   --------   --------  -----   ----- 
    Total............   1,375.0   1,555.3   1,743.4    1,933.2    2,122.3    1,096.6   51.6    52.8 
                       --------  --------  --------   --------   --------   --------  -----   ----- 
Total GDP............  P2,665.1  P2,976.9  P3,354.8   P3,673.7   P4,022.7    2,036.7  100.0%  100.0%
                       ========  ========  ========   ========   ========   ========  =====   ===== 
Total GNP............  P2,802.1  P3,136.2  P3,566.1   P3,918.7   P4,290.2   P2,186.8                
Total GDP (in                                                                                       
  billions of US                                                                                    
  dollars)(2)........  $   65.2  $   76.2  $   76.0   $   72.0   $   78.0   $   38.1                
GDP per capita (in US                                                                               
  dollars)(2)........  $  864.0  $  992.0  $  988.7   $  916.8   $  969.5   $  465.2                

---------------                                                                 

Source: National Statistical Coordination Board.                                

(1) The GDP figures for 2000, 2001 and 2002 have recently been revised. See     
"-- Periodic Revisions to Philippine National Accounts".                

(2) Calculated using the average exchange rate for the period indicated. See    
"-- Monetary System -- Foreign Exchange System."                        

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GROSS DOMESTIC PRODUCT BY MAJOR SECTORS 
(AT CONSTANT MARKET PRICES(1))

                                                        [Enlarge/Download Table]

                                                                                               PERCENTAGE   
                                                                                   FIRST SIX     OF GDP     
                                                                                    MONTHS    ------------- 
                              1998       1999     2000(2)    2001(2)    2002(2)      2003     1998    2002  
                            --------   --------   --------   --------   --------   ---------  -----   ----- 
                                                   (IN BILLIONS, EXCEPT AS INDICATED)                       
                                                                                                            
Agriculture, fishery and                                                                                    
  forestry................. P  173.2   P  184.5   P  190.6   P  199.6   P  206.2   P  101.0    19.5%   19.7%
                            --------   --------   --------   --------   --------   --------   -----   ----- 
Industry sector                                                                                             
  Mining and quarrying.....     10.6        9.7       10.7       10.1       15.3        8.9     1.2     1.5 
  Manufacturing............    221.2      224.7      237.3      244.1      252.6      123.4    24.9    24.1 
  Construction.............     51.8       51.0       51.7       61.2       59.2       25.1     5.8     5.7 
  Electricity, gas and                                                                                      
    water..................     30.3       31.3       32.6       32.8       34.2       17.5     3.4     3.3 
                            --------   --------   --------   --------   --------   --------   -----   ----- 
    Total..................    313.9      316.7      332.3      348.2      361.2      174.9    35.4    34.5 
Service sector                                                                                              
  Transportation,                                                                                           
    communications and                                                                                      
    storage................     58.6       61.7       68.2       74.2       80.8       42.4     6.6     7.7 
  Trade....................    138.6      145.4      152.9      161.5      170.8       82.7    15.6    16.3 
  Finance..................     45.4       46.3       46.7       47.3       48.9       25.8     5.1     4.7 
  Ownership of dwellings                                                                                    
    and real estate........     48.1       48.4       48.3       48.1       48.9       25.3     5.4     4.7 
  Private services.........     63.9       67.6       70.9       74.0       78.0       39.6     7.2     7.5 
  Government services......     46.2       47.7       48.5       48.9       51.2       26.1     5.2     4.9 
                            --------   --------   --------   --------   --------   --------   -----   ----- 
    Total..................    400.9      417.0      435.5      454.0      478.7      241.9    45.2    45.8 
                            --------   --------   --------   --------   --------   --------   -----   ----- 
Total GDP.................. P  888.0   P  918.2   P  958.4   P1,001.7   P1,046.1   P  517.8   100.0%  100.0%
                            ========   ========   ========   ========   ========   ========   =====   ===== 
Total GNP.................. P  934.5   P  969.3   P1,016.1   P1,073.1   P1,121.0   P  559.2                 
Yearly growth in GDP.......     (0.6)%      3.4%       4.4%       3.0%       4.4%       3.9%                
Yearly growth in GNP.......      0.4%       3.7%       4.8%       3.5%       4.5%       4.8%                

---------------                                                                 

Source: Economic and Social Statistics Office; National Statistical Coordination
Board.                                                                          

(1) Based on constant 1985 prices.                                              

(2) The GDP figures for 2000, 2001 and 2002 have recently been revised. See     
"-- Periodic Revisions to Philippine National Accounts".                

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    The following table shows the percentage distribution of the country's GDP
at constant 1985 prices.                                                        

DISTRIBUTION OF GROSS DOMESTIC PRODUCT BY EXPENDITURE 
(AT CONSTANT MARKET PRICES(1))

                                                        [Enlarge/Download Table]

                                                        1998    1999    2000    2001    2002  
                                                        -----   -----   -----   -----   ----- 
                                                                                              
Personal consumption...................................  79.7%   79.1%   78.5%   77.8%   77.5%
Government consumption.................................   7.9     8.2     8.3     7.5     7.4 
Capital formation                                                                             
  Fixed capital........................................  23.1    21.8    21.5    23.1    22.6 
  Changes in stocks....................................  (0.9)   (0.8)   (0.3)    1.3    (0.1)
                                                        -----   -----   -----   -----   ----- 
     Total capital formation...........................  22.2    21.0    21.2    24.4    22.5 
Exports of goods and services..........................  41.4    41.5    46.8    43.0    42.6 
Imports of goods and services.......................... (54.5)  (51.3)  (51.1)  (50.7)  (50.9)
Statistical discrepancy................................   3.4     1.5    (3.7)   (1.9)    0.9 
                                                        -----   -----   -----   -----   ----- 
Total.................................................. 100.0%  100.0%  100.0%  100.0%  100.0%
                                                        =====   =====   =====   =====   ===== 

---------------                                                                 

Source: Economic and Social Statistics Office; National Statistical Coordination
Board.                                                                          

(1) Based on constant 1985 prices.                                              

Periodic Revisions to Philippine National Accounts.  The National     
Statistical Coordination Board ("NSCB") releases quarterly data on the          
Republic's national accounts, which include GDP and GNP. Under NSCB policy, GDP 
and GNP data for a particular quarter are revised the following quarter, and    
thereafter in May of each year. Quarterly GDP and GNP estimates are considered  
"final" after three years. However, NSCB may still revise the "final" estimates 
whenever NSCB undertakes an overall revision of the national accounts. The most 
recent overall revision was completed in 1990, and the next overall revision is 
scheduled for 2004.                                                             

Revisions in the Republic's national accounts are normally due to the 
availability of new or more complete data, receipt of revised data from original
sources, and inclusion or exclusion of emerging or closed industries. During the
years 1997-2002, the averages of the revisions to the NSCB's quarterly growth   
rates for GDP and GNP have been -0.03% and -0.18%, respectively. The NSCB has   
traditionally followed the 1968 United Nations System of National Accounts      
("UNSNA"), and it is currently in the process of incorporating certain          
recommendations of the 1993 UNSNA.                                              

     In May 2003, the NSCB revised GDP and GNP figures for 2000, 2001, and 2002.
The May 2003 revisions reflected the ongoing implementation of the 1993 UNSNA,  
as well as revisions in the following source data:                              

- balance of payments and merchandise imports;                        

- forestry production;                                                

- agricultural production;                                            

- mineral production;                                                 

- construction; and                                                   

- deployment of overseas foreign workers.                             

  The May 2003 revisions resulted in a slight decrease in the growth rates
previously reported for the years 2001 and 2002. However, because the Republic's
national accounts for the year 1999 and earlier have not been recently revised, 
the growth rates for 2000 were not revised in May 2003. The growth rates for    
2000 may not, therefore, be comparable in all respects to those for 2001 and    
2002.                                                                           

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To ensure the accuracy of the GDP and GNP growth rates for 2000 and   
earlier, the NSCB plans to recalculate the national accounts for years prior to 
2000 in a manner consistent with the May 2003 revisions to the national accounts
of 2000, 2001, and 2002. The process of revising the data for earlier years will
begin in September 2003, and will continue in conjunction with the overall      
revision in the national accounts scheduled for 2004. Therefore, GDP and GNP    
estimates that are currently considered "final" may be subject to further       
material change.                                                                

PRINCIPAL SECTORS OF THE ECONOMY                                                

AGRICULTURE, FISHERY AND FORESTRY                                             

Agriculture.  The country's principal agricultural products include   
cereals, such as rice and corn, both of which are cultivated primarily for      
domestic use, and crops, such as coconuts, sugar cane and bananas, produced for 
both the domestic market and export. The Philippines' diverse agricultural      
system contains many coconut plantations farmed by agricultural tenants and     
workers, sugar haciendas farmed either under labor administration or by tenants,
and large "agro-business" plantations devoted mainly to non-traditional export  
crops such as bananas and pineapples. Rice, corn and coconuts each account for  
approximately one-quarter of the country's cultivated area. The country         
occasionally needs to import rice and corn.                                     

  Fishery.  The Philippines' fishing industry contributes significantly to
the country's foreign exchange earnings. Pollution of coastal waters as a result
of population growth, mining activities and wasteful fishing methods have       
damaged the marine and inland resources in some areas in recent years, leading  
to decreases in production.                                                     

Forestry.  The country's forests, one of the Philippines' main natural
resources, contain a large quantity of hardwood trees. Over the years population
growth, shifting cultivation, illegal logging and inadequate reforestation      
depleted the forests, leading to a Government-imposed total ban on logging      
activity in virgin forests and the subsequent continuing decline of the forestry
subsector.                                                                      

    Recent Results.  The agriculture, fishery and forestry sector grew by 3.3%
in 2002 compared to growth of 3.7% in 2001 at constant market prices, due to the
positive performance of both the agriculture and fishery subsectors, offsetting 
the decrease in the forestry subsector. The agriculture and fishery industry    
subsectors grew by 3.7% in 2002 compared to growth of 4.9% in 2001. In addition 
to favorable weather conditions, the Government's revitalized support for       
agriculture through various means, including the distribution of certified      
seeds, rehabilitation of irrigation facilities and the use of modern equipment, 
especially in the fishery subsector, contributed to the growth in the           
agriculture and fishery subsectors. The forestry subsector contracted by 66.4%  
in 2002, following a 27.3% contraction in 2001.                                 

INDUSTRY SECTOR                                                               

    The sector comprises, in order of importance: manufacturing; construction;
electricity, gas and water; and mining and quarrying. The sector contributed    
approximately 35.4% of GDP in 1998 and 34.5% in 2002, at constant market prices.
The sector grew by 3.7% in 2002 compared to 0.9% in 2001, with the slower growth
in 2001 mainly due to the global economic slowdown. In 2002, the industry sector
grew by 3.7%. The growth in 2002 was driven by improvements in all subsectors.  

     Manufacturing.  The country's manufacturing subsector comprises three major
industry groups:                                                                

- consumer goods, including the food, footwear and garment industries;

- intermediate goods, including the petroleum, chemical and chemical  
product industries; and                                                         

- capital goods, including the electrical machinery and electronics   
industries.                                                       

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  The following table presents, at constant market prices, the gross value
added, which equals the value of sales minus the cost of raw material and       
service inputs, for the manufacturing sector by industry or industry group.     

GROSS VALUE ADDED IN MANUFACTURING BY INDUSTRY GROUP
(AT CONSTANT MARKET PRICES(1))

                                                        [Enlarge/Download Table]

INDUSTRY/INDUSTRY GROUP                   1998      1999       2000       2001      2002  
-----------------------                 --------  --------   --------   --------  --------
                                                          (IN MILLIONS)                   
                                                                                          
Food manufactures...................... P 78,744  P 83,049   P 84,590   P 88,227  P 94,623
Beverage industries....................    9,003     8,896      9,175      8,820     8,740
Tobacco manufactures...................    5,538     5,681      5,886      6,133     6,639
Textile manufactures...................    5,085     4,660      4,128      3,778     4,201
Footwear/wearing apparel...............   12,699    10,801     12,327     12,801    13,688
Wood and cork products.................    2,769     2,451      2,220      2,060     2,016
Furniture and fixtures.................    2,881     2,852      3,172      3,232     2,994
Paper and paper products...............    2,132     2,033      2,627      2,258     2,040
Publishing and printing................    3,093     3,055      2,964      2,967     3,154
Leather and leather products...........      224       222        229        254       266
Rubber products........................    1,849     2,065      2,115      1,743     1,652
Chemical and chemical products.........   14,169    13,868     13,523     14,648    14,295
Petroleum and coal products............   37,472    37,137     39,896     38,929    34,131
Non-metallic mineral products..........    6,614     5,834      5,625      5,215     5,721
Basic metal industries.................    4,745     4,206      3,600      3,851     3,803
Metal industries.......................    4,231     4,272      4,645      5,257     6,268
Machinery (except electrical)..........    3,540     3,555      4,219      5,326     4,346
Electrical machinery...................   19,284    22,277     27,678     29,009    34,499
Transport equipment....................    1,810     1,984      2,125      2,325     2,421
Miscellaneous manufactures.............    5,269     5,769      6,527      7,249     7,056
                                        --------  --------   --------   --------  --------
Gross value added in manufacturing..... P221,151  P224,667   P237,271   P244,082  P252,553
                                        ========  ========   ========   ========  ========

---------------                                                                 

Source: Economic and Social Statistics Office; National Statistical Coordination
Board.                                                                          

(1) Based on constant 1985 prices.                                              

     From 1998 through the first quarter of 1999, weak demand and high operating
costs forced a number of businesses to close or cut back operations.            
Import-dependent industries, including transport equipment and rubber, chemical,
petroleum and coal products, experienced declining output. Export-related       
industries, however, including furniture and fixtures, electrical machinery and 
leather products, grew, as did food manufactures.                               

    In 1999, the manufacturing subsector reversed its 1.1% contraction in 1998
to a growth of 1.6%. The sector recorded positive growth for the last three     
quarters of 1999. The major gainers for the sector included electrical          
machinery, which registered a growth of 15.5%, and transport equipment, which   
registered a growth of 9.6%. The decliners in the subsector were led by         
footwear/ wearing apparel, which recorded a 14.9% contraction.                  

 The manufacturing subsector grew by only 2.9% in 2001, compared to 5.6%
growth in 2000. This reduction was caused primarily by lower growth in the      
manufacture of apparel, furniture and electrical machinery and by contraction in
the manufacture of beverages, paper products, rubber products, petroleum and    
coal products, and non-metallic mineral products. Gains in growth in the        
manufacture of food, tobacco, leather products, nonelectrical machinery,        
chemical products and basic metal products contributed positively               

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to the manufacturing subsector, although they were unable to fully offset the   
declines in the subsector as a whole.                                           

     In 2002, the annual growth rate of the manufacturing subsector was 3.5%, up
from 2.9% for 2001. The growth in manufacturing was due mainly to growth in the 
manufacture of electrical machinery, leather products and footwear and apparel. 
Food processing, leather products, footwear and apparel, metal industries and   
electrical machinery showed improved results while results remained negative in 
chemical products, paper products, rubber products, petroleum and coal products 
and non-electrical machinery products.                                          

Construction.  The construction subsector's contribution to GDP, at   
constant market prices, decreased slightly from 5.8% in 1998 to 5.7% in 2002.   
The construction subsector decreased by 5.0% in 2001 after an increase of 26.3% 
in 2000. In 2002, the construction subsector contracted by 3.3% from the        
previous year, primarily due to a decrease in public construction.              

    Electricity, Gas and Water.  The electricity, gas and water subsector grew
by 0.7% in 2001, compared to 4.2% in 2000. The slower growth was attributable   
primarily to reduced electricity demand and decreased water sales resulting from
the rehabilitation of water mains and pipes. The subsector grew 4.3% in 2002.   

With limited natural resources available for energy development, the  
Philippines satisfies most of its energy needs with imports of coal and oil,    
which it then converts into electric power. In 1998, the Government enacted a   
new oil industry deregulation act, which allowed oil prices to fluctuate and    
eased the entry of new players into the industry. The 1998 oil industry         
deregulation act has increased investment activity and attracted new players    
into the downstream oil industry, with approximately P4 billion of new          
investments in LPG refilling, bulk storage and retail outlets since deregulation
of the industry. Prices of petroleum products have fluctuated in response to    
market prices and competition has increased. Retail petrol prices declined by a 
total of P0.50-0.65 per liter between October 1998 and January 1999 in response 
to increased competition; however, prices have since increased due to the       
increase in world crude oil prices. Increases in world crude oil prices led the 
country to increase coal imports and decrease oil imports.                      

  The following table sets out the country's energy consumption by source.

ENERGY CONSUMPTION BY SOURCE

                                                        [Enlarge/Download Table]

ENERGY SOURCE                                                1998    1999    2000    2001  
-------------                                                -----   -----   -----   ----- 
                                                               (% OF TOTAL CONSUMPTION)    
                                                                                           
Domestic sources                                                                           
  Oil.......................................................   0.1%    0.1%    0.0%    0.1%
  Coal......................................................   2.0     1.6     1.6     1.9 
  Hydro.....................................................   3.6     5.5     5.0     5.1 
  Geothermal................................................   6.4     7.5     7.8     7.2 
  Other(1)..................................................  28.6    28.8    27.8    30.7 
                                                             -----   -----   -----   ----- 
     Total domestic sources.................................  40.7    43.5    42.2    45.0 
                                                             -----   -----   -----   ----- 
Imported sources                                                                           
  Oil.......................................................  53.7    50.2    45.5    46.0 
  Coal......................................................   5.5     6.3    12.3    10.1 
                                                             -----   -----   -----   ----- 
     Total imported sources.................................  59.2    56.5    57.8    56.1 
                                                             -----   -----   -----   ----- 
       Total................................................ 100.0%  100.0%  100.0%  100.0%
                                                             =====   =====   =====   ===== 

---------------                                                                 

Source: Department of Energy.                                                   

(1) Other includes gas, fuelwood and biomass fuel.                              

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NPC is the principal entity engaged in the development, generation and
transmission of electric power on a nationwide basis. It establishes and        
maintains transmission line grids, generating facilities and inter-island       
connections throughout the Republic.                                            

  The EPIRA, which provides a legal framework for the restructuring of the
electric power industry and the privatization of the assets and liabilities of  
the National Power Corporation, was enacted on June 8, 2001. See "Electric Power
Industry Restructuring and Privatization."                                      

 Mining and Quarrying.  The mining and quarrying subsector contracted by
5.4% in 2001, compared to growth of 10.0% during 2000. This considerable decline
was caused primarily by the decline in growth of gold production and contraction
in the production of stone quarrying, clay and sandpits and other non-metallic  
mining. Increases in the growth of chromium and other metallic mining did not   
have a significant impact on the growth of the subsector as a whole. However, in
2002 the mining and quarrying subsector rebounded from the previous declines,   
with growth of 51.0%. Most of the growth in the mining and quarrying subsector  
was attributable to production from the Camago-Malampaya Gas Project.           

SERVICE SECTOR                                                                

   The sector comprises, in order of importance: trade; finance; housing and
real estate; private services; transportation, communications and storage; and  
Government services. The services sector remains the largest contributor to GDP,
having contributed approximately 46.0% of GDP at constant market prices in the  
first quarter of 2003, 45.8% of GDP in 2002 and 45.3% in 2001. In 2002, the     
services sector as a whole grew by 5.5%.                                        

Trade.  The trade subsector, which consists of wholesale and retail   
activities, accounted for 16.3% of GDP at constant market prices in 2002. The   
trade subsector grew by 5.6% in 2001 at constant market prices, compared to 5.2%
growth in 2000. This increase was caused by a notable growth in wholesale trade,
which accounts for one-fourth of trade output. The trade subsector grew by 5.8% 
in 2002.                                                                        

  Finance.  The finance subsector's contribution to GDP at constant market
prices decreased slightly from 5.1% in 1998 to 4.7% in 2002.                    

  The finance subsector grew by 3.4% in 2002 after growing by 1.2% in 2001
and 0.9% in 2000. For a discussion of the country's financial system, see       
"-- The Philippine Financial System."                                           

 Housing and Real Estate.  The housing and real estate subsector grew by
1.6% in 2002 at constant market prices after contracting by 0.5% in 2001 and    
registering zero growth in 2000, at constant market prices.                     

 Private Services.  The private services subsector includes educational,
medical and health, recreational and hotel and restaurant services. The         
subsector contributed approximately 7.5% to GDP in 2002. Except for business    
services and personal services, which experienced higher rates of growth, all   
private services experienced lower, although positive, growth. The private      
services subsector grew by 5.5% in 2002 at constant market prices, compared to  
growth of 4.4% in 2001.                                                         

 Transportation, Communications and Storage.  The geographically diverse
nature of the Philippines makes it important to have well developed road, air   
and sea transportation systems. The Government has encouraged the private sector
to provide basic transportation services and strengthen inter-regional and urban
links. Important ongoing projects involving the private sector include the Metro
Rail Transit Project, Metro Manila Skyway Project, the Manila-Cavite Expressway 
Project and the South Luzon Expressway Extension.                               

 The country's road network is the most important transportation system,
carrying about 65% of freight and 90% of passenger traffic. The road network    
covers more than 200,000 kilometers. About 1.8 million vehicles use the road    
network, including 236,000 vehicles for public use, principally in Metro Manila.
Traffic remains congested in the capital region, despite traffic management and 
various engineering measures. To ease traffic congestion the Government has     
built and continues to promote alternative road networks and mass rapid urban   
transit rail.                                                                   

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    Usage of the country's rail facilities has declined largely because of the
outdated facilities of the Philippine National Railways. The Government has     
constructed a two-line light-rail transit system in Metro Manila, financed by a 
build, lease and transfer arrangement, and has started work on a third line of  
the light-rail transit system, which is expected to be operational by year 2004 
and will be able to carry 500,000 passengers per day.                           

     Four international airports, in Manila, Cebu, Clark and Subic, and 83 other
facilities throughout the country help meet the country's air transport needs.  
The Government plans to upgrade several major airports to international         
standards and generally to modernize air navigation and communications          
operations in the country. A new Manila International Airport terminal, expected
to accommodate 10 million international passengers per year, is currently in the
planning stage. The Government has formulated a plan for the transition from    
land-based to satellite-based technology in civil aviation. It approved the     
implementation of the new communications, navigation surveillance and air       
traffic management systems project, which will implement satellite-based        
technology designed to control and manage the air traffic within the respective 
flight information region. Once financing is obtained and implementation is     
completed, the system will increase air travel safety, shorten flight duration  
for air passengers and improve aircraft operating efficiency due to more        
flexible flight paths and increased airspace capacity.                          

Philippine Airlines, Inc. (the primary national air carrier) several  
smaller domestic airlines and airlines from various countries provide air       
service to, from and within the country. Philippine Airlines retains a leading  
position in domestic routes, but since the beginning of 1998, Philippine        
Airlines has had increasing financial difficulties and labor problems. The      
airline's finances, however, began to improve in its fiscal year 1999 (ending on
March 31, 2000). After registering six consecutive years of losses, Philippine  
Airlines reported a net profit of P45.8 million in fiscal year 1999. In the     
fiscal year 2000 (ending on March 31, 2001), the airline realized an 815% rise  
in profits, registering a net profit of P419 million.                           

 The Republic also requires an effective water transport system to ferry
cargo and passengers among islands. Currently, the water transport system       
handles about 40% of total freight traffic and 10% of total passenger traffic in
the Philippines. The regulatory policy during the past decade has been to open  
the industry to competition, ensuring lower cargo passage rates and improving   
the quality of service. The Government plans to construct or improve 96 national
ports, approximately 300 municipal, feeder and fishing ports and river landings 
and special handling facilities for grains and bulk cargo in other selected     
ports.                                                                          

     Faced with historical shortages of telephone lines and long waits for basic
telephone service, especially outside Metro Manila, the Government opened the   
telecommunications industry in 1993 to intensify competition and to increase    
substantially the number of telephone lines and interconnections. The Government
has continued to implement programs designed to provide telephone lines,        
exchanges and transmission facilities to underserved regions of the country. As 
of December 31, 2001, more than 6.9 million lines have been installed, which    
translates to a telephone density of 8.9 main telephone lines per 100           
inhabitants.                                                                    

    The country has 11 international long distance providers and five cellular
mobile telephone operators, as well as a number of competitors in the local     
telephone market. The privately-owned Philippine Long Distance Telephone Company
owns and operates the public switch telecommunications network, to which other  
companies are connected.                                                        

    The transport, communications and storage subsector's contribution to GDP,
at constant market prices, grew from 6.6% in 1998 to 7.7% in 2002. At constant  
market prices the subsector grew by 8.8% in 2001, compared to growth of 10.5% in
2000. This reduced growth was caused primarily by decreases in the growth rate  
of most facets of transportation and storage, most notably a contraction in     
water transport and a significant decrease in growth of air transport. In 2002, 
the subsector grew by 8.9%, compared to 8.8% in 2001.                           

 Government Services.  The Government services subsector grew by 4.7% in
2002.                                                                           

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PRICES, EMPLOYMENT AND WAGES                                                    

INFLATION                                                                     

  The Philippines reports inflation as the annual percentage change in the
consumer price index, which measures the average price of a standard "basket" of
goods and services used by a typical consumer. In June 1998, the Government     
began employing a 1994-based CPI basket of goods and services, which since 1999 
has been the sole official measurement. For Metro Manila, the 1994 CPI basket   
consists of 705 commodities. In addition, the 1994 CPI basket for areas outside 
Metro Manila focuses on provinces or cities.                                    

The following table sets out the principal components of the 1994 CPI 
basket.                                                                         

PRINCIPAL COMPONENTS OF 1994 CPI BASKET 

                                                                [Download Table]

CATEGORY                                                      BASKET
--------                                                      ------
                                                                    
Food items (including beverages and tobacco), total.........   55.1%
  Rice......................................................   11.8 
Non-food items, total.......................................   44.9 
  Housing and repairs.......................................   14.7 
  Services..................................................   12.3 
  Fuel, light and water.....................................    5.7 
  Clothing..................................................    3.7 
  Miscellaneous.............................................    8.5 

  The following table sets out the consumer price index (based on the 1994
CPI basket) and the manufacturing sector's equivalent, the producer price index 
(based on the 1994 PPI benchmark), as well as the annual percentage changes in  
each index.                                                                     

CHANGES IN CONSUMER AND PRODUCER PRICE INDEX

                                                        [Enlarge/Download Table]

                                              1998    1999    2000    2001    2002    2003     
                                              -----   -----   -----   -----   -----   -----    
                                                                                               
Consumer Price Index......................... 136.8   145.9   152.3   161.6   166.6   172.6(1) 
Increase over previous year..................   9.7%    6.6%    4.4%    6.1%    3.1%    3.0%(1)
Producer Price Index for manufacturing....... 131.7   137.9   141.5   165.6   170.4   181.8(2) 
Increase/(decrease) over previous year....... (11.0)%   4.7%    2.6%   17.0%    2.9%    7.9%(2)

---------------                                                                 

Source: National Statistics Office.                                             

(1) As of August 2003.                                                          

(2) As of May 2003.                                                             

    In 1998 the 9.7% inflation rate was caused by the peso depreciation and by
lower agricultural output, which was in turn caused principally by the drought  
related to the El Nino phenomenon and a number of typhoons related to the La    
Nina phenomenon. In 1999, inflation declined to 6.6%. The decline was due       
primarily to a sharp fall and subsequent stability in food prices resulting from
strong performance in the agriculture sector leading to increased food supply,  
which partially offset the effects of increases in world crude oil prices.      

 Inflation remained in single digits at 4.4% for 2000, compared with the
6.6% recorded in 1999. Moderate inflation was achieved notwithstanding an       
increase in economic activity, inflationary pressures arising from wage         
adjustments and increases in oil prices and transport fares.                    

     Inflation was kept low in 2001, at an average of 6.1%, which was within the
Government's target of 6-7%. Favorable food and oil prices, stable exchange     
rates and moderate growth in demand all contributed to low inflation.           

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    The national inflation rate averaged 3.1% for 2002. Inflation continued to
be benign despite the recent adjustments in domestic oil prices, which increased
by 11.2% at December 31, 2002 as compared with December 31, 2001 (in part       
because the adjustments were treated as transport charges), and despite an      
increase in food prices due to weather-related reductions in supplies of rice,  
fruits, and vegetables. Reductions in Bangko Sentral's policy interest rates and
efforts to maintain fiscal discipline, which led to lower market lending rates  
and lower costs of capital for businesses, also had a favorable impact on       
inflation. Equally important, inflationary pressures caused by more demand than 
supply continued to be subdued due in part to current levels of unemployment and
spare capacity. The reduction in the PPA of NPC, effective May 8, 2002, and the 
decision of the Manila Waterworks and Sewerage System to delay petitions for    
water rate increases also helped to keep inflation rates relatively low.        

 The national year-on-year inflation rate was 3.0% in August 2003, lower
than the 3.4% year-on-year inflation rate for July 2003 but higher than the 2.9%
rate for August 2002.                                                           

EMPLOYMENT AND WAGES                                                        

  The following table presents selected employment information for various
sectors of the economy.                                                         

SELECTED EMPLOYMENT INFORMATION(1)

                                                        [Enlarge/Download Table]

                                                    1998    1999(3)  2000(3)  2001(3)  2002(3)
                                                   ------   -------  -------  -------  -------
                                                                                              
Labor force (in thousands)(2)..................... 29,674   30,759   30,911   32,809   33,936 
Unemployment rate.................................   10.3%     9.8%    11.2%    11.1%    11.4%
Employment share by sector:                                                                   
Agriculture, fishery and forestry.................   37.9%    38.8%    32.9%    37.2%    37.0%
Industry sector                                                                               
  Mining and quarrying............................    0.4      0.4      0.4      0.4      0.4 
  Manufacturing...................................   10.2      9.9     10.0     10.0      9.5 
  Construction....................................    5.9      5.5      5.4      5.4      5.3 
  Electricity, gas and water......................    0.5      0.5      0.4      0.4      0.4 
                                                   ------   ------   ------   ------   ------ 
     Total industry sector........................   17.1%    16.3%    16.2%    16.2%    15.6%
Service sector                                                                                
  Transportation, communication and storage.......    6.8      6.9      7.2      7.3      7.2 
  Trade...........................................   15.6     15.7     16.3     18.0     18.7 
  Finance and housing.............................    2.5      2.6      2.6      2.8      2.8 
  Services........................................   20.1     19.7     20.5     18.6     18.7 
                                                   ------   ------   ------   ------   ------ 
     Total services sector........................   45.0%    44.9%    46.6%    46.7%    47.4%
                                                   ------   ------   ------   ------   ------ 
       Total employed.............................  100.0%   100.0%   100.0%   100.0%   100.0%
                                                   ======   ======   ======   ======   ====== 

---------------                                                                 

Source: Bureau of Labor and Employment Statistics -- Current Labor Statistics;  
National Statistics Office -- Labor Force Survey.               

(1) Figures for 1998 to 2002 are the average of the applicable statistic for    
each quarter in the relevant period.                                    

(2) Does not include overseas Filipino workers.                                 

(3) Figures generated using 1995 census-based population projections.           

At the end of 2002, the Filipino labor force, not including overseas  
workers, totalled 33.9 million people. The Filipino labor force is relatively   
young. Filipino workers are employed primarily in service industries, such as   
nursing and education, and in manufacturing export industries, such as          
electronics and garments. Approximately 892,000 Filipino workers were working   
overseas from January to December 2002, an increase of approximately 2.9% from  
the same period in 2001.                                                        

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 Regional tripartite bodies consisting of representatives of Government,
businesses and workers establish minimum wage requirements, which vary based on 
region and industry. Under the law, minimum wage requirements may only be       
increased once in any twelve month period. The minimum wages for workers in     
Metro Manila and the surrounding areas are the highest in the country. Across   
the regions, daily minimum wages range from a low of P114.0 to a high of P280.0.

    The economic difficulties that began in the second half of 1997, including
the slower growth of the country's industrial production, drove the average     
unemployment rate to 10.3% in 1998, before it declined to 9.8% in 1999. The     
unemployment rate then increased to 11.2% in 2000 due to the effects of the El  
Nino weather phenomenon on agriculture and labor cutbacks in industry. Labor and
employment conditions improved in 2001 as the economy grew stronger than        
expected during the year. The substantially reduced number of strikes, increased
rates of deployment of workers overseas and improved legislated wage indicators 
reflect broadly improved labor, employment and wage conditions during the year. 

     In 2002, the average national unemployment rate rose slightly to 11.4% from
11.1% in 2001. On January 25, 2002, pursuant to policies adopted at the National
Socio-Economic Summit of 2001, the Government implemented a job corps program   
promoting volunteerism, civic consciousness among the country's youth, community
development and employment projects.                                            

    In April 2003, the unemployment rate was 12.2%, compared to 13.9% in April
2002. The number of unemployed persons was 4.2 million in April 2003, a 13%     
decline from April 2002. The largest number of unemployed persons was located in
Metro Manila, which posted a 17.0% unemployment rate as of April 2003.          

In Metro Manila, where 13.8% of the country's labor force is located, 
unemployment ranged from 13.8% to 16.4% from 1997 to 1999 and from 17.9% to     
17.7% from 2000 to 2002.                                                        

SOCIAL SECURITY SYSTEM AND GOVERNMENT SERVICE INSURANCE SYSTEM              

The Philippines does not pay any unemployment compensation or make any
general welfare payments other than through the Social Security System and the  
Government Service Insurance System. The Social Security System provides private
sector employees, including self-employed persons and their families, with      
protection against disability, sickness, old age and death. Monthly             
contributions by covered employees and their employers, and investment income of
the Social Security System, fund the system. The Social Security System invests 
its funds in Government securities and in domestic equity securities.           

The Government Service Insurance System administers social security   
benefits for Government employees, including retirement benefits, life          
insurance, medical care and sickness and disability benefits. The system also   
administers the self-insurance program for Government properties, such as       
buildings and equipment. The Government Service Insurance System also oversees  
loan programs, including housing loans for Government employees. Monthly        
contributions by covered employees and their employers fund the system.         
Government agencies must include in their annual appropriations the amounts     
needed to cover their share of the contributions and any additional premium     
required based on the hazardous nature of the work. The Government Service      
Insurance System invests its funds in a manner similar to the Social Security   
System.                                                                         

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SAVINGS                                                                     

   The following table sets out gross national savings, total investment and
the savings-investment gap as a percentage of GDP.                              

NATIONAL SAVINGS AND INVESTMENTS

                                                        [Enlarge/Download Table]

                                                      1998   1999   2000   2001   2002 
                                                      -----  -----  -----  -----  -----
                                                                                       
Gross national savings............................... 22.7%  27.5%  26.2%  22.5%  24.7%
Gross investments.................................... 20.3%  18.8%  18.4%  20.7%  19.3%
Savings-investment gap...............................  2.4%   8.8%   7.8%   1.8%   5.4%

---------------                                                                 

Source: National Accounts, NSCB.                                                

    Government steps to stimulate the savings rate in the Philippines include:

  - launching a nationwide savings consciousness campaign to inform savers
about different types of financial assets;                        

    - shifting by the Philippine Stock Exchange from merit-based regulation to
self-regulation;                                                  

- tightening disclosure and insider trading rules;                    

- removing double taxation of mutual funds;                           

- allowing increased foreign equity participation in investment and   
financing companies;                                              

- rationalizing financial taxes (e.g., gross receipts tax, documentary
stamp tax, initial public offerings tax);                         

- broadening of the scope and coverage of small denomination Treasury 
bills;                                                            

     - establishing a Small and Medium Enterprises Board at the Philippine Stock
Exchange; and                                                     

- lengthening of the yield curve of government securities.            

BALANCE OF PAYMENTS                                                             

BALANCE OF PAYMENTS PERFORMANCE                                             

  Balance of payments figures measure the relative flow of goods, services
and capital into and out of the country as represented in the current account   
and the capital and financial accounts. The current account tracks a country's  
trade in goods, services, income and current transfer transactions. The capital 
and financial account includes the capital account, which covers all            
transactions involving capital transfers and acquisition or disposition of      
non-produced, non-financial assets, and the financial account, which covers all 
transactions associated with changes of ownership in the foreign financial      
assets and liabilities of an economy. A balance of payments surplus indicates a 
net inflow of foreign currencies, thereby increasing demand for and             
strengthening the local currency. A balance of payments deficit indicates a net 
outflow of foreign currencies, thereby decreasing demand for and weakening the  
local currency.                                                                 

Beginning in January 2000, Bangko Sentral has reported the balance of 
payments under a new framework based on the fifth edition of the Balance of     
Payments Manual, or BPM5, of the IMF. As compared to the previously used balance
of payments framework, the new framework introduced certain changes in          
classification, format and coverage. With respect to classification and format, 
the new framework (among other things) reports an income account that reflects  
earnings from overseas Filipino workers and investment income; groups financial 
transactions into direct investment, portfolio investment, and other investment;
and separates transfers between the current and capital accounts. Also, with    
respect to trade, the new framework excludes shipped goods that do not change   
ownership (thus deviating from the statistics on foreign goods trade currently  
published by the National Statistics Office). Finally, in the financial account,
the new framework only reports actual financial transactions. In particular, the
financial account under the new framework                                       

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excludes previously reported revaluations of assets and liabilities, and        
excludes monetization of gold for Bangko Sentral reserves.                      

    The following table sets out the consolidated financial position on a cash
basis for the Republic for the years 1999-2002.                                 

BALANCE OF PAYMENTS(1)(2) 

                                                        [Enlarge/Download Table]

                                                                                           FIRST SIX
                                                         YEARS ENDED DECEMBER 31,           MONTHS  
                                                  --------------------------------------   ---------
                                                    1999      2000      2001      2002       2003   
                                                  --------   -------   -------   -------   ---------
                                                                    (IN MILLIONS)                   
                                                                                                    
OVERALL BOP POSITION:(3)......................... $  3,586   $  (513)  $  (192)  $   660    $  (616)
                                                  ========   =======   =======   =======    ======= 
CURRENT ACCOUNT:(2).............................. $  7,219   $ 6,258   $ 1,323   $ 4,197    $   868 
                                                  --------   -------   -------   -------    ------- 
Goods and services:..............................    2,247     1,384    (2,793)     (856)    (2,136)
  Exports(4).....................................   39,014    41,267    34,391    37,439     18,045 
  Imports(4).....................................   36,767    39,883    37,184    38,295     20,181 
  Goods..........................................    4,959     3,814      (743)      408     (1,309)
     Credit: Exports(4)..........................   34,211    37,295    31,243    34,383     16,640 
     Debit: Imports(4)...........................   29,252    33,481    31,986    33,975     17,949 
  Services.......................................   (2,712)   (2,430)   (2,050)   (1,264)      (827)
     Credit: Exports.............................    4,803     3,972     3,148     3,056      1,405 
     Debit: Imports..............................    7,515     6,402     5,198     4,320      2,232 
Income:..........................................    4,460     4,437     3,669     4,550      2,698 
     Credit: Receipts............................    8,082     7,804     7,152     7,931      4,287 
     Debit: Disbursements........................    3,622     3,367     3,483     3,381      1,589 
Current transfers:...............................      512       437       447       503        306 
     Credit: Receipts............................      607       552       517       594        341 
     Debit: Disbursements........................       95       115        70        91         35 
CAPITAL AND FINANCIAL ACCOUNT:(2)................   (2,333)   (4,119)   (1,080)   (2,104)    (2,439)
                                                  --------   -------   -------   -------    ------- 
  Capital account:...............................       (8)       38       (12)      (19)       (11)
     Credit: Receipts............................       44        74        12         2          2 
     Debit: Disbursements........................       52        36        24        21         13 
  Financial account:.............................   (2,325)   (4,157)   (1,068)   (2,085)    (2,428)
     Direct investment...........................    1,754     1,453     1,142     1,026         10 
       Debit: Assets, residents' investments                                                        
          abroad.................................      (29)     (108)     (160)       85         51 
       Credit: Liabilities, non-residents'                                                          
          investments in the Philippines.........    1,725     1,345       982     1,111         61 
     Portfolio Investment:.......................    6,874       207     1,050     1,912        258 
       Debit: Assets, residents' investments                                                        
          abroad.................................      807       812       399       369      1,374 
       Credit: Liabilities, non-residents'                                                          
          investments in the Philippines.........    7,681     1,019     1,449     2,281      1,632 
     Other Investment:...........................  (10,953)   (5,817)   (3,260)   (5,023)    (2,696)
       Debit.....................................   18,639    15,313    13,898    13,214      6,213 
       Credit....................................    7,686     9,496    10,638     8,191      3,517 
NET UNCLASSIFIED ITEMS:..........................   (1,300)   (2,652)     (435)   (1,433)       955 
                                                  --------   -------   -------   -------    ------- 

---------------                                                                 

Source: Bangko Sentral.                                                         

(1) Beginning January 2000, the Republic adopted the BPM5. For the purpose of   
assessing comparative performance, the 1999 balance of payments was     
reconstructed to conform with the conceptual coverage of the BPM5.      

(2) The Republic has disclosed that the reported current account surplus for    
2000 and 2001 had previously been overstated due to monitoring problems 
 giving rise to underreported imports. See the discussion in the main text
following this table.                                                   

(3) The overall BOP position results from the change in net international       
    reserves excluding the effects of revaluation of reserve assets and selected
reserve liabilities, gold monetization and Special Drawing Rights       
allocation.                                                             

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(4) Data on exports and imports from the National Statistics Office were        
adjusted to exclude temporary exports and imports and returned goods.   

Recent Revisions.  In January 2003, the Republic disclosed that the   
previously reported current account surplus had been overstated due to          
monitoring problems giving rise to underreported imports. An inter-agency task  
force on the balance of payments considered the effects of this problem on the  
Republic's consolidated financial position, specifically the Republic's current 
account and capital and financial account. The inter-agency task force has      
revised the Republic's balance of payments data for the years 2000, 2001 and    
2002, but will not review prior years due to incomplete information. The        
inter-agency task force worked within the guidelines of the IMF's reporting     
system and included representatives of the Bangko Sentral, the National         
Statistics Office, the National Economic and Development Authority, the National
Statistics Coordination Board, the Bureau of Customs and the Philippine Export  
Zone Authority.                                                                 

   Reflecting the updated import data, the current account for 2000 has been
revised to a surplus of $6.3 billion from the previously reported surplus of    
$8.5 billion, and the current account for 2001 has been revised to a surplus of 
$1.3 billion from the previously reported surplus of $4.6 billion. At these     
revised levels, the current account surplus stood at 7.9% and 1.7% of gross     
national product for 2000 and 2001, respectively. Accordingly, the capital and  
financial account for 2000 has been revised downward to a net outflow of $4.1   
billion from a previously reported net outflow of $6.5 billion, and the capital 
and financial account for 2001 has been revised downward to a net outflow of    
$1.1 billion from a previously reported net outflow of $3.8 billion.            

Overall Balance of Payments Performance.  In 1999, under the BPM5     
framework, the balance of payments recorded an overall surplus of $3.6 billion. 
This resulted from a surplus of $7.2 billion in the current account due to an   
improvement in the goods trade balance and net inflows from the income account. 
The capital and financial account recorded a deficit of $2.3 billion in 1999,   
although there were sustained inflows of direct investment and portfolio        
investment by nonresidents.                                                     

  In 2000, the balance of payments, as revised, recorded a deficit of $513
million, following the weaker capital and financial account even as the current 
account continued to perform favorably. The current account posted a surplus of 
$6.3 billion for 2000, or 13.3% lower than the level registered in 1999. The net
outflow in the capital and financial account was $4.1 billion following the     
weakening in the financial account. Inflows of both direct and portfolio        
investments offset some of the outflows in the other investments account.       
However, portfolio investments were down considerably in 2000 to a net inflow of
$207 million from a net inflow of $6.9 billion in 1999.                         

In 2001, the balance of payments, as revised, showed a deficit of $192
million, compared to a deficit of $513 million in 2000. This positive           
development was caused by lower net outflows of $1.1 billion in the capital and 
financial account in 2001, as compared to $4.1 billion in 2000, which           
overshadowed a substantial decline in the current account surplus of $1.3       
billion in 2001, as compared to $6.2 billion in 2000. Exports of goods          
contracted by 16.2% and inflows in the services trade account decreased by 20.8%
due to lower travel receipts arising from security concerns that followed the   
terrorist attacks in the United States. Imports of goods declined by 4.5%, and  
outflows in the services trade account declined by 18.8%. Foreign direct        
investments posted a net inflow of $982 million, compared to a $1.3 billion net 
inflow in 2000. The net inflow in portfolio investments increased to $1.1       
billion in 2001 from $207 million in 2000.                                      

In 2002, the balance of payments registered a surplus of $660 million,
compared to a deficit of $192 million in 2001. This improvement can mainly be   
attributed to the stronger performance of the current account, which offset the 
weaker performance of the capital and financial account. The current account    
surplus more than tripled to $4.2 billion for 2002 from $1.3 billion in 2001.   
This positive development was mainly caused by higher net inflows in the income 
accounts, the reversal of the trade-in-goods balance from a deficit to a surplus
and lower net outflows in services. The trade-in-goods balance for 2002 posted a
surplus of $408 million, as compared to a deficit of $743 million for 2001 as   
growth of exports outpaced growth of imports. The strong export performance was 
supported by increasing intra-regional trade in Asia, offsetting the reduction  
in demand from the US and Japan, the Republic's traditional trading partners,   
and by a new export plan focusing on aggressive marketing and developing small  
and medium enterprises. The trade-in-services                                   

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account for 2002 recorded a net outflow of $1.3 billion, 38.3% lower than to the
level in 2001, mainly because of the lower net payments for transportation      
services, construction services and miscellaneous business, professional and    
technical services. Net inflows in the income account for 2002 grew by 24.0% to 
$4.6 billion. The higher surplus was due mainly to an increase in the number of 
deployed overseas Filipino workers sending remittances from abroad. The current 
transfers account for 2002 amounted to $503 million, 12.5% higher than the level
registered in 2001. The improvement was due to higher transfers from migrant    
workers, as well as gifts, grants and donations from individuals and            
non-governmental institutions. However, the capital and financial account for   
2002 posted a net outflow of $2.1 billion, almost double the net outflow of $1.1
billion in 2001. The weaker performance of this account was attributed to the   
decline in net inflow of direct investments, which fell to $1.0 billion in 2002 
from $1.1 billion in 2001, and the increase in the net outflow in other         
investments, which rose to $5.0 billion in 2002 from $3.3 billion in 2001. These
changes offset the net inflow of portfolio investments, which rose to a net     
inflow of $1.9 billion from the net inflow of $1.1 billion in 2001, mainly      
because of the substantially higher non-residents' investments in               
resident-issued foreign-denominated debt securities.                            

In the first six months of 2003, the Republic's balance of payments   
recorded a deficit of $616 million, compared to a surplus of $1.7 billion for   
the first six months of 2002. The reversal was due both to a decrease in the    
current account surplus, from $2.1 billion in the first six months of 2002 to   
$868 million in the first six months of 2003, and to a reversal in the capital  
and financial account, from a surplus of $1.7 billion in the first six months of
2002 to an outflow of $2.4 billion in the first six months of 2003. The decline 
in the current account in the first six months of 2003 compared with the same   
period in 2002 was mainly because of increased imports of raw materials and     
crude oil (during the first three months of 2003) and a decline in tourism due  
to the SARS epidemic. The decline in the capital and financial account in the   
first six months of 2003 compared with the first six months of 2002 was mainly  
because of global investor uncertainty and withdrawals of foreign currency by   
non-residents from Philippine banks.                                            

Current Account                                                               

    RECENT RESULTS.  After having been revised to reflect updated import data,
the current account recorded a surplus of $4.2 billion in 2002, more than three 
times the $1.3 billion surplus for 2001. The higher surplus in the              
trade-in-goods account and the higher net inflow in the income account          
contributed significantly to this development. The trade-in-goods account posted
a surplus of $408 million in 2002. The increase in the net income account       
surplus to $4.6 billion in 2002 also helped strengthen the current account      
balance. In the first six months of 2003, the current account posted a surplus  
of $868 million, a 58.3% decrease from the same period in 2002.                 

Goods Trade.  Trading in goods significantly affects the Philippine   
economy. From 1998 to 2002, exports (as reported by the National Statistics     
Office) were equal to an average of approximately 44% of the country's GNP and  
imports were equal to an average of approximately 40% of GNP. The country's     
trade strategy emphasizes export promotion. The rapid expansion of              
export-oriented, labor-intensive manufacturing operations, such as electronics  
and textiles, drove total exports (as reported by the National Statistics       
Office) to $35.2 billion in 2002 and produced an average annual export growth   
rate of 4.5% from 1998 to 2002.                                                 

A significant proportion of exports, estimated at approximately 40% in
2002, depends on imported raw materials or other inputs, rendering the country's
exports vulnerable to any import decline resulting from a peso depreciation.    

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   Exports of Goods.  The following table sets out the Republic's exports of
goods by major commodity group.                                                 

EXPORTS OF GOODS BY COMMODITY GROUP 

                                                        [Enlarge/Download Table]

                                                                                         PERCENTAGE OF 
                                                                              FIRST SIX  TOTAL EXPORTS 
                                                                               MONTHS    ------------- 
                               1998     1999     2000      2001      2002       2003     1998    2002  
                              -------  -------  -------   -------   -------   ---------  -----   ----- 
                                                 (IN MILLIONS, EXCEPT PERCENTAGES)                     
                                                                                                       
Manufactures                                                                                           
  Electronics and electrical                                                                           
     equipment/parts........  $17,137  $21,166  $22,179   $16,699   $18,553    $ 8,747    58.1%   52.8%
  Garments..................    2,356    2,267    2,563     2,403     2,391      1,123     8.0     6.8 
  Textile yarns/fabrics.....      242      219      249       226       247        120     0.8     0.7 
  Footwear..................      147       86       76        73        47         28     0.5     0.1 
  Travel goods and                                                                                     
     handbags...............      183      154      177       174        83         35     0.6     0.2 
  Wood manufactures.........      118      129      212       119       112         67     0.4     0.3 
  Furniture & fixtures......      323      354      381       298       316        143     1.1     0.9 
  Chemicals.................      340      294      328       318       360        180     1.2     1.0 
  Non-metallic mineral                                                                                 
     manufactures...........      105      111      133       123       113         59     0.4     0.3 
  Machinery and transport                                                                              
     equipment..............    3,316    4,950    5,909     6,136     7,067      3,287    11.2    20.1 
  Processed food and                                                                                   
     beverages..............      306      256      267       337       385        246     1.0     1.1 
  Iron and steel............       28       18       25        14        17         10     0.1     0.0 
  Baby carriages, toys,                                                                                
     games and sporting                                                                                
     goods..................      169      158      165       145       140         60     0.6     0.4 
  Basketwork, wickerwork and                                                                           
     other articles of                                                                                 
     plaiting materials.....       85       85       95        83        74         41     0.3     0.2 
  Miscellaneous manufactured                                                                           
     articles, not elsewhere                                                                           
     specified..............      202      212      229       220       231        146     0.7     0.7 
  Others....................      785      850      999       974     1,014        551     2.7     2.9 
                              -------  -------  -------   -------   -------    -------   -----   ----- 
     Total manufactures.....   25,843   31,309   33,987    28,340    31,181     14,843    87.6    88.6 
Agro-based products                                                                                    
  Coconut products..........      832      466      577       532       484        300     2.8     1.4 
  Sugar and sugar                                                                                      
     products...............      100       71       57        32        47         58     0.3     0.1 
  Fruits and vegetables.....      446      455      528       552       544        293     1.5     1.5 
  Other agro-based                                                                                     
     products...............      466      476      486       427       453        219     1.6     1.3 
                              -------  -------  -------   -------   -------    -------   -----   ----- 
     Total agro-based                                                                                  
       products.............    1,844    1,468    1,648     1,544     1,527        869     6.3     4.3 
Mineral products............      592      646      650       537       519        321     2.0     1.5 
Petroleum products..........      129      216      436       242       353        273     0.4     1.0 
Forest products.............       24       20       44        23        23         15     0.1     0.1 
Others......................    1,065    1,379    1,313     1,464     1,606        747     3.6     4.6 
                              -------  -------  -------   -------   -------    -------   -----   ----- 
     Total..................  $29,497  $35,037  $38,078   $32,150   $35,208    $17,069   100.0%  100.0%
                              =======  =======  =======   =======   =======    =======   =====   ===== 

---------------                                                                 

Source: National Statistics Office.                                             

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 Exports of goods, as reported by the National Statistics Office, grew a
total of 19.4% over the four years from 1998 to 2002. Exports grew by 18.8% in  
1999, 8.7% in 2000 and 9.5% in 2002, but declined by 15.6% in 2001. As a        
percentage of total exports, manufactured goods increased from 87.6% in 1998 to 
88.6% in 2002. Exports of electronics, electrical equipment and parts, and      
telecommunications equipment increased slightly as a proportion of total exports
from 58.1% in 1998 to 52.8% in 2002. During the same period, exports of garments
as a proportion of total exports decreased from 8.0% in 1998 to 6.8% in 2002    
because of increased international competition and a general decline in global  
demand. Exports of agriculture products, including coconut products, sugar      
products, fruits and vegetables, also declined considerably as a proportion of  
total exports from 6.3% in 1998 to 4.3% in 2002. On the other hand, increased   
production helped exports of machinery and transport equipment more than double 
from $3.3 billion in 1998 to $7.1 billion in 2002. As a percentage of total     
exports, machinery and transport grew from 11.2% in 1998 to 20.1% in 2002.      

  In 1998, exports of goods increased by 16.9% from 1997 to $29.5 billion.
The start-up of a number of new semiconductor and microprocessor factories      
boosted exports of semiconductors, the top export earner. The depreciation of   
the peso helped exports and offset the adverse effects of the Asian financial   
crisis on a number of the Republic's trading partners.                          

 In 1999, exports of goods grew by 18.8% to $35.0 billion, compared with
16.9% over 1998. Electronics, machinery and transport equipment and garments    
were the leading export earners. Higher shipments of mineral products, fruits   
and vegetables and furniture and fixtures also contributed to the expansion of  
exports in 1999.                                                                

In 2000, exports of goods totalled $38.1 billion, 8.7% more than 1999.
Among the merchandise exports, electronics maintained its position as the top   
earner and continued growing, but at a decelerated rate of 4.8% in 2000 compared
to 23.5% in 1999. Garments, the third top earner, had a 13.0% increase in 2000  
after a 3.8% contraction in 1999. Machinery and transport, the second top earner
in 2000, experienced decelerated growth, from 49.3% in 1999 to only 19.2% in    
2000.                                                                           

   In 2001, exports of goods declined by 15.6% to $32.1 billion. The decline
reflected the slump in demand by the country's leading trading partners, namely 
the US and Japan, as well as the downtrend in demand in the information         
technology sector. Exports of semiconductor components experienced declines in  
both volume and price. All major commodity groups posted declines except fruits 
and vegetables, which grew 3.2%, and machinery and transport equipment, which   
grew 3.8%. Electronics, machinery and transport equipment and garments remained 
the top three export commodities.                                               

   Exports of goods for 2002 were $35.2 billion, or 9.5% higher than exports
of goods in 2001. Higher demand for Philippine goods from Japan, Taiwan, Hong   
Kong, South Korea, Malaysia and China made up for a decrease in exports to the  
US, which accounted for approximately 25% of the country's export market in     
2002. The following table sets out the destinations of the Republic's exports.  

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EXPORTS OF GOODS BY DESTINATION 

                                                        [Enlarge/Download Table]

                                                                            FIRST SIX   PERCENTAGE OF 
                                                                             MONTHS     TOTAL EXPORTS 
                                                                            ---------   ------------- 
                             1998     1999     2000      2001      2002       2003      1998    2002  
                            -------  -------  -------   -------   -------   ---------   -----   ----- 
                                               (IN MILLIONS, EXCEPT PERCENTAGES)                      
                                                                                                      
United States.............. $10,098  $10,445  $11,365   $ 8,979   $ 8,683    $ 3,580     34.2%   24.7%
Japan......................   4,233    4,660    5,606     5,054     5,292      2,626     14.4    15.0 
ASEAN countries(1).........   3,725    4,916    5,894     4,914     5,410      3,013(2)  12.6    15.4 
United Kingdom.............   1,756    1,766    1,506       997     2,946        351      6.0     2.7 
Hong Kong SAR..............   1,326    1,947    1,907     1,580     2,359      1,458      4.5     6.7 
The Netherlands............   2,318    2,865    2,982     2,976     3,055      1,474      7.9     8.7 
Germany....................   1,033    1,229    1,329     1,323     1,386        644      3.5     3.9 
Taiwan.....................   1,757    2,993    2,861     2,127     2,485      1,050      6.0     7.1 
South Korea................     510    1,032    1,173     1,044     1,339        622      1.7     3.8 
People's Republic of                                                                                  
  China(3).................     343      575      663       793     1,356        832      1.2     3.9 
Others.....................   2,397    2,609    2,792     2,362     2,891      1,419      8.1     8.7 
                            -------  -------  -------   -------   -------    -------    -----   ----- 
  Total.................... $29,497  $35,037  $38,078   $32,150   $35,208    $17,069    100.0%  100.0%
                            =======  =======  =======   =======   =======    =======    =====   ===== 

---------------                                                                 

Source: Foreign Trade Statistics, National Statistics Office.                   

(1) Includes (for 1998 to 2002) only Brunei, Indonesia, Malaysia, Singapore and 
Thailand.                                                               

(2) Includes only Malaysia, Singapore and Thailand.                             

(3) Excludes Hong Kong SAR.                                                     

  The United States accounted for, on average, 29.3% of total exports from
1998 to 2002. Japan accounted for, on average, 14.8% of Philippine exports from 
1998 to 2002. Recognizing the danger of over-reliance on so few export markets, 
the country has attempted to increase its exports to other countries,           
particularly ASEAN countries. The Republic is a party to the ASEAN Free Trade   
Agreement, which provides for the implementation of the common effective        
preferential tariff that will reduce tariffs among ASEAN nations by 2008 to     
between 0% and 5% for all manufactured goods and non-sensitive agricultural and 
processed agricultural products. Additional activities to support the free trade
area include plans for intra-regional investments, industrial linkages and      
banking and financial integration.                                              

Imports of Goods.  The import data for 2000, 2001 and 2002 have been  
revised. See "Balance of Payments -- Recent Revisions".                         

For 2002, the value of imports of goods, as reported by the National  
Statistics Office, has been adjusted from $33.5 billion to $35.4 billion. For   
2001, the value of total imports of goods has been adjusted from $29.6 billion  
to $33.1 billion. For 2000, the value of total imports of goods has been        
adjusted from $31.4 billion to $34.5 billion.                                   

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IMPORTS OF GOODS BY COMMODITY GROUP 

                                                        [Enlarge/Download Table]

                                                                                                   PERCENTAGE OF 
                                                                                        FIRST SIX  TOTAL IMPORTS 
                                                                                         MONTHS    ------------- 
                                       1998      1999      2000      2001      2002       2003     1998    2002  
                                      -------   -------   -------   -------   -------   ---------  -----   ----- 
                                                           (IN MILLIONS, EXCEPT PERCENTAGES)                     
                                                                                                                 
Raw materials and intermediate goods                                                                             
  Unprocessed raw materials(1)......  $ 1,170   $ 1,517   $ 1,337   $ 1,368   $ 1,416    $   707     4.0%    4.0%
  Semi-processed raw materials(2)...   10,415    11,083    13,825    13,585    13,376      6,688    35.3    40.1 
                                      -------   -------   -------   -------   -------    -------   -----   ----- 
  Total raw materials and                                                                                        
    intermediate goods..............  $11,586   $12,600   $15,163   $14,953   $14,792    $ 7,396    39.2%   44.0%
Capital goods.......................   12,051    11,828    12,162    11,438    13,533      7,197    40.8    35.3 
Consumer goods                                                                                                   
  Durable...........................      901     1,093     1,070       947       981        572     3.1     3.1 
  Non-durable.......................    1,722     1,551     1,452     1,536     1,595        783     5.8     4.2 
                                      -------   -------   -------   -------   -------    -------   -----   ----- 
  Total consumer goods..............  $ 2,624   $ 2,644   $ 2,523   $ 2,483   $ 2,576    $ 1,355     8.9%    7.3%
Mineral fuels and lubricants........    2,020     2,433     3,877     3,372     3,273      2,006     6.8    11.2 
Other...............................    1,245     1,237       765       812     1,253        616     4.2     2.2 
                                      -------   -------   -------   -------   -------    -------   -----   ----- 
  Total.............................  $29,525(3) $30,742  $34,491   $33,057   $35,427    $18,570   100.0%  100.0%
                                      =======   =======   =======   =======   =======    =======   =====   ===== 

---------------                                                                 

Source: National Statistics Office.                                             

(1) Includes wheat, corn, unmilled cereals excluding rice and corn, inedible    
crude materials and unmanufactured tobacco.                             

(2) Includes chemicals and chemical compounds, manufactured goods that are not  
  capital or consumer goods, materials for the manufacture of electrical and
electronic equipment and parts, and embroideries.                       

(3) Excludes the value of aircraft amounting to $136 million procured under     
operating lease arrangements.                                           

In 1998, weakening demand because of the economic slowdown and the    
depreciation of the peso forced imports of goods down 21.2% to $29.5 billion    
from $35.9 billion in 1997. Lower imports of machinery transport equipment,     
fertilizers and artificial resins led the decline. Also, a number of exporters  
drew down their inventories to alleviate the impact of the weak peso, which     
contributed to the decline in overall imports.                                  

In 1999, imports of goods totalled $30.7 billion. This represented an 
increase of 4.1% from 1998. The increase was due mainly to an increase in       
imports of electronics and components, minerals, fuel and lubricants.           

    In 2000, imports of goods increased by 12.2% to $34.5 billion, compared to
a 4.1% increase in 1999. Most of the increase in reported imports from 1999 to  
2000 can be attributed to the fact that the 2000 import figures were revised    
upwards by 9.9% in early 2003, whereas the 1999 figures have not been revised.  
However, the growth was also due to higher imports of capital goods, which rose 
by 2.8%, as well as the increase in imports of mineral fuel and lubricants which
grew by 59.4% following the increase in the average price of petroleum crude in 
2000 to $27.89 per barrel, from $16.31 per barrel in 1999.                      

    In 2001, imports of goods fell by 4.2% to $33.1 billion, a reversal of the
12.2% increase registered in 2000. This decline resulted primarily from the     
reduction in imports of raw materials and intermediate goods and capital goods  
used for exports and domestic production, as well as the reduced appetite for   
foreign-made goods as a result of the weak peso.                                

     In 2002, imports of goods increased by 7.2% to reach $35.4 billion. Imports
of all major categories of goods except for semi-processed raw minerals and     
mineral fuels and lubricants increased from 2001 to 2002. Of the total $35.4    
billion in imports of goods, capital goods accounted for $13.5 billion, or      
38.2%, raw materials and intermediate goods accounted for $14.8 billion, or     
41.8%, mineral fuels and lubricants accounted for $3.3 billion, or 9.2%, and    
consumer goods accounted for $2.6 billion, or 7.3%.                             

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 The following table sets out the sources of the Philippines' imports of
goods by country, reflecting import data revisions for 2000, 2001 and 2002. See 
"Balance of Payments -- Recent Revisions".                                      

IMPORTS OF GOODS BY SOURCE

                                                        [Enlarge/Download Table]

                                                                                        PERCENTAGE OF 
                                                                            FIRST SIX   TOTAL IMPORTS 
                                                                             MONTHS     ------------- 
                            1998(1)   1999     2000      2001      2002       2003      1998    2002  
                            -------  -------  -------   -------   -------   ---------   -----   ----- 
                                               (IN MILLIONS, EXCEPT PERCENTAGES)                      
                                                                                                      
Japan...................... $ 6,029  $ 6,136  $ 6,511   $   633   $ 7,233    $ 3,657     20.3%   20.4%
US.........................   6,560    6,365    6,411     6,411     7,286      3,797     22.1    20.6 
ASEAN countries(2).........   4,050    4,248    5,203     4,837     5,421      2,995(3)  13.7    15.3 
Hong Kong SAR..............   1,300    1,226    1,243     1,335     1,583        797      4.4     4.5 
Saudi Arabia...............     606      810    1,048       887     1,000        634      2.0     2.8 
Taiwan.....................   1,415    1,614    2,255     1,970     1,783        874      4.8     5.0 
South Korea................   2,190    2,723    2,754     2,082     2,754      1,261      7.4     7.8 
Australia..................     683      757      817       645       575        244      2.3     1.6 
Germany....................     822      801      371       792       708        430      2.8     2.0 
People's Republic of                                                                                  
  China(4).................   1,198    1,040      786        75     1,252        788      4.0     3.5 
Others.....................   4,808    5,023    6,692     7,490     5,832      3,094     16.2    16.5 
                            -------  -------  -------   -------   -------    -------    -----   ----- 
  Total.................... $29,525  $30,742  $34,491   $33,057   $35,427    $18,570    100.0%  100.0%
                            =======  =======  =======   =======   =======    =======    =====   ===== 

---------------                                                                 

Source: Foreign Trade Statistics, National Statistics Office. Economic Indices  
and Indicators Division, Industry and Trade Statistics Department, Republic of  
the Philippines.                                                                

(1) Foreign trade statistics were adjusted to exclude aircraft procured under   
  operational lease arrangements to conform with the new balance of payments
framework.                                                              

(2) Includes only Indonesia (from 1998 to 2002), Malaysia, Singapore and        
Thailand.                                                               

(3) Malaysia, Singapore and Thailand only.                                      

(4) Excludes Hong Kong SAR.                                                     

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     Services Trade.  The following table sets out the Republic's services trade
by sector compiled in accordance with the BPM5 framework for the periods        
indicated.                                                                      

SERVICES TRADE

                                                        [Enlarge/Download Table]

                                                                                      FIRST SIX 
                                                                                        MONTHS  
                                               1999      2000      2001      2002        2003   
                                              -------   -------   -------   -------   ----------
                                                                (IN MILLIONS)                   
                                                                                                
TOTAL SERVICES TRADE......................... $(2,712)  $(2,430)  $(2,050)  $(1,264)   $  (827) 
                                              =======   =======   =======   =======    =======  
  Exports....................................   4,803     3,972     3,148     3,056      1,405  
  Imports....................................   7,515     6,402     5,198     4,320      2,232  
TRANSPORTATION...............................  (1,369)   (2,097)   (1,758)   (1,605)      (869) 
                                              -------   -------   -------   -------    -------  
  Exports....................................     575       891       659       631        319  
  Imports....................................   1,944     2,988     2,417     2,236      1,188  
  of which: Passenger........................    (117)      (73)     (237)     (302)      (136) 
     Exports.................................      15       243        99        87         51  
     Imports.................................     132       316       336       389        187  
  of which: Freight..........................  (1,167)   (1,950)   (1,452)   (1,225)      (676) 
     Exports.................................     428       481       380       445        231  
     Imports.................................   1,595     2,431     1,832     1,670        907  
  of which: Other............................     (85)      (74)      (69)      (78)       (57) 
     Exports.................................     132       167       180        99         37  
     Imports.................................     217       241       249       177         94  
TRAVEL.......................................   1,246     1,129       494       869        322  
                                              -------   -------   -------   -------    -------  
  Exports....................................   2,554     2,134     1,723     1,740        712  
  Imports....................................   1,308     1,005     1,229       871        390  
COMMUNICATION SERVICES.......................    (307)      (79)      113       224        115  
                                              -------   -------   -------   -------    -------  
  Exports....................................     424       182       328       310        169  
  Imports....................................     731       261       215        86         54  
CONSTRUCTION SERVICES........................    (108)      (27)     (235)      (95)       (15) 
                                              -------   -------   -------   -------    -------  
  Exports....................................      58        97        64        28         16  
  Imports....................................     166       124       299       123         31  
INSURANCE SERVICES...........................     (30)      (96)      (75)     (259)       (98) 
                                              -------   -------   -------   -------    -------  
  Exports....................................      51        66        48        35         42  
  Imports....................................      81       162       123       294        140  
FINANCIAL SERVICES...........................    (250)     (389)      (42)      (13)       (10) 
                                              -------   -------   -------   -------    -------  
  Exports....................................      67        80        33        32         16  
  Imports....................................     317       469        75        45         26  
COMPUTER AND INFORMATION SERVICES............     (38)      (18)      (61)      (25)       (10) 
                                              -------   -------   -------   -------    -------  
  Exports....................................      57        76        22        21         11  
  Imports....................................      95        94        83        46         21  
ROYALTIES AND LICENSE FEES...................    (104)     (190)     (158)     (229)      (140) 
                                              -------   -------   -------   -------    -------  
  Exports....................................       6         7         1         1          0  
  Imports....................................     110       197       159       230        140  

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                                                                                      FIRST SIX 
                                                                                        MONTHS  
                                               1999      2000      2001      2002        2003   
                                              -------   -------   -------   -------   ----------
                                                                (IN MILLIONS)                   
                                                                                                
OTHER BUSINESS SERVICES......................  (1,672)     (595)     (320)     (139)      (120) 
                                              -------   -------   -------   -------    -------  
  Exports....................................     929       359       219       224        105  
  Imports....................................   2,601       954       539       363        225  
     Merchanting and other trade-related                                                        
       services..............................    (230)     (200)       16        29         (5) 
       Exports...............................     186        59        24        35          5  
       Imports...............................     416       259         8         6         10  
     Operational leasing services............     (47)      (58)      (61)      (16)       (10) 
       Exports...............................      15        23        10         7          7  
       Imports...............................      62        81        71        23         17  
     Misc. business, professional and                                                           
       technical services....................  (1,395)     (337)     (275)     (152)      (105) 
       Exports...............................     728       277       185       182         93  
       Imports...............................   2,123       614       460       334        198  
     Personal, cultural and recreational.....     (81)      (87)      (42)      (10)        (2) 
       Exports...............................      58        43        15         7          5  
       Imports...............................     139       130        57        17          7  
     Audio-visual and related................      (3)       (9)      (10)      (10)        (2) 
       Exports...............................      14        15         6         6          5  
       Imports...............................      17        24        16        16          7  
     Other personal, cultural and                                                               
       recreational services.................     (78)      (78)      (32)        0          0  
       Exports...............................      44        28         9         1          0  
       Imports...............................     122       106        41         1          0  
GOVERNMENT SERVICES..........................       1        19        34        18          0  
                                              -------   -------   -------   -------    -------  
  Exports....................................      24        37        36        27         10  
  Imports....................................      23        18         2         9         10  

---------------                                                                 

Source: Bangko Sentral.                                                         

In 1999, under the BPM5 framework, the services account recorded a net
outflow of $2.7 billion following higher service payments. Net outflows were    
noted in transportation, communication, construction, insurance, financial,     
computer and information, royalties and license fees, and other personal,       
cultural and recreational services with the exception of travel services, which 
recorded a net inflow of $1.2 billion.                                          

     In 2000, the services trade account recorded a net outflow of $2.4 billion,
10.4% lower than the net outflow of $2.7 billion in 1999. This development was  
due to lower net outflows in communication, construction, miscellaneous         
business, professional and technical services, computer and information and     
other trade-related services.                                                   

     In 2001, the services trade account recorded a net outflow of $2.1 billion,
15.6% lower than the $2.4 billion deficit recorded in 2000. The reduction in the
deficit from 2001 was due mainly to the lower net outflows in freight following 
the decline in good imports, royalties and fees, financial services and other   
business services. The reversal in communication services account from a net    
outflow to a net inflow also contributed to the narrower deficit.               

     In 2002, the services trade account recorded a net outflow of $1.3 billion,
38.3% lower than the level in the comparable period in 2001. The narrowing of   
the deficit was triggered by lower net payments for                             

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transportation services, construction services and miscellaneous business,      
professional and technical services. Meanwhile, net receipts from travel        
services, which rose by 75.9% to $869 million, helped trim the net outflow in   
the services account. The lower travel payments reflected in part the weaker    
peso and the Government program to promote local tourism.                       

   In the first six months of 2003, the trade-in-services account recorded a
net outflow of $827 million, an increase of 56.3% over a net outflow of $529    
million in the same period in 2002. The higher outflow was due to a significant 
decrease in travel receipts, reflecting the slowdown in the global economy,     
tension in the Middle East, the outbreak of SARS in the Asian region and        
domestic security concerns, as well as a rise in freight payments.              

 Income.  The following table sets out the Republic's income compiled in
accordance with the BPM5 framework for the periods indicated. Prior to the      
adoption of the BPM5 framework, income was included in services trade. Entries  
with "zero" balances indicate either that there are no relevant transactions    
during the period or that the Republic has not yet begun to track and record the
relevant entry.                                                                 

INCOME

                                                        [Enlarge/Download Table]

                                                                                      FIRST SIX 
                                                                                        MONTHS  
                                               1999      2000      2001      2002        2003   
                                              -------   -------   -------   -------   ----------
                                                                (IN MILLIONS)                   
                                                                                                
TOTAL INCOME................................. $ 4,460   $ 4,437   $ 3,669   $ 4,550      2,698  
                                              =======   =======   =======   =======    =======  
  Receipts...................................   8,082     7,804     7,804     7,931      4,287  
  Disbursements..............................   3,622     3,367     3,367     3,381      1,589  
COMPENSATION OF EMPLOYEES, INCL. BORDER,                                                        
  SEASONAL AND OTHER WORKERS.................   6,794     6,050     6,031     7,171      3,880  
                                              -------   -------   -------   -------    -------  
  Receipts...................................   6,794     6,050     6,031     7,171      3,880  
  Disbursements..............................       0         0         0         0          0  
INVESTMENT INCOME............................  (2,334)   (1,613)   (2,362)   (2,621)    (1,182) 
                                              -------   -------   -------   -------    -------  
  Receipts...................................   1,288     1,754     1,121       760        407  
  Disbursements..............................   3,622     3,367     3,483     3,381      1,589  
  Direct investment income...................    (594)     (122)     (608)     (792)      (364) 
     Receipts................................      35        57        10        18          4  
     Disbursements...........................     629       179       618       810        368  
     Income on equity........................    (554)      (66)     (527)     (770)      (334) 
       Receipts..............................      35        57        10        18          4  
       Disbursements.........................     589       123       537       788        338  
       Dividends and distributed branch                                                         
          profits............................    (184)     (240)     (654)     (650)      (334) 
          Receipts...........................      35        57        10        18          4  
          Disbursements......................     219       297       664       668        338  
       Reinvested earnings and undistributed                                                    
          branch profits.....................    (370)     (174)     (127)     (120)         0  
          Receipts...........................       0         0         0         0          0  
          Disbursements......................     370       174      (127)      120          0  
     Income on debt (interest)...............      40       (56)      (81)      (22)       (30) 
       Receipts..............................       0         0         0         0          0  
       Disbursements.........................      40        56        81        22         30  

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                                                                                    FIRST SIX 
                                                                                      MONTHS  
                                             1999      2000      2001      2002        2003   
                                            -------   -------   -------   -------   ----------
                                                              (IN MILLIONS)                   
                                                                                              
Portfolio investment income................    (622)     (571)     (545)     (746)      (289) 
   Receipts................................     451       645       634       425        278  
   Disbursements...........................   1,073     1,216     1,179     1,171        567  
   Income on equity (dividends)............     (22)       (8)      (23)      (16)       (20) 
     Receipts..............................      16         8         6         0          0  
     Disbursements.........................      38        16        29        16         20  
   Income on debt (interest)...............    (600)     (563)     (522)     (730)      (269) 
     Receipts..............................     435       637       628       425        278  
     Disbursements.........................   1,035     1,200     1,150     1,155        547  
     Bonds and notes.......................    (546)     (555)     (554)     (739)      (290) 
        Receipts...........................     430       621       584       413        257  
        Disbursements......................     976     1,176     1,138     1,152        547  
     Monetary authorities..................     180       305       304       141        160  
        Receipts...........................     266       443       417       297        214  
        Disbursements......................      86       138       113       155         54  
     General government....................    (575)     (586)     (642)     (701)      (343) 
        Receipts...........................       0         0         0         0          0  
        Disbursements......................     575       586       642       701        343  
     Banks.................................      35         0         0         0          0  
        Receipts...........................      35         0         0         0          0  
        Disbursements......................       0         0         0         0          0  
     Other sectors.........................    (186)     (274)     (216)     (179)      (107) 
        Receipts...........................     129       178       167       116         43  
        Disbursements......................     315       452       383       295        150  
   Money market instruments................     (54)       (8)       32         9         21  
     Receipts..............................       5        16        44        12         21  
     Disbursements.........................      59        24        12         3          0  
     Monetary authorities..................      (5)       (5)        0         0          0  
        Receipts...........................       0         0         0         0          0  
        Disbursements......................       5         5         0         0          0  
     General government....................       0         0         0         0          0  
        Receipts...........................       0         0         0         0          0  
        Disbursements......................       0         0         0         0          0  
     Banks.................................       0         0         0         0          0  
        Receipts...........................       0         0         0         0          0  
        Disbursements......................       0         0         0         0          0  
     Other sectors.........................     (54)       (3)       32         9         21  
        Receipts...........................       5        16        44        12         21  
        Disbursements......................      59        19        12         3          0  
   Other investment income.................  (1,118)     (920)   (1,209)   (1,083)      (529) 
     Receipts..............................     802     1,052       477       317        125  
     Disbursements.........................   1,920     1,972     1,686     1,400        654  

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                                                                               FIRST SIX 
                                                                                 MONTHS  
                                        1999      2000      2001      2002        2003   
                                       -------   -------   -------   -------   ----------
                                                         (IN MILLIONS)                   
                                                                                         
Monetary authorities..................     129       227       (31)      (45)       (19) 
   Receipts...........................     313       472       232       116         46  
   Disbursements......................     184       245       263       161         65  
General government....................    (873)     (789)     (724)     (621)      (304) 
   Receipts...........................       0         0         0         0          0  
   Disbursements......................     873       789       724       621        304  
Banks.................................     (91)       56      (102)     (120)       (59) 
   Receipts...........................     410       503       206       144         63  
   Disbursements......................     501       447       308       264        122  
Other sectors.........................    (283)     (414)     (352)     (297)      (147) 
   Receipts...........................      79        77        39        57         16  
   Disbursements......................     362       491       391       354        163  

     In 2002, the surplus in the income account increased by 24.0% from its $3.7
billion mark for 2001 to reach $4.5 billion. In 2002, the investment income     
account yielded a net outflow of $2.6 billion, which represented an increase of 
11.0% from the net outflow recorded in 2001, as interest payments on portfolio  
and other investments fell with the continued drop in global interest rates.    

Remittances from overseas Filipino workers amounted to $7.2 billion in
2002, an increase of 18.9% from 2001. The income account's recorded surplus of  
$4.5 billion was propelled by the 2.6% rise in the number of overseas Filipino  
workers, especially in the Middle East, Europe, and Asia. As the global economic
slowdown affects some of the countries where Filipinos are working, the         
Government has intensified its marketing efforts to increase hiring of Filipinos
abroad.                                                                         

    In the first six months of 2003, the income account posted a net inflow of
$2.7 billion, an 18.7% increase from the same period in 2002.                   

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Capital and Financial Account                                               

   Since the implementation of the BPM5 framework, the Capital and Financial
Account is now divided into three categories: direct investments, portfolio     
investments and other investments. The following table sets out the Republic's  
direct investments compiled in accordance with the BPM5 framework for the       
periods indicated. Entries with "zero" balances indicate either that there are  
no relevant transactions during the period or that the Republic has not yet     
begun to track and record the relevant entry.                                   

DIRECT INVESTMENTS

                                                        [Enlarge/Download Table]

                                                                                      FIRST SIX
                                                                                       MONTHS  
                                                    1999     2000     2001     2002     2003   
                                                   ------   ------   ------   ------  ---------
                                                                   (IN MILLIONS)               
                                                                                               
TOTAL DIRECT INVESTMENTS.......................... $1,754   $1,453   $1,142   $1,026    $ 10   
                                                   ======   ======   ======   ======    ====   
ASSETS: RESIDENTS' INVESTMENTS ABROAD.............    (29)    (108)    (160)      86      51   
                                                   ------   ------   ------   ------    ----   
  Equity capital..................................    (45)     (95)    (162)      77      52   
     Claims on affiliated enterprises.............    (45)     (95)    (162)      77      52   
       Placements.................................     63       46       33       85      64   
       Withdrawals................................    108      141      195        8      12   
     Liabilities to affiliated enterprises........      0        0        0        0       0   
  Reinvested earnings.............................      0        0        0        0       0   
  Other capital...................................     16      (13)       2        8      (1)  
LIABILITIES: NON-RESIDENTS' INVESTMENTS IN THE                                                 
  PHILIPPINES.....................................  1,725    1,345      982    1,111      61   
                                                   ------   ------   ------   ------    ----   
  Equity capital..................................  1,145    1,024      628      945     121   
     Liabilities to direct investors..............  1,145    1,024      628      945     121   
       Placements.................................  1,267    1,209      697      995     163   
       Withdrawals................................    122      185       69       50      42   
  Reinvested earnings.............................    370      (74)    (127)     120       0   
     Other capital................................    210      495      481       46     (60)  
     Claims on direct investors...................      0        0        0        0       0   
  Liabilities to direct investors.................    210      495      481       46      60   

---------------                                                                 

Source: Bangko Sentral.                                                         

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    The following table sets out the Republic's portfolio investments compiled
in accordance with the BPM5 framework for the periods indicated. Entries with   
"zero" balances indicate either that there are no relevant transactions during  
the period or that the Republic has not yet begun to track and record the       
relevant entry.                                                                 

PORTFOLIO INVESTMENTS 

                                                        [Enlarge/Download Table]

                                                                                    FIRST SIX 
                                                                                      MONTHS  
                                                 1999     2000      2001     2002      2003   
                                                -------  -------   ------   ------  ----------
                                                                (IN MILLIONS)                 
                                                                                              
TOTAL PORTFOLIO INVESTMENTS.................... $ 6,874  $   207   $1,050   $1,912    $  258  
                                                =======  =======   ======   ======    ======  
ASSETS: RESIDENTS' INVESTMENTS ABROAD..........     807      812      399      369     1,374  
                                                -------  -------   ------   ------    ------  
  Equity securities............................      55       42        4       21         1  
     Placements................................      75      219        4       23         1  
     Withdrawals...............................      20      177        0        2         0  
  Debt securities..............................     752      770      395      348     1,373  
     Banks.....................................     319      363      341      341       820  
     Other sectors.............................     433      407       54        7       553  
       Placements..............................     713    1,647    4,076    3,829     2,659  
       Withdrawals.............................     280    1,240    4,022    3,872     2,106  
LIABILITIES: NON-RESIDENTS' INVESTMENTS IN THE                                                
  PHILIPPINES..................................   7,681    1,019    1,449    2,281     1,632  
                                                -------  -------   ------   ------    ------  
  Equity securities............................   1,410     (183)     383      410       114  
     Placements................................  15,490    3,704    1,486    1,381       488  
     Withdrawals...............................  14,080    3,887    1,103      971       374  
  Debt securities..............................   6,271    1,202    1,066    1,071     1,518  
     Monetary authorities......................   1,158       88       11       55       208  
     General Government........................   2,912    2,223      950      999     1,154  
     Banks.....................................   1,031      326      239      368       187  
     Other sectors.............................   1,170   (1,435)    (134)     449       (31) 

---------------                                                                 

Source: Bangko Sentral.                                                         

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   The following table sets out the Republic's other investments compiled in
accordance with the BPM5 framework for the periods indicated. Entries with      
"zero" balances indicate either that there are no relevant transactions during  
the period or that the Republic has not yet begun to track and record the       
relevant entry.                                                                 

OTHER INVESTMENTS 

                                                        [Enlarge/Download Table]

                                                                                      FIRST SIX 
                                                                                        MONTHS  
                                               1999      2000      2001      2002        2003   
                                             --------   -------   -------   -------   ----------
                                                                (IN MILLIONS)                   
                                                                                                
TOTAL OTHER INVESTMENTS..................... $(10,953)  $(5,817)  $(3,260)  $(5,023)   $(2,696) 
                                             ========   =======   =======   =======    =======  
ASSETS: RESIDENTS' INVESTMENTS ABROAD.......   18,639    15,313    13,898    13,214      6,213  
                                             --------   -------   -------   -------    -------  
  Trade credits(1)..........................   16,381    17,401    13,774    12,880      5,659  
  Loans(2)..................................      257    (1,307)      830       346        335  
  Currency and deposits.....................    2,276      (759)     (509)      218        (53) 
     Banks..................................      959      (936)   (1,098)     (490)      (628) 
     Other sectors..........................    1,317       177       589       708        575  
  Other assets(3)...........................     (275)      (22)     (197)     (230)       272  
LIABILITIES: NON-RESIDENTS' INVESTMENTS IN                                                      
  THE PHILIPPINES...........................    7,686     9,496    10,638     8,191      3,517  
                                             --------   -------   -------   -------    -------  
  Trade credits(1)..........................    9,958    10,260    10,981     9,958      3,988  
  Loans.....................................      575       354       178      (225)      (447) 
     Monetary authorities...................        0        51       177       (40)         2  
       Drawings(4)..........................        0       105       117       118        133  
       Repayments(4)........................        0        54        50       158        131  
     General Government.....................      340      (125)       16      (131)       (59) 
       Drawings(4)..........................    1,465       933       931       870        473  
       Repayments(4)........................    1,125     1,058       915     1,001        532  
     Banks(5)...............................      626      (250)     (647)      920       (676) 
     Other sectors..........................     (391)      678       692      (974)       286  
       Long-term............................     (494)      952       916      (780)      (349) 
          Drawings..........................    2,610     2,428     3,142     1,030        725  
          Repayments........................    3,104     1,476     2,226     1,810      1,074  
       Short-term...........................      103      (274)     (224)     (194)       635  
  Currency and deposits(6)..................   (2,629)   (1,286)      401    (1,637)      (208) 
  Other Liabilities(7)......................     (218)      168      (922)       95        184  

---------------                                                                 

Source: Bangko Sentral.                                                         

(1) All trade credits are short-term credits in non-governmental sectors.       

(2) All loans are short-term bank loans.                                        

(3) All other assets are bank assets.                                           

(4) Long-term loans.                                                            

(5) Short-term loans.                                                           

(6) All bank currency and deposits.                                             

(7) All short-term bank liabilities.                                            

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    The following discussion of the balance of payments for 2000 and 2001 does
not reflect the recent revisions to the Republic's balance of payments. In      
particular, the discussion of balance of payments for 2001 compares only        
previously reported 2001 and 2000 data. However, the discussions of the 2002 and
2003 balance of payments reflect all recent revisions.                          

   Domestic macroeconomic policies and structural reforms have significantly
affected the flow of foreign investment into the Philippines. The Foreign       
Investment Act of 1991, as amended, introduced a more favorable investment      
environment to the Philippines. The act permits foreigners to own 100% of       
Philippine enterprises, except in certain specified areas included in a         
"negative list" with respect to which the Constitution or applicable statute    
limits foreign ownership, generally to a maximum of 40% of the entreprise's     
equity capital. The Constitution also prohibits foreign ownership in certain    
sectors, such as the media.                                                     

    In 1999, net investment inflows declined by 20.5% to $1.3 billion compared
to $1.6 billion in 1998. New foreign direct investments declined by 23.9% to    
$1.2 billion, compared with $1.6 billion for 1998. In 1999, under the BPM5      
framework, a net outflow of $1.8 billion was registered in the capital and      
financial account due to the net outflow of $9.5 billion in the other investment
accounts. The continued inflows of direct and portfolio investments, on the     
other hand, cushioned the impact of these outflows.                             

    In 2000, under the BPM5 framework the net outflow in the financial account
reached $6.5 billion, an increase of 262.5% from the net outflow of $1.8 billion
recorded in 1999. However, sustained net inflows of both direct and portfolio   
investments mitigated the contraction in the financial account. This developed  
due to the net outflows posted in the portfolio and other investment accounts.  

     In 2001, the financial account registered a net outflow of $1.1 billion, an
83.6% decline from the net outflow of $6.5 million recorded in 2000. The direct 
investment account posted a sustained net inflow, while the portfolio investment
account gained strength as it made a turnaround to a net inflow of $1.1 billion 
in 2001. Meanwhile, the cumulative net outflow in the other investment account  
of $3.3 billion was 57.9% lower than the $7.7 billion in 2001.                  

In 2002, the net outflow in the capital and financial account almost  
doubled to $2.1 billion (including a net outflow of $19 million from the capital
account). The expansion of the net inflow in the portfolio investment account to
$1.9 billion from a net inflow of $1.1 billion in 2001 (due to success in the   
capital markets of the government and GOCCs) dampened the negative impact of the
higher net outflow of other investment and the lower net inflow of direct       
investments.                                                                    

  Non-residents' investments in the Philippines increased by 39.5% to $3.4
billion in 2002 due mainly to the investment of $544 million worth of shares by 
a Japanese firm in the San Miguel Corporation, a domestic brewery company, in   
March 2002. The remaining investment was directed to other manufacturing        
companies, financial institutions, mining corporations and construction         
companies.                                                                      

   Non-residents' direct investments in equity capital increased by 50.5% to
$945 million during 2002. The bulk of non-residents' equity investments came    
from Japan, including the investment of $544 million in San Miguel in March     
2002. Additional investments were directed to other manufacturing companies,    
financial institutions, mining corporations and construction companies. The     
major sources of direct investments were the US, the United Kingdom, Singapore  
and Taiwan.                                                                     

 In 2002, the portfolio investments account yielded a net inflow of $1.9
billion compared to the net inflow of $1.1 billion in 2001, due mainly to the   
higher non-residents' investments in resident-issued foreign-denominated debt   
securities, particularly government-issued medium-term bonds. Meanwhile, net    
inflows of non-residents' investments in equity securities rose slightly by 7.0%
to $410 million in 2002.                                                        

    The net outflow in other investments increased by 54.1% to $5.0 billion in
2002. This developed mainly because of withdrawals by non-residents of their    
maturing foreign currency deposits, as well as increased deposits abroad by     
resident non-banks -- most of which were corporations involved in               
build-operate-transfer schemes -- to fund their debt service and import         
payments.                                                                       

In the first six months of 2003, the net outflow in the capital and   
financial account was $2.4 billion, compared to a net inflow of $1.7 billion net
inflow in the same period of 2002. This reversal was due to net                 
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outflow of direct investment, increased net outflow of other investments and    
decreased net inflow of portfolio investments, reflecting a weakened global     
economy and the higher net repayment of loans.                                  

 The direct investment account posted a net inflow of $10 million in the
first six months of 2003, a decline from the net inflow of $847 million in the  
same period of 2002. This decline was the result of a drop in non-residents'    
investment in equity capital and a decline in new capital during the first six  
months of 2003.                                                                 

     Portfolio investments in the first six months of 2003 recorded a net inflow
of $258 million, representing an 85.6% decrease from the net inflow of $1.8     
billion in the same period in 2002. Non-residents' investments in both equity   
and debt securities contracted during this period, due to investors' concerns   
over geopolitical uncertainties.                                                

    In the first six months of 2003 the other investment account posted a $2.7
billion net outflow, almost three times the $944 million outflow for the same   
period in 2002. The larger net outflow resulted from the higher net repayment of
loans, particularly maturing borrowings and interbank placements, as well as the
withdrawal of foreign currency deposits from local banks.                       

     Over the past few years, the Government has undertaken a number of programs
to encourage capital investment, including introducing build-operate-transfer   
programs, reforming the legal regimes governing foreign investment and the      
foreign exchange payment system and restructuring the tariff regime. In August  
1995, the Government implemented a schedule of tariff reductions to correct     
distortions caused by past policies. Rates will be reduced to 3% for raw        
materials and to 10% for finished goods by 2003, and tariffs will be further    
adjusted to a range from 0% to 5% by 2004. The Philippines also lifted          
quantitative restrictions on all regulated agricultural products, except rice,  
and replaced them with tariffs permitted under the Uruguay Round agreements.    

The Philippines is also a member of the ASEAN Free Trade Area, which  
provides for the gradual reduction to 5% or less or elimination of tariffs in   
2003 on the trade of goods among ASEAN countries pursuant to a Common Effective 
Preferential Tariff scheme. Currently, the Philippines restricts imports of     
certain products only for reasons of health, security, safety and environmental 
protection.                                                                     

    The Republic's Board of Investments coordinates with national agencies and
local Governments on investment policies and procedures and establishes and     
administers annual investment priority plans to promote certain sectors of the  
economy by providing special investment incentives to specific industries. The  
Government's 2001 Investments Priorities Plan is working to alleviate poverty,  
promote economic health, and improve business competitiveness in e-commerce.    

 In March 2000, the Retail Trade Liberalization Act was enacted. The law
aims to promote efficiency and competition among domestic industries and foreign
competitors and better service and lower prices for consumers. Prior to its     
enactment, only citizens of the Philippines and corporations wholly owned by    
Filipino citizens could own a retail business in the Philippines. Under the law,
a foreigner is allowed to own 100% of a retail business in the Philippines      
provided it makes an investment of at least $7.5 million in the Philippines. If 
a foreigner makes an investment of between $2.5 million to $7.5 million, the    
foreigner is allowed to own up to 60% of the retail business in the Philippines 
for the first two years.                                                        

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The following table sets out foreign investment in the Philippines    
registered with Bangko Sentral by sector.                                       

FOREIGN EQUITY INVESTMENTS REGISTERED 
WITH BANGKO SENTRAL BY SECTOR 

                                                        [Enlarge/Download Table]

                                                                                    FIRST SIX 
                                                                                      MONTHS  
                                      1998     1999      2000      2001     2002       2003   
                                     ------  --------  --------   ------  --------  ----------
                                                           (IN MILLIONS)                      
                                                                                              
Banks and other financial                                                                     
  institutions...................... $193.1  $  258.3  $  483.9   $476.4  $  153.0    $ 64.7  
Manufacturing.......................  245.5   1,049.1     171.7    262.9     943.1     117.2  
Mining..............................  161.2      27.3     239.5     66.2     114.6       0.0  
Commerce and real estate............  161.9     166.3      62.3     23.2      26.6      49.7  
Services............................   12.1      16.7       5.2      8.4      21.5       8.0  
Public utilities....................   67.9     552.5     423.5     20.6     131.8       0.3  
Others(1)...........................   43.0      36.5      12.2      0.2      40.9       8.1  
                                     ------  --------  --------   ------  --------    ------  
Total investments................... $884.7  $2,106.7  $1,398.2   $857.8  $1,431.5    $248.0  
                                     ======  ========  ========   ======  ========    ======  

---------------                                                                 

Source: International Operations Department, Bangko Sentral.                    

(1) Includes construction and agriculture, fishery and forestry.                

INTERNATIONAL RESERVES                                                        

 The following table sets out the gross international reserves of Bangko
Sentral, compiled in a manner consistent with the revised balance of payments   
framework and the treatment of IMF accounts in the monetary survey published in 
the IMF's International Financial Statistics.                                   

GROSS INTERNATIONAL RESERVES OF BANGKO SENTRAL

                                                        [Enlarge/Download Table]

                                                                                        AS OF   
                                                  AS OF DECEMBER 31,                  AUGUST 31,
                                    -----------------------------------------------   ----------
                                    1998(1)   1999(1)   2000(2)    2001      2002      2003(3)  
                                    -------   -------   -------   -------   -------   ----------
                                     (IN MILLIONS, EXCEPT MONTHS AND PERCENTAGES)               
                                                                                                
Gold(4)............................ $ 1,569   $ 1,782   $ 1,973   $ 2,216   $ 3,036    $ 3,280  
SDRs...............................       1        19         2        14        10          2  
Foreign investments(5).............   8,738    12,881    12,371    12,786    12,570     12,382  
Foreign exchange...................     376       222       565       533       445        387  
Reserve position in the IMF(6).....     122       120       113       109       118        120  
                                    -------   -------   -------   -------   -------    -------  
Total.............................. $10,806   $15,024   $15,024   $15,658   $16,180    $16,171  
                                    =======   =======   =======   =======   =======    =======  
Total as number of months of                                                                    
  imports of goods and services....     3.1       4.5       4.2       4.6       4.7        4.5  
Total as a % of short-term debt                                                                 
  Original maturity................   150.4%    261.5%    252.6%    258.9%    291.1%     247.9% 
  Residual maturity................    98.2     170.6     155.8     142.7     143.0      132.7  

---------------                                                                 

Source: International Operations Department, Bangko Sentral.                    

(1) Represents official figures from Bangko Sentral's Treasury Department under 
  the old system, which did not treat monetary gold (that is, gold available
to monetary authorities for use in foreign exchange and other financial 
transactions) under the swap arrangements as part of gross international
reserves.                                                               

(2) Beginning January 2000, a new system was adopted, revising the treatment of 
monetary gold under swap arrangements, including it as part of gross    
international reserves. For purposes of comparison with 2000 data, the  
revised treatment of monetary gold (that is,                            

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    gold available to monetary authorities for use in foreign exchange and other
  financial transactions) under the swap arrangements would have resulted in
an upward adjustment of the gross international reserves level as of    
December 31, 1999 to $15,107 million.                                   

(3) Preliminary.                                                                

(4) Of these amounts, 75.3% in 1998 and 83.3% in 1999 served as collateral for  
    gold-backed loans. Under the new accounting system adopted in 2000, 82.6% of
    the amount as of December 31, 2000, 85.7% as of December 31, 2001, and 62.6%
   as of December 31, 2002 served as collateral for gold-backed loans and gold
swap arrangements.                                                      

(5) Consists of time deposits, investments in securities issued or guaranteed by
government or international organizations and repurchase agreements.    

(6) The reserve position in the IMF is an off-balance sheet item and is recorded
by Bangko Sentral's Treasury Department as a contingent asset with a    
matching contingent liability.                                          

  The gross international reserves controlled by Bangko Sentral constitute
substantially all of the Philippines' official international reserves.          

Bangko Sentral occasionally enters into options with respect to gold, 
foreign exchange and foreign securities for purposes of managing yield or market
risk. It also enters into financial swap contracts to optimize yield on its gold
reserves.                                                                       

     In 1998, the Government took a number of steps to boost reserves, including
obtaining a $610 million one-year loan from a syndicate of mainly domestic banks
in September 1998 and drawing upon the $1.4 billion standby facility provided by
the IMF. The IMF disbursed $278 million under the stand-by facility in November 
1998 and $133 million in December 1998. In 1998, the reserve level was also     
increased by $500 million of foreign currency deposits with Bangko Sentral from 
foreign banks, $492 million in net proceeds from the Republic's global bond     
offering in April 1998, a $750 million club loan from a consortium of foreign   
banks, $210 million in net foreign exchange purchases by Bangko Sentral and     
increased investment inflows resulting from improvements in the currency        
markets. However, foreign exchange outlays of $1.9 billion by the Government and
$532 million by Bangko Sentral used to service maturing foreign obligations     
reduced reserve levels.                                                         

In 1999, gross international reserves increased significantly to reach
$15.0 billion as of the end of 1999, equivalent to 4.5 months of imports of     
goods and payment of services and income. The increase in reserve level was due 
to higher public sector borrowing, renewed private capital flows and stronger   
external trade performance. Among other reasons, the reserve level was increased
by the Republic's $1.2 billion global bond offerings in January and February    
1999, $350 million eurobond offering in March 1999, $292 million global bond    
offering in October 1999 and $400 million re-opening of its 2019 bonds in       
December 1999. Further, the IMF disbursed $130 million under the stand-by       
facility in March 1999 and $214 million in July 1999. In June 1999, the Republic
refinanced the $610 million syndicated loan facility it obtained in 1998 with   
three-year fixed and floating rate notes and, in December 1999, the Republic    
completed a $260 million eurobond offering to partially refinance the $610      
million one-year loan.                                                          

In January 2000, Bangko Sentral revised its method of accounting for  
international reserves at the recommendation of the IMF. Under the previous     
accounting system, a gold swap transaction was treated as a sale of gold which  
reduced the amount of gold holdings. Under the revised system, a gold swap      
transaction is treated as a loan transaction collateralized by gold that remains
a part of the international reserves. In addition, under the revised system, the
accrued interest payable on Bangko Sentral's short-term liabilities is netted   
out of gross international reserves when calculating net international reserves,
reducing the level of net international reserves.                               

As of December 31, 2000, gross international reserves stood at $15.0  
billion, equivalent to 4.2 months of imports of goods and payment of services   
and income. Major sources of foreign exchange inflows in 2000 were the          
Republic's $1.6 billion Yankee bond offering in March, a $500 million Bangko    
Sentral syndicated loan in April, a Y35 billion Samurai bond offering and a $400
million syndicated loan in October, a $200 million private placement of         
Yen-denominated eurobonds in November and a $200 million private placement of   
eurobonds in December. These inflows were partially offset by a decline in      
portfolio investments by non-residents from their 1999 levels. As of December   
31, 2000, net international reserves totalled $11.3 billion, compared to $11.9  
billion as of December 31, 1999 (after adjustment for the BPM5 framework).      

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As of December 31, 2001, gross international reserves rose to $15.7   
billion. The increase in gross international reserves during the year 2001 was  
attributed mainly to foreign exchange inflows arising from various foreign loans
and bond flotations. The various loans and bond flotations include, among       
others, the Republic's $199 million Floating Rate Notes due 2004; the Republic's
$100 million Facility Loan Agreement; the Republic's $220 million cross currency
swap; the Republic's $119 million Treasury Bills to pre-fund the Government's   
2002 requirements; the Asian Development Bank ("ADB") Non-Bank Financial Program
Loan of $75 million; the ADB Power Sector Loan of $100 million; the Republic's  
$444 million Fixed Rate Bonds due 2006; the Republic's Shibosai $365 million    
Fixed Rate Guaranteed Bonds due 2011; Bangko Sentral's $740 million 3-year Term 
Loan Facility; Bangko Sentral's $200 million Floating Rate Notes due 2003;      
Bangko Sentral's $550 million 9% Notes due 2005 and Bangko Sentral's $700       
million loan from other foreign financial institutions. The impact of these     
inflows was partly mitigated by the servicing of foreign exchange requirements  
of the Government and Bangko Sentral. Net international reserves totaled $11.4  
billion as of December 31, 2001.                                                

   Bangko Sentral's gross international reserves rose to $16.2 billion as of
December 31, 2002. This was a 3.3% increase as compared to the level at the end 
of December 2001 of $15.7 billion. The increase in gross international reserves 
during the period was due mainly to foreign exchange inflows in the form of net 
deposits by the Treasury. However, these were partly offset by outflows to meet 
the foreign exchange requirements of Bangko Sentral and the Republic. At        
December 31, 2002, Bangko Sentral's gross international reserves were adequate  
to cover 4.7 months' worth of imports of goods and payment of services and      
income. The level of reserves was 2.9 times the amount of the country's         
short-term external debt based on original maturity or, alternatively, 1.4 times
the amount of short-term external debt based on residual maturity. In 2002, the 
majority of reserves consisted of foreign investments (77.7%), while the balance
consisted of gold (18.8%), foreign exchange (2.8%), and combined SDRs and       
reserve position in the IMF (0.7%). Reserves (other than gold) were held in the 
following foreign currencies: US dollars (92.0%), Japanese yen (3.7%), pounds   
sterling (1.7%) and the balance (2.6%) in other foreign currencies.             

     Bangko Sentral's gross international reserves were $16.2 billion at the end
of August 2003, unchanged from $16.2 billion as of December 31, 2002. The       
end-August level is equivalent to 4.5 months of imports of goods and payments of
services and income and was 1.3 times the amount of short-term external         
obligations of the Republic based on residual maturity or 2.5 times the amount  
of short-term external debt of the Republic based on original maturity.         

 Net international reserves, as defined by Bangko Sentral, excludes from
gross international reserves both short-term foreign exchange liabilities and   
IMF credits. Bangko Sentral's net international reserves stood at $12.6 billion 
as of August 31, 2003, lower than the $12.8 billion as of December 31, 2002.    

     The preceding figures were not affected by the revised import data reported
by the inter-agency task force on the balance of payments. See "Balance of      
Payments -- Recent Revisions".                                                  

MONETARY SYSTEM                                                                 

   MONETARY POLICY.  In 1993, the Government established Bangko Sentral, the
Republic's central bank, pursuant to the New Central Bank Act. Bangko Sentral   
replaced the old Central Bank of the Philippines, which had incurred substantial
deficits in connection with:                                                    

     - quasi-fiscal activities, including entering into foreign exchange forward
      cover contracts and swaps with certain banks and Government corporations
     and assuming the foreign exchange liabilities of certain Government and
     private corporations during the Philippines' foreign exchange crisis in
the early 1980s;                                                  

- development banking and financing; and                              

     - open market operations financed by the issuance of domestic securities at
high interest rates.                                              

Bangko Sentral functions as an independent central monetary authority 
responsible for policies in the areas of money, banking and credit, as          
authorized under the New Central Bank Act. The New Central Bank                 

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Act prohibits Bangko Sentral from engaging in quasi-fiscal activities,          
commercial banking or development banking or financing. Additionally, Bangko    
Sentral does not engage in any commercial banking activities.                   

Bangko Sentral's primary objectives are to maintain price stability,  
monetary stability and the convertibility of the peso. To achieve its price     
stability objective, Bangko Sentral undertakes monetary management mainly       
through adjustments to policy rates and the conduct of open market operations,  
including the purchase and sale of Government securities, rediscounting         
transactions and adjustments in reserve requirements.                           

Bangko Sentral's functions include:                                   

- conducting monetary policy;                                         

- issuing the national currency;                                      

- managing foreign currency reserves;                                 

   - acting as depository for the Government, its political subdivisions and
instrumentalities and Government-owned corporations; and          

- regulating banks and quasi-banks in the Philippines.                

 The Government owns all of the capital stock of Bangko Sentral. A seven
member Monetary Board, comprised of Bangko Sentral's Governor, a member of the  
Cabinet designated by the President and five full-time private sector           
representatives, governs Bangko Sentral. The President appoints each of the     
seven Monetary Board members, except the Cabinet representative, to six-year    
terms.                                                                          

   Philippine law requires Bangko Sentral to maintain a net positive foreign
asset position. As of March 31, 2003, Bangko Sentral had total assets of P1,225 
billion, of which international reserves accounted for P850 billion. Bangko     
Sentral's remaining assets consist mainly of foreign exchange receivables, loans
and advances and Government securities, and its liabilities consist mainly of   
deposits of financial institutions, the Government and Government-owned         
corporations and foreign liabilities in the form of loans and bonds payable.    

   MONEY SUPPLY.  The following table presents certain information regarding
the Philippines' money supply:                                                  

MONEY SUPPLY

                                                        [Enlarge/Download Table]

                                                AS OF DECEMBER 31,                    AS OF JULY 31, 
                               ----------------------------------------------------   -------------- 
                                 1998       1999       2000       2001       2002        2003(1)     
                               --------   --------   --------   --------   --------   -------------- 
                                      (IN BILLIONS, EXCEPT FOR PERCENTAGES)                          
                                                                                                     
M1(2)                                                                                                
Currency in circulation.......   P146.1     P218.5     P192.3     P194.7     P220.0           P182.3 
Current account deposits......    135.4      175.6      194.7      193.3      250.0            259.7 
                               --------   --------   --------   --------   --------      ----------- 
Total.........................    281.5      394.1      387.0      388.0      470.1            442.0 
  percentage increase.........      9.0%        40%      (1.8)%      0.3%      21.2%             9.4%
M2(3)......................... P1,138.4   P1,357.9   P1,423.2   P1,521.1   P1,666.3         P1,603.2 
  percentage increase.........      8.0%      19.3%       4.8%       6.9%       9.5%             3.4%
M3(4)......................... P1,144.6   P1,365.1   P1,427.0   P1,525.0   P1,669.7         P1,606.8 
  percentage increase.........      7.4%      19.3%       4.6%       6.8%       9.5%             3.3%

---------------                                                                 

Source: Bangko Sentral, Department of Economic Research.                        

(1) Preliminary.                                                                

(2) Consists of currency in circulation and demand deposits.                    

(3) Consists of M1, savings deposits and time deposits.                         

(4) Consists of M2 and deposit substitutes.                                     

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  The Republic's money supply, as measured by domestic liquidity, was P1.7
trillion as of June 30, 2003, a 6.2% increase from June 30, 2002. This rate of  
growth in money supply was lower than the 9.5% growth from December 31, 2001 to 
December 31, 2002. The decrease in growth through June 2003 was attributed to   
the continuing effects of the increase in the liquidity reserve requirement for 
banks, the removal of the tiering scheme on banks' placements under the Bangko  
Sentral's Reverse Repurchase Facility, and a shift in deposits from peso        
accounts to foreign currency accounts.                                          

  The following table presents information regarding domestic interest and
deposit rates.                                                                  

DOMESTIC INTEREST AND DEPOSIT RATES 

                                                        [Enlarge/Download Table]

                                                    1998    1999    2000    2001    2002       2003   
                                                    -----   -----   -----   -----   -----   ----------
                                                      (WEIGHTED AVERAGES IN PERCENTAGES PER PERIOD)   
                                                                                                      
91-day Treasury bill rates......................... 15.3    10.2     9.9     9.9     5.4      6.1(1)  
90-day Manila Reference rate(2).................... 13.8    10.1     8.8    10.1     6.4      9.3(3)  
Bank average lending rates(4)...................... 18.4    11.8    10.9    12.4     8.9      9.5(3)  

---------------                                                                 

Source: Bangko Sentral, Department of Economic Research.                        

(1) First eight months.                                                         

(2) Based on promissory notes and time deposit transactions of sample commercial
banks.                                                                  

(3) First seven months.                                                         

(4) Starting in January 2002, monthly rates reflect the annual percentage       
equivalent of all commercial banks' actual monthly interest income on   
peso-denominated loans to the total outstanding levels of their         
peso-denominated demand/time loans, bills discounted, mortgage contract 
receivables and restructured loans.                                     

     MONETARY REGULATION. In 1998, Bangko Sentral sought to mitigate the effects
of the 1997 Asian financial crisis and avoid potential corporate bankruptcies by
encouraging reductions in bank lending rates. Bangko Sentral approved certain   
policies to ease liquidity in 1998, including the opening of a 30-day lending   
window, the opening of a swap window for banks without Government securities    
holdings, a reduction in the statutory reserve requirement from 13% to 10% and  
the purchase of Government securities at market prices. Even with these measures
in place, the average 91-day Treasury bill rate in 1998 was 15.3%, compared to  
13.1% in 1997.                                                                  

  In 1999, as Asian economies recovered more fully from the 1997 financial
crisis, Bangko Sentral adopted measures to reduce inflation and lower interest  
rates. In particular, Bangko Sentral decreased the liquidity reserve requirement
from 5% to 4% in April 1999 in order to lower bank intermediation costs and     
thereby reduce the banks' domestic lending rates. As the inflation rate eased   
from 11.5% in January 1999 to 6.7% for the full-year 1999, Bangko Sentral       
gradually reduced its overnight borrowing rate from 13.375% at the start of the 
year to 8.75% at the end of the year, and reduced its overnight lending rate    
from 15.375% at the start of the year to 12.0% at the end of the year. This was 
followed by a reduction in bank lending rates, from a range of 18.1% to 21.5% in
1998 to a range of 12.6% to 16.0% in 1999. Also, with the slowdown in inflation 
and the decline in interest rates, demand for government securities increased   
significantly. The 91-day Treasury bill rate declined steadily from 13.2% in    
January to 8.4% in August, before rising again to 8.9% in December amid         
uncertainty over potential Y2K disruption.                                      

    In 2000, Bangko Sentral sought to encourage price stability in the face of
threats to the Philippine economy, including a growing fiscal deficit, political
uncertainty related to the impeachment trial of former President Estrada,       
renewed fighting with rebel groups and instability in oil prices. The average   
inflation rate in 2000 declined to 4.4% from the 1999 average rate of 6.7%;     
however, inflation rose in the second half of 2000 to reach 6.7% in December    
2000, largely because of a sharp decline in the value of the peso and the       
tightened monetary policy of the US Federal Reserve. To help contain inflation, 
in October 2000, Bangko Sentral increased the overnight borrowing rate and the  
overnight lending rate (the "policy rates") to 15.0% and 17.25%, respectively,  
from 8.75% and 11% in January 2000. In October 2000, Bangko Sentral also        
increased banks' liquidity reserve requirements by 4 percentage points to curb  
speculation in the foreign exchange market. As a result of these tightening     
moves, the average 91-day Treasury bill rate rose from 8.9% in January          

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to 15.8% in November. The temporary tightening measures also helped to slow the 
growth in the inflation rate and stabilize the foreign exchange market. In      
December 2000, Bangko Sentral began a gradual easing of the monetary policy     
stance by reducing the policy rates by a total of 150 basis points to 13.5% and 
15.75% from the October 2000 levels of 15.0% and 17.25%. This induced a decline 
in interest rates, with the 91-day Treasury bill rate falling to 13.6% in       
December 2000.                                                                  

     In the first part of 2001, Bangko Sentral policy generally accommodated the
gradual slowdown in inflation while also seeking to ensure adequate liquidity.  
From January to May 2001, Bangko Sentral reduced policy rates by a total of 450 
basis points. These rates remained unchanged from May 18 to October 4, 2001. In 
July and August 2001, Bangko Sentral raised banks' liquidity reserve requirement
from 7% to 11%, and also reduced, from $10,000 to $5,000, the amount of US      
currency an individual could buy over-the-counter from banks without            
documentation. The measures were intended to siphon excess liquidity in the     
economy that could lead to higher inflation or be used to speculate on the peso.
In another measure to help ease pressure on the peso, the tiering system on     
banks' overnight placements with Bangko Sentral (initially adopted in June 2000)
was temporarily removed in August 2001.                                         

  In the months following the terrorist attacks of September 11, 2001, the
Bangko Sentral made no major changes to monetary policy, but continued to       
encourage bank lending and economic growth. In November 2001, the tiering       
structure for banks' overnight placements with Bangko Sentral was put back into 
place, and in December 2001, the rates under the tiering structure were modified
to 7.75% for placements of up to P5 billion, 5.75% for the next P5 billion, and 
3.75% for placements in excess of P10 billion. Bangko Sentral further reduced   
policy rates in the fourth quarter of 2001, resulting in a cumulative reduction 
of 575 basis points from December 2000. The reduction in policy rates in        
December was accompanied by a two percentage point reduction in banks' liquidity
reserve requirements intended to encourage a further reduction in market        
interest rates. At the end of 2001, the overnight borrowing rates and lending   
rates stood at 7.75% and 10.0%, respectively. Also, by December 2001, the 91-day
Treasury bill rate had declined to a monthly average of 8.9% from a monthly     
average of 13.6% in December 2000.                                              

    During the first three months of 2002, Bangko Sentral reduced policy rates
a total of 75 basis points to 7.0% and 9.25% for the overnight borrowing and    
lending rates, respectively. These were the lowest levels in the central bank's 
policy rates in 10 years. In January 2002, Bangko Sentral also reduced the      
liquidity reserve requirement by 2 percentage points to 7.0%, a move which      
restored liquidity reserves to their pre-July 2001 level. In March 2002, the    
tiered rates for banks' overnight placements with Bangko Sentral were lowered to
7.0% for placements of up to P5 billion, 4.0% for the next P5 billion, and 1.0% 
for placements in excess of P10 billion. To induce banks to channel the         
additional liquidity into lending for productive activities, the tiering scheme 
was also modified to cover placements in special deposit accounts.              

During the last nine months of 2002, Bangko Sentral kept policy rates 
unchanged. Although the inflation rate declined to its lowest level since 1987, 
monetary authorities recognized inflationary risks stemming from the            
Government's increased fiscal deficit and instability in the Middle East. At the
end of 2002, the overnight borrowing and lending rates remained unchanged from  
March 2002 at 7.0% and 9.25%, respectively. By December 2002, the 91-day        
Treasury bill rate had declined further to an average of 5.2% from an average of
8.9% in December 2001.                                                          

   In 2003, Bangko Sentral has pursued a monetary policy targeting inflation
rather than foreign exchange rates. Inflation rates in 2003 have so far remained
well below the Government's target of 4.5-5.5%. On March 17, 2003, in a measure 
intended to increase liquidity in the credit markets, Bangko Sentral approved   
guidelines that would allow local banks to issue US-dollar denominated unsecured
subordinated debt, in addition to such debt denominated in pesos. On March 20,  
2003, Bangko Sentral removed the tiering structure to avoid inflationary risks  
caused by a decline in the relative value of the peso. Also, on March 21, 2003, 
Bangko Sentral raised banks' liquidity reserve requirement to 8.0%. On July 2,  
2003, Bangko Sentral lowered its policy rates by 25 basis points to 6.75%, their
lowest levels since 1992. At the same time, the tiered rates for banks'         
overnight placements with Bangko Sentral were reinstated as follows: 6.75% for  
placements of up to P5 billion, 3.75% for the next P5 billion, and 0.75% for    
placements in excess of P10 billion. However, on                                

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August 28, 2003, Bangko Sentral again removed the tiering structure on rates for
overnight placements. The overnight borrowing and lending rates currently stand 
at 6.75% and 9.0%, respectively.                                                

     The Monetary Board expects inflation to remain stable for the rest of 2003.
Despite recent instability in the financial markets caused by the military      
incident on July 27, 2003, the Monetary Board expects that the incident will    
have a minimal effect on output and inflation. See "Recent Political            
Developments -- Military Incident in Manila".                                   

   Overall, the benchmark 91-day Treasury bill rate declined from an average
of 15.3% in 1998 to 10.2% in 1999, 9.9% in 2000, 9.9% in 2001, and 5.4% in 2002.
As of August 18, 2003, the 91-day Treasury bill rate had further declined to    
5.2%.                                                                           

     Commercial bank lending rates also eased steadily over the past four years,
from an average range of 18.1-21.5% in 1998, to 12.6-16.0% in 1999, 12.9-15.6%  
in 2000, 13.7-15.3% in 2001, and 8.7-10.4% in 2002. In July 2003, commercial    
bank lending rates ranged from 8.6% to 10.2%.                                   

   FOREIGN EXCHANGE SYSTEM.  The Republic maintains a floating exchange rate
system under which market forces determine the exchange rate for the peso.      
Bangko Sentral may, however, intervene in the market to maintain orderly market 
conditions and limit sharp fluctuations in the exchange rate.                   

     The following table sets out exchange rate information between the peso and
the US dollar.                                                                  

EXCHANGE RATES OF PESO PER US DOLLAR

                                                                [Download Table]

                                                             PERIOD    PERIOD  
YEAR                                                          END    AVERAGE(1)
----                                                         ------  ----------
                                                                               
1998........................................................ 39.059    40.893  
1999........................................................ 40.313    39.089  
2000........................................................ 49.998    44.194  
2001........................................................ 50.404    50.993  
2002........................................................ 53.096    51.604  
2003 (first eight months)................................... 55.113    53.706  

---------------                                                                 

Source: Reference Exchange Rate Bulletin, Treasury Department, Bangko Sentral.  

(1) The average of the monthly average exchange rates for each month of the     
applicable period.                                                      

Foreign exchange may be freely sold and purchased outside the banking 
system and deposited in foreign currency accounts. Both residents and           
non-residents may maintain foreign currency deposit accounts with authorized    
banks in the Philippines, and residents may maintain deposits abroad without    
restriction.                                                                    

Payments related to foreign loans registered with Bangko Sentral and  
foreign investments approved by or registered with Bangko Sentral may be        
serviced with foreign exchange purchased from authorized agent banks. Bangko    
Sentral must approve and register all outgoing investments by residents         
exceeding $6 million per investor per year if the funds will be sourced from the
banking system. For a discussion of Bangko Sentral's loan approval regime, see  
"The Philippine Financial System -- Foreign Currency Loans".                    

While the Government imposes no currency requirements for outgoing    
payments, all exchange proceeds from exports, services and investments must be  
obtained in any of 22 prescribed currencies. Authorized agent banks may convert 
the acceptable currencies to pesos.                                             

   Individual or corporate non-residents may open peso bank accounts without
Bangko Sentral's approval. The export or electronic transfer out of the         
Philippines of peso amounts exceeding P10,000 requires prior authorization from 
Bangko Sentral.                                                                 

The value of the peso relative to the US dollar and other foreign     
currencies declined substantially in 1997 and early 1998. Bangko Sentral        
initially responded to the peso depreciation in July 1997 by increasing its     
sales of US dollars and raising interest rates. When sales of pesos remained    
stronger than expected, Bangko Sentral                                          

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allowed the peso to float on July 11, 1997. The value of the peso then declined 
over time, reaching a low of P45.42 per US dollar on January 8, 1998. As the    
Government implemented various monetary and fiscal policies to curb speculation 
and restore confidence in the economy, the peso began to strengthen. On December
31, 1998, Bangko Sentral's reference exchange rate was P39.06 per US dollar and 
on December 31, 1999, the exchange rate was P40.31 per US dollar.               

     In 2000, the peso's value declined significantly. For the first four months
of 2000, the peso-dollar rate was relatively stable, averaging P40.78 per US    
dollar. However, the exchange rate began to exhibit volatility starting in      
mid-May and exceeded P45.00 per US dollar on July 27, 2000. It reached a record 
average low of P51.68 per US dollar in November 2000. The peso recovered briefly
in November, bringing the rate up to P49.39 per US dollar on November 29, 2000. 
This trend, however, was not sustained as the peso depreciated to an average of 
P49.99 per US dollar by the end of 2000. The weakness of the peso in 2000 was   
attributed mainly to the rise in US interest rates, concerns over the rising    
fiscal deficit, the conflict in Mindanao, and the ensuing political             
uncertainties surrounding the impeachment trial of former President Estrada.    

The peso depreciated further in 2001. From P50.00 per US dollar at    
end-2000, transitory shocks caused the peso to reach a low of P55.01 per US     
dollar on January 19, 2001. The peso strengthened thereafter and was relatively 
stable for most of February and March. From early April, however, the peso      
traded in the P50-P51 per US dollar range. The pressure on the peso again       
intensified starting late June until the first week of August, but the peso     
subsequently appreciated to an average of P51.25 per US dollar in September,    
from an average of P53.22 per US dollar in July. The peso weakened again        
starting the second week of October before appreciating towards the latter part 
of December as market conditions stabilized. Overall, during 2001 the peso      
depreciated by 13.8% compared to the average peso-dollar exchange rate for 2000.
The fluctuations in the peso-dollar rate during 2001 were caused by the         
political crisis involving the impeachment proceedings of the former President, 
the economic slowdown in the US and in Japan and heightened uncertainty after   
the September 11 terrorist attacks in the United States.                        

    Since reaching P49.34 per US dollar on May 20, 2002, the peso has steadily
depreciated. The peso declined in value from P53.25 per US dollar at the end of 
December 2002 to a monthly average of P53.40 per US dollar in June 2003, then   
depreciated further to P55.53 per US dollar on August 27, 2003. The decline in  
the peso during July and August 2003 was due to lowered credit ratings and      
several recent political developments in the Philippines. These political events
include the July 27 military incident in Manila, the Court of Appeals' order to 
suspend Bangko Sentral Governor Rafael Buenaventura and other central bank      
officials for one year, and money laundering accusations by a senator against   
Jose Miguel Arroyo, the husband of President Arroyo. See "Recent Developments". 
As of September 23, 2003, the peso had recovered slightly to P55.04 per US      
dollar.                                                                         

  On March 13, 2003, in a measure intended to reduce currency speculation,
Bangko Sentral reduced the amount of US dollars that banks are allowed to buy in
the currency spot market. In particular, Bangko Sentral lowered the amount of US
dollars that a bank could purchase above clients' requirements to $5 million or 
2.5% of the bank's unimpaired capital, whichever is lower. This                 
"overbought-limit" had previously been set at the lesser of $10 million or 5% of
the bank's unimpaired capital. In March 2003, Bangko Sentral also limited to six
months the duration of forward contracts to cover long-term currency            
requirements; however, Bangko Sentral continues to encourage the use of forward 
currency contracts as insurance against currency fluctuations and as an         
alternative to the direct purchase of foreign currency in the market. Also in   
March 2003, in measures designed to siphon liquidity from the monetary system,  
Bangko Sentral removed the tiered rate structure for overnight placements (later
restored in June 2003 and once again removed in August 2003) and reduced the    
liquidity reserve requirement to 8.0%. See "Monetary System -- Monetary         
Regulation".                                                                    

   Since the measures taken in March 2003, Bangko Sentral has not intervened
in the currency markets to support the peso against the US dollar. Although     
Bangko Sentral closely monitors the currency markets, its current policy is to  
let the market determine the peso/US dollar exchange rate, absent market        
movements related to speculation. However, if there is a sharp fluctuation in   
exchange rates, Bangko Sentral reserves the right to take measures to stabilize 
the value of the peso.                                                          

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STABILIZATION OF THE PESO.  Since it allowed the peso to move within a
wider range on July 11, 1997, Bangko Sentral has intervened minimally in the    
foreign exchange market. It has, however, adopted measures related to foreign   
exchange trading aimed to reduce currency speculation and combat money          
laundering. These measures include:                                             

- requiring prior approval of Bangko Sentral to sell non-deliverable  
forward contracts to non-residents (Bangko Sentral believes that  
speculators used non-deliverable forward contracts to increase    
artificially the demand for foreign currency);                    

     - reducing banks' permitted long or overbought foreign exchange position to
     the lower of $5 million or 2.5% of unimpaired capital (the accompanying
      20% limit on banks' short or oversold foreign exchange position has been
   lifted, subject to periodic review by Bangko Sentral, to increase the
foreign exchange available in the market);                        

  - limiting the types of forward contracts that can be used as deductions
when valuing a bank's overbought foreign exchange position;       

     - requiring banks to consolidate their foreign exchange accounts with those
of their subsidiaries when calculating net open foreign exchange  
positions;                                                        

 - decreasing the maximum amount of foreign exchange that banks can sell
over-the-counter on an undocumented basis to $5,000 from $10,000; 

- prohibiting banks from extending peso loans to non-residents; and   

- requiring banks to periodically report significant foreign exchange 
       purchases and sales. See "-- The Philippine Financial System -- Structure
of the Financial System."                                         

In addition, in 1997, Bangko Sentral introduced the currency risk     
protection program, which is a hedging facility provided by Bangko Sentral      
through commercial banks and universal banks under which eligible borrowers may 
borrow to hedge their unmatured foreign exchange liabilities. On the maturity of
a forward contract, the difference between the contract rate and the market rate
is settled and paid in pesos. This reduces banks' foreign exchange exposure and 
generally reduces demand for foreign currency in the spot market. In early 1998,
as a part of the program, Bangko Sentral expanded oil companies' access to      
commercial bank funds by permitting them to borrow foreign currencies, in       
addition to obtaining loans and advances, to pay for their non-crude and        
non-refined imports and to meet their short-term working capital requirements.  

     In January 2000, Bangko Sentral imposed a 90-day minimum holding period for
foreign investments placed in peso time deposits with Philippine banks to       
tighten its monitoring of the foreign exchange market and discourage the inflow 
of short-term speculative funds. The holding period applies only to peso time   
deposits and not to other investments such as equities, government securities or
commercial paper. Peso time deposits that are terminated within the 90-day      
period will not be converted by Philippine banks to foreign currency, but may be
transferred to other peso-denominated investments.                              

In October 2000, Bangko Sentral introduced guidelines on the foreign  
exchange trading activities for foreign exchange corporations or corporations   
that are subsidiaries or affiliates of banks, quasi-banks or non-bank           
intermediaries. Under the guidelines, foreign exchange corporations must        
document aggregate sales of foreign exchange of more than $10,000 to Philippine 
residents. Bangko Sentral also increased the minimum paid-in capital for foreign
exchange corporations to P50 million. In October 2000, Bangko Sentral also      
expressly prohibited banks from engaging in engineered swap transactions because
Bangko Sentral believes these transactions contributed to the volatility of the 
peso-US dollar exchange rate during 2000.                                       

In 2001 and 2002, Bangko Sentral implemented the following measures to
address dollar speculation and exchange rate volatility:                        

  - in August 2001, it expanded the eligibility rules of the currency risk
   protection program to include registered foreign currency-denominated
       bonds and foreign currency deposit loans with remaining tenors up to five
years or with original maturities up to one year; US dollar trust 
      receipts; foreign currency import bills and customers' liabilities under
acceptances; and trade transactions of clients                    
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    other than oil companies. The coverage of the currency risk protection
  program was further expanded in September 2001 to include registered
short-term trade-related borrowings of oil companies from offshore
banking units and offshore banks;                                 

    - it reduced the ceiling on undocumented over-the-counter sales of foreign
  exchange to $5,000 to prevent abuse through the splitting of foreign
exchange sales;                                                   

   - it increased fines and imposed non-monetary sanctions for violations of
foreign exchange rules; and                                       

 - it required, effective January 1, 2002, any person who brings foreign
    currency valued at more than $10,000 into or out of the Philippines to
document the source and purpose of the transport of such currency.

THE PHILIPPINE FINANCIAL SYSTEM                                                 

COMPOSITION.  The following table sets out the total assets of the    
Philippine financial system by category of financial institution.               

TOTAL ASSETS OF THE FINANCIAL SYSTEM(1) 

                                                        [Enlarge/Download Table]

                                                                                         AS OF     
                                                   AS OF DECEMBER 31,                   JUNE 30,   
                                  ----------------------------------------------------  --------   
                                    1998       1999       2000       2001       2002    2003(2)    
                                  --------   --------   --------   --------   --------  --------   
                                                           (IN BILLIONS)                           
                                                                                                   
Banks                                                                                              
  Commercial banks............... P2,512.2   P2,722.3   P3,013.6   P3,070.5   P3,250.2  P3,312.6   
  Thrift banks...................    216.4      223.5      245.8      259.0      261.9     261.2(3)
  Rural banks....................     60.0       61.9       67.4       73.8       83.5      85.5(4)
                                  --------   --------   --------   --------   --------  --------   
     Total banks.................  2,788.6    3,007.7    3,326.8    3,403.3    3,595.6   3,659.3   
                                  --------   --------   --------   --------   --------  --------   
  Non-bank financial                                                                               
     institutions................    656.2      733.6      773.8      691.3      730.2     729.7   
                                  --------   --------   --------   --------   --------  --------   
     Total assets................ P3,444.8   P3,741.3   P4,100.6   P4,094.6   P4,325.8  P4,389.0   
                                  ========   ========   ========   ========   ========  ========   

---------------                                                                 

Source: Bangko Sentral                                                          

(1) Excludes assets of Bangko Sentral.                                          

(2) Preliminary.                                                                

(3) As of May 31, 2003.                                                         

(4) As of March 31, 2003.                                                       

  The Philippine financial system consists of banks and non-bank financial
institutions. Banks include all financial institutions that lend funds obtained 
from the public primarily through the receipt of deposits. Non-banks include    
financial institutions other than banks which lend, invest or place funds, or at
which evidences of indebtedness or equity are deposited with or acquired by     
them, either for their own account or for the account of others. Non-bank       
financial institutions may have quasi-banking functions. Quasi-banking functions
include borrowing money to relend or purchase receivables and other obligations 
by issuing, endorsing or accepting debt or other instruments or by entering into
repurchase agreements with 20 or more lenders at any one time.                  

 The Supervision and Examination Sector of Bangko Sentral supervises all
banks and non-banks with quasi-banking functions, including their subsidiaries  
and affiliates engaged in related activities, with Bangko Sentral's Monetary    
Board having ultimate supervisory authority.                                    

STRUCTURE OF THE FINANCIAL SYSTEM.  The Philippine financial system is
comprised of commercial banks, thrift banks, rural banks and non-bank financial 
institutions. Each type of bank participates in distinct business activities and
geographic markets.                                                             

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Commercial banks:                                                     

- accept drafts;                                                      

    - issue letters of credit, promissory notes, drafts, bills of exchange and
other evidences of indebtedness;                                  

- receive deposits;                                                   

- buy and sell foreign exchange and gold and silver bullion; and      

- lend money on a secured or unsecured basis.                         

    Expanded commercial banks, otherwise known as universal banks, in addition
to regular commercial banking activities, may also engage in investment banking 
activities, invest in non-bank businesses and own allied financial undertakings 
other than commercial banks. As of June 30, 2003, the country had 42 commercial 
banks, with 4,222 branch offices.                                               

The following table sets out the outstanding loans of commercial banks
classified by sector.                                                           

COMMERCIAL BANKS' OUTSTANDING LOANS BY SECTOR 

                                                        [Enlarge/Download Table]


                                                            AS OF DECEMBER 31,                            
                                 -------------------------------------------------------------------------
                                        1998                 1999                 2000             2001   
                                 ------------------   ------------------   ------------------   ----------
                                                     (IN MILLIONS, EXCEPT PERCENTAGES)                    
                                                                                                          
Agriculture, fishery and                                                                                  
 forestry.......................    P62,930     4.7%     P58,859     4.3%     P62,101     4.3%     P56,823
Mining and quarrying............     20,048     1.5       16,466     1.2       21,166     1.5       19,890
Manufacturing...................    357,455    26.5      382,267    28.2      404,224    27.8      372,906
Electricity, gas and water......     47,284     3.5       53,274     3.9       75,398     5.2       70,359
Construction....................     54,972     4.1       53,384     4.0       46,949     3.2       42,151
Wholesale and retail............    210,191    15.6      203,177    15.0      201,233    13.9      210,306
Transportation, storage and                                                                               
 communication..................     98,636     7.3       91,024     6.7       99,653     6.9       83,068
Financial institutions, real                                                                              
 estate and business services...    347,339    25.7      342,673    25.3      386,797    26.6      359,199
Community, social and personal                                                                            
 services.......................    149,336    11.1      153,104    11.3      153,983    10.6      184,534
                                 ----------   -----   ----------   -----   ----------   -----   ----------
 Total.......................... P1,348,191   100.0%  P1,354,228   100.0%  P1,451,504   100.0%  P1,399,236
                                 ==========   =====   ==========   =====   ==========   =====   ==========


                                                                    AS OF                                 
                                     AS OF DECEMBER 31,            JULY 31,                               
                                 --------------------------   ------------------                          
                                 2001           2002                 2003                                 
                                 -----   ------------------   ------------------                          
                                        (IN MILLIONS, EXCEPT PERCENTAGES)                                 
                                                                                                          
Agriculture, fishery and                                                                                  
 forestry.......................   4.1%     P72,428     5.1%     P77,534     5.4%                         
Mining and quarrying............   1.4       14,448     1.0       14,420     1.0                          
Manufacturing...................  26.7      379,404    26.5      370,739    28.8                          
Electricity, gas and water......   5.0       71,372     5.0       67,384     4.7                          
Construction....................   3.0       35,390     2.5       34,512     2.4                          
Wholesale and retail............  15.0      206,215    14.4      199,540    13.9                          
Transportation, storage and                                                                               
 communication..................   5.9       71,947     5.0       72,604     5.1                          
Financial institutions, real                                                                              
 estate and business services...  25.7      380,739    26.6      389,078    27.1                          
Community, social and personal                                                                            
 services.......................  13.2      200,719    14.0      208.974    14.6                          
                                 -----   ----------   -----   ----------   -----                          
 Total.......................... 100.0%  P1,432,663   100.0%  P1,474,735   100.0%                         
                                 =====   ==========   =====   ==========   =====                          

---------------                                                                 

Source: Bangko Sentral.                                                         

Thrift banks invest their capital and the savings of depositors in:   

- financings for homebuilding and home development;                   

- marketable debt securities;                                         

- commercial paper and accounts receivable, drafts, bills of exchange,
acceptances or notes arising out of commercial transactions; or   

  - short-term working capital and medium and long-term loans to small and
       medium-sized businesses and individuals engaged in agriculture, services,
      industry, housing and other financial and allied services in its market.

 As of June 30, 2003, the country had 93 thrift banks, with 1,173 branch
offices. Aggregate assets of the financial system increased by 31.2% from the   
end of 1998 to June 2003.                                                       

  Rural banks extend credit in the rural areas on reasonable terms to meet
the normal credit needs of farmers, fishermen, cooperatives and merchants and,  
in general, the people in the rural communities. As of June 30, 2003, the       
country had 771 rural banks, with 1,147 branch offices.                         

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The specialized Government banks are the Development Bank of the      
Philippines, the Land Bank of the Philippines and the Al-Amanah Islamic         
Investment Bank of the Philippines. The Development Bank generally provides     
banking services to meet the medium and long-term needs of small and            
medium-sized agricultural and industrial enterprises, particularly in rural     
areas. The Land Bank primarily provides financial support for agriculture and   
all phases of the Republic's agrarian reform program. The Development Bank and  
the Land Bank may also operate as universal banks. The Al-Amanah Islamic        
Investment Bank promotes the development of the Autonomous Region of Muslim     
Mindanao by offering banking, financing and investment services based on Islamic
banking principles and rulings.                                                 

Non-bank financial institutions are primarily long-term financing     
institutions, though they also facilitate short-term placements in other        
financial institutions. As of March 31, 2003, Bangko Sentral regulated or       
supervised 28 investment houses, 32 finance companies, 18 security              
dealers/brokers, 5,241 pawnshops, 10 investment companies, six lending          
investors, 85 non-stock savings and loan associations, seven venture capital    
corporations, two Government non-bank financial institutions and eight credit   
companies.                                                                      

 The minimum bank capitalization requirements as of the end of 2002 were
P4.95 billion for universal banks, P2.4 billion for commercial banks and P325   
million for thrift banks based in Metro Manila (P52 million for thrift banks    
based outside of Metro Manila).                                                 

     The following table provides information regarding non-performing loans for
the banking system for the periods indicated.                                   

TOTAL LOANS (GROSS) AND NON-PERFORMING LOANS BY TYPE
OF COMMERCIAL BANKS 

                                                        [Enlarge/Download Table]

                                                                                                AS OF   
                                                         AS OF DECEMBER 31,                    JUNE 30, 
                                        ----------------------------------------------------   -------- 
                                          1998       1999       2000       2001       2002       2003   
                                        --------   --------   --------   --------   --------   -------- 
                                                       (IN BILLIONS, EXCEPT PERCENTAGES)                
                                                                                                        
Expanded commercial banks(1)                                                                            
  Total loans.........................  P1,080.1   P1,086.1   P1,025.0   P  992.2   P1,041.9   P1,086.2 
  Total non-performing loans..........     112.4      141.6      172.4      192.6      188.0      191.9 
  Ratio of non-performing loans to                                                                      
     total loans......................      10.4%      13.0%      16.8%      19.4%      17.3%      17.7%
Non-expanded commercial banks(2)                                                                        
  Total loans.........................     120.8      139.7      184.3      182.7      155.8      161.1 
  Total non-performing loans..........      16.5       23.0       32.4       41.7       26.9       29.3 
  Ratio of non-performing loans to                                                                      
     total loans......................      13.6%      16.4%      17.6%      22.8%      17.2%      18.2%
Government banks(3)                                                                                     
  Total loans.........................     185.9      201.0      222.4      200.3      192.6      214.8 
  Total non-performing loans..........      18.8       25.4       33.5       35.7       30.3       29.8 
  Ratio of non-performing loans to                                                                      
     total loans......................      10.1%      12.6%      15.1%      17.8%      15.7%      13.9%
Foreign banks(4)                                                                                        
  Total loans.........................     155.7      156.2      196.5      249.9      249.0      235.8 
  Total non-performing loans..........      12.2        5.4        7.5       11.9        7.9        6.9 
  Ratio of non-performing loans to                                                                      
     total loans......................       7.9%       3.5%       3.8%       4.8%       3.2%       2.9%
Total loans...........................  P1,542.5   P1,582.9   P1,628.2   P1,625.1   P1,639.4   P1,697.9 
Total non-performing loans............     160.0      195.4      245.8      281.9      245.1      257.9 
Ratio of non-performing loans to total                                                                  
  loans...............................      10.4%      12.3%      15.1%      17.4%      15.0%      15.2%

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---------------                                                                 

Source: Bangko Sentral, Department of Economic Research/Supervisory Reports and 
Studies Office.                                                                 

(1) Includes ING Bank (foreign bank) and excludes Land Bank of the Philippines  
and Development Bank of the Philippines. In May 2001, three expanded    
commercial banks (Standard Chartered Bank, HSBC and ING Bank) were      
reclassified as foreign banks.                                          

(2) Excludes Orient Bank.                                                       

(3) Consists of Land Bank, Development Bank and Al-Amanah Islamic Investment    
Bank.                                                                   

(4) Consists of 13 foreign banks; excludes three foreign bank subsidiaries.     

  The rise in NPLs weighed down on the asset quality of banks in 2001. The
commercial banking system's NPLs as a percent of total loans rose from 15.1% in 
December 2000 to 17.4% in December 2001. This weakening resulted from the       
depreciation of the peso, which contributed to a rise in loan defaults, and the 
slowdown in business activity that saw a drop in credit demand. Also, in late   
2000 and early 2001, Bangko Sentral extended P30 billion in emergency loans to  
Equitable PCI and P25 billion in emergency loans to Philippine National Bank to 
help the banks alleviate short-term liquidity problems attributed to heavy      
withdrawals during the Estrada impeachment trial.                               

   As of December 31, 2002, the ratio of non-performing loans to total loans
in the commercial banking system stood at 15.0%, lower than the 17.4% as of     
December 31, 2001. The improvement in the NPL ratio from the previous year was  
due in part to a redefinition of "non-performing loan" which took effect        
September 19, 2002 (the redefinition allows banks to exclude from               
"non-performing loans" uncollectable or worthless loans that have been fully    
covered by allowance for probable losses); however, even under the previous     
definition of "non-performing loan," the NPL ratio at the end of December 2002  
would have decreased during the year to 15.8%. The yearly decrease in the NPL   
ratio was also attributed to increased foreclosure, restructuring proceedings,  
and generally improving performance of the commercial banking sector.           

  As of July 31, 2003, the ratio of non-performing loans to total loans in
the commercial banking system stood at 15.4%, higher than the 15.0% ratio as of 
December 31, 2002 but still an improvement over the 18.1% ratio recorded at the 
end of July 2002. The recent increase in the NPL ratio was attributed to a rise 
in uncollectable loans combined with a contraction in commercial banks' total   
loan portfolio. The improvement in the NPL ratio since the end of May 2002 was  
due in part to the redefinition of "non-performing loan" which took effect      
September 19, 2002. The decrease in the non-performing loan ratio was also      
attributed to increased foreclosure, restructuring proceedings, and generally   
improving performance of the commercial banking sector. The non-performing loans
coverage ratio (loan reserves to non-performing loans) increased to 51.3% at the
end of July 2003 from 50.6% at the end of June 2003 and from 47.3% at the end of
July 2002.                                                                      

     In December 2002, Congress approved the Special Purpose Vehicle ("SPV") Act
of 2002. The SPV Act provides the legal framework for the creation of private   
asset management companies that are expected to relieve a major portion of the  
banking system's non-performing assets and thereby promote bank lending to      
support economic growth. President Arroyo signed the bill into law on January   
10, 2003. The SPV Act's implementing rules and regulations took effect on April 
12, 2003. On June 26, 2003, the Monetary Board of Bangko Sentral approved       
accounting guidelines allowing the staggered booking of losses from the         
discounted sales of non-performing assets to SPVs to spread their losses over a 
maximum period of seven years, provided that the banks fully disclose any       
deviations from generally accepted accounting practices in connections with such
sales.                                                                          

The recent passage of the Special Purpose Vehicle Act is expected to  
further reduce the NPL ratio.                                                   

 After the Asian economic crisis, Bangko Sentral adopted new measures to
protect the soundness of the country's banks. Generally, these reforms aimed to 
reduce risks in the financial system, strengthen regulatory oversight, and bring
domestic banking standards closer to international best practices. The major    
reforms, and subsequent modifications through 1999, are described below.        

- Limits on a bank's transactional capacity.  Bangko Sentral generally
     limited a bank's real estate loans to no more than 20% of a bank's loan
       portfolio, increased required collateral for individual real estate loans
     and increased required liquidity cover on foreign exchange liabilities.

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    - Increased minimum capital requirements.  Bangko Sentral gradually raised
    minimum capital requirements for universal banks, commercial banks and
thrift banks, and increased penalties for non-compliance.         

     - Stricter treatment of delinquent and restructured loans.  After the Asian
       financial crisis, Bangko Sentral reduced the period that a loan had to be
     overdue to qualify as non-performing. In 1999, to align its regulations
   with international standards, Bangko Sentral redefined non-performing
 loans (with respect to those payable as a lump sum or in quarterly,
 semi-annual or annual installments) as loans for which principal or
  interest is 30 days past due. Moreover, Bangko Sentral tightened the
criteria for reclassifying restructured loans as performing.      

    - Increased provisions for potential loan losses.  In 1997, Bangko Sentral
   mandated provisions for loan losses based generally on a bank's gross
    loan portfolio in addition to provisions for probable losses linked to
      loans classified as sub-standard. In 1999, however, to encourage greater
     bank lending, Bangko Sentral relaxed the general loan loss provisioning
requirement so that it would not apply to newly granted loans. The
specific loan loss provisioning requirements remain in effect.    

    - Improved corporate governance.  To increase transparency, Bangko Sentral
  expanded required bank disclosures regarding interest rates, capital
    adequacy, non-performing loans and provisions for probable losses, and
       also mandated mark-to-market accounting on banks' transaction portfolios.
      Additional regulations aimed to improve bank management by expanding the
    duties of boards of directors, appointing compliance officers for each
 bank, and requiring external auditors of banks to report materially
adverse information to Bangko Sentral.                            

- Improved bank restructuring.  To avoid bank closures, Bangko Sentral
       adopted strategies to encourage rehabilitation of troubled bank assets as
    well as mergers or consolidations with healthy financial institutions.

- Limits on the establishment of new banks.  In response to the Asian 
       financial crisis, Bangko Sentral issued new regulations that required new
      banks to maintain suitable stockholders, adequate financial strength, an
       appropriate legal structure and qualified management. In 1999, to further
  encourage a stronger financial sector, Bangko Sentral put in place a
      general moratorium on the establishment of new banks. The Monetary Board
  has indicated that the moratorium (with certain exceptions including
consolidations, acquisitions, rural banks in unserved areas and   
microfinance banks) is to remain in place through 2003.           

 The General Banking Law of 2000, which amended the General Banking Act,
enhanced Bangko Sentral's supervisory and enforcement powers and liberalized    
foreign ownership of banks. In particular, the General Banking Law reforms      
included the formal adoption of Basel risk-based capital requirements, a legal  
basis for consolidated supervision, stronger safeguards against insider loans,  
enhanced disclosure requirements and increases in monetary penalties. The       
General Banking Law of 2000, however, repealed the Philippine Deposit Insurance 
Corporation's independent right to conduct on-site supervision and require      
information from banks.                                                         

In December 2001, to encourage bank lending, Bangko Sentral lowered   
required loan loss provisions from 2% to 1% of the outstanding balance of       
unclassified loans other than restructured loans (less loans considered         
"non-risk" under existing regulations); however, the bank also imposed a 5%     
reserve on the outstanding balance of unclassified restructured loans (less     
loans considered "non-risk" under existing regulations).                        

   As part of the global fight against money laundering, Bangko Sentral has,
since July 2000, required banks to report unusually large transactions and all  
unusual patterns of transactions which have no apparent lawful purpose. In July 
2001, Bangko Sentral also reduced the ceiling on undocumented over-the-counter  
sales of foreign exchange from $10,000 to $5,000. Additionally, pursuant to the 
Anti-Money Laundering Act of 2001 (the "AMLA"), Bangko Sentral has issued       
several administrative measures that require banks to document or report details
of large or suspicious foreign exchange transactions, including the parties     
involved and the sources of transferred funds. These measures were intended to  
bring the Republic's money laundering regulations closer to international       
standards.                                                                      
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On March 7, 2003, President Arroyo signed into law amendments to the  
Anti-Money Laundering Act of 2001 ("AMLA") that are intended to comply with the 
demands of the Financial Action Task Force ("FATF"). The FATF, established by   
the Organisation for Economic Cooperation and Development to combat money       
laundering, is backed by most of the world's industrialized nations.            

The amendments lowered the threshold amount for bank transactions     
automatically subject to reporting requirements from P4 million to P500,000. The
amendments also expanded the definition of "suspicious transactions" that are,  
regardless of amount, subject to the scrutiny of the Anti-Money Laundering      
Council ("AMLC"), the agency charged with enforcing the law. However, under the 
amended law, a court order will be required for the AMLC to examine suspicious  
transactions or freeze bank accounts other than those suspected to be related to
terrorism, kidnapping, hijacking, and drug trafficking. The new law remains     
silent on whether it will apply retroactively, leaving the courts to decide     
whether regulators may scrutinize suspicious transactions made before the       
original act's passage in 2001. The implementing rules and regulations of the   
AMLA were approved by a bicameral Congressional committee in August 2003.       

     The Government believes that the money-laundering law, as amended, conforms
to FATF requirements. However, the FATF must still review the amended law,      
evaluate its implementing rules and regulations, and monitor its enforcement    
against international standards before it removes the Philippines from its      
"noncooperative" list and rules out the possibility of sanctions. The Government
has indicated that this approval process could take one to two years.           

Foreign Currency Loans                                                        

  Bangko Sentral imposes a combination of prior approval, registration and
reporting requirements on all non-peso denominated loans. The regime is as      
follows:                                                                        

                                                        [Enlarge/Download Table]

TYPE OF LOAN                                                      REGULATORY REQUIREMENT          
------------                                                      ----------------------          
                                                                                                  
Private sector loans:                                  Prior approval, subsequent registration and
  - guaranteed by a public sector entity or a          reporting requirements.                    
   local commercial bank;                                                                         
  - granted by foreign currency deposit units that                                                
    are specifically or directly funded from, or                                                  
    collateralized by, offshore loans or deposits;                                                
  - obtained by banks and financial institutions with                                             
    a term exceeding one year which will be relent to                                             
    public and private enterprises; or                                                            
  - serviced using foreign exchange purchased from                                                
    the banking system, unless specifically exempted                                              
    from the approval requirement.                                                                
Private sector loans which are specifically exempted   Subsequent registration and reporting      
and which will be serviced with foreign exchange       requirements.                              
purchased in the banking system.                                                                  
All private sector loans to be serviced with foreign   Reporting requirements.                    
exchange not purchased from the banking system.                                                   
Public sector offshore loans except:                   Prior approval and reporting requirements. 
  - short-term foreign currency deposit loans for                                                 
    trade financing; and                                                                          
  - short-term interbank borrowings                                                               

THE PHILIPPINE SECURITIES MARKETS                                               

    HISTORY AND DEVELOPMENT.  The securities industry in the Philippines began
with the opening of the Manila Stock Exchange in 1927. In 1936, the Government  
established the Securities and Exchange Commission (the "SEC") to oversee the   
industry and protect investors. Subsequently, the Makati Stock                  

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Exchange opened in 1963 and merged with the Manila Stock Exchange to form the   
Philippine Stock Exchange in 1994.                                              

On June 29, 1998, the SEC granted the Philippine Stock Exchange       
self-regulatory organization status, empowering it to supervise and discipline  
its members, including by examining a member's books of account and conducting  
audits.                                                                         

 To broaden the range of securities eligible for listing, the Philippine
Stock Exchange established a board for small- and medium-sized enterprises with 
an authorized capital of P20 million to P99.9 million of which at least 25% must
be subscribed and fully paid. The Philippine Stock Exchange intends to          
eventually list debt securities and equity derivatives as well.                 

  On July 19, 2000, the Securities Regulation Code of 1999 was signed into
law. The code:                                                                  

     - shifted the focus of securities regulation from a merit-based system to a
disclosure-based system;                                          

- strengthened the anti-fraud provisions of the securities laws;      

- utilized self-regulatory organizations to protect investors;        

   - updated securities regulations to be more consistent with international
practices; and                                                    

   - strengthened the SEC's rule-making and corporate reorganization powers.

 As of June 10, 2002, the Philippine Stock Exchange had 151 local and 33
foreign members and 236 listed companies.                                       

Due to the effects of the 1997 Asian financial crisis, in 1998 the    
Philippine Stock Exchange Composite Index was quite volatile and continued to   
fall, reaching an historic low of 1,082.2 on September 11, 1998.                

   The stock market rebounded in late 1999, as the Philippine Stock Exchange
Composite Index reached 2,143.0 at the end of December 1999, an 8.9% increase   
from its level at the end of December 1998. The recovery, however, was          
short-lived as the Philippine Stock Exchange Composite Index contracted for     
three consecutive quarters in 2000, declining 31.1% for the first nine months   
due to political turmoil, weakening economic fundamentals and a stock market    
manipulation scandal involving BW Resources Corporation, a publicly traded      
company, and Mr. Dante Tan, its largest shareholder. The stock market's overall 
capitalization grew 33% in 2000. As of December 31, 2000, overall capitalization
was approximately P2.5 trillion, compared to P1.9 trillion as of December 31,   
1999 and P1.4 trillion as of December 31, 1998. As a percentage of GNP, market  
capitalization declined from 86.4% in 1999 to 77.6% by the end of 2000. The     
Philippine Stock Exchange Composite Index closed at 1,494.5 on December 31,     
2000.                                                                           

    On June 20, 2001, the Philippine Stock Exchange announced that the SEC had
approved its proposal for its demutualization, or conversion from a mutual or   
membership organization into a publicly held stock corporation. Under the       
demutualization, the Exchange created a new corporation which assumed           
approximately 80% of the Exchange's total assets. Exchange member broker-dealers
surrendered membership rights to the Exchange and, in return, received shares of
the new corporation, shares of the Exchange and trading rights. On July 20,     
2001, the Philippine Stock Exchange approved the plan to demutualize the stock  
exchange. On August 8, 2001, the Philippine Stock Exchange completed its        
conversion to a stock corporation that is publicly held. As its first           
shareholders, each of the 184 member-brokers subscribed and fully paid for      
50,000 shares. The second part of the demutualization, the public offering and  
listing of its shares on the Exchange, is still under planning.                 

   The Philippine Stock Exchange Composite Index reached 1,168.08 at the end
of December 2001, a 21.8% decrease from its level at the end of December 2000.  
The yearly decline was caused in large part by the September 11 terrorist       
attacks on the United States, the US-led military operations in Afghanistan,    
uncertainties about the prospects of the global economy due to the subsequent   
threat of war and recession and apprehensions over the Philippine economic and  
political environment.                                                          

     In 2002, the composite index rose to a high of 1,452.51 on February 20, but
then decreased to 1,018.4 at the end of December 2002. The higher budget        
deficit, concerns of a global economic slowdown, increased                      
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crime and kidnappings, the accounting scandals that affected certain large      
corporations in the US and the proposed partial sale by First Pacific Company   
Limited of its 24.4% controlling stake in the Philippine Long Distance Telephone
Company to the Gokongwei Group contributed to a decline in the composite index  
in 2002.                                                                        

     From its close of 1,018.4 at the end of December 2002, the Philippine Stock
Exchange composite index had risen to 1,283.80 on July 25, 2003. The resolution 
of the war in Iraq, higher than expected growth of the Philippine economy in the
first quarter of 2003 and improved revenue collection by the Government         
contributed to the recent rise in the composite index in the first half of 2003.
However, in the week following the military incident in Manila on July 27, 2003,
the Philippine Stock Exchange composite index declined by 3.8% to close at      
1235.30 on August 1, 2003. As of September 24, 2003, the Philippine Stock       
Exchange composite index had recovered to close at 1318.57. It is unclear       
whether or not the incident will have a long-term effect on the Philippine stock
markets.                                                                        

GOVERNMENT SECURITIES MARKET.  The Government securities market is    
dominated by short-term Treasury bills with maturities not exceeding one year.  
Responding to investor preferences and to create a yield curve for long-term    
domestic securities, the Government issued securities with longer maturities,   
including five-year fixed rate treasury bonds in June 1995 and seven and        
ten-year fixed rate treasury bonds in 1996. The restructuring of the Republic's 
domestic debt in favor of longer-term securities kept the issuance of Treasury  
bills of P17.9 billion below budget in 1996, while the issuance of fixed rate   
Treasury bonds exceeded expectations by P13.5 billion. In 1997, the Government  
sold, for the first time, 20-year Treasury bonds in the amount of P2 billion.   
The Government's outstanding direct domestic debt totalled P1,471.2 billion as  
of December 31, 2002, an increase of 72.9% from P850.9 billion as of December   
31, 1998.                                                                       

INTERNATIONAL BOND MARKET.  In February 1997, Bangko Sentral approved 
guidelines governing the issuance of peso-denominated bonds in the international
capital markets. Bangko Sentral will require the receipt of foreign currency by 
the Philippines and its exchange into pesos in the local banking system.        

PUBLIC FINANCE                                                                  

THE CONSOLIDATED FINANCIAL POSITION.  The consolidated public sector  
financial position measures the overall financial standing of the Republic's    
public sector. It is comprised of the public sector borrowing requirement and   
the aggregate deficit or surplus of the Social Security System and the          
Government Service Insurance System, Bangko Sentral, the Government financial   
institutions and the local Government units. The public sector borrowing        
requirement reflects the aggregate deficit or surplus of the Government, the    
Central Bank-Board of Liquidation's accounts, the Oil Price Stabilization Fund  
and the 14 monitored Government-owned corporations.                             

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    The following table sets out the consolidated financial position on a cash
basis for the periods indicated.                                                

CONSOLIDATED PUBLIC SECTOR FINANCIAL POSITION OF THE REPUBLIC 

                                                        [Enlarge/Download Table]

                                               1998      1999      2000      2001      2002    
                                              -------   -------   -------   -------   -------  
                                                     (IN BILLIONS, EXCEPT PERCENTAGES)         
                                                                                               
Public sector borrowing requirement:                                                           
  National Government........................ P (50.0)  P(111.7)  P(134.2)  P(147.0)  P(210.7) 
  Central Bank-Board of Liquidation..........   (26.4)    (20.5)    (19.1)    (23.5)    (15.1) 
  Oil Price Stabilization Fund(1)............     0.7       1.9       0.3       0.8       0.0  
  Monitored Government-owned corporations....   (38.0)     (4.6)    (19.2)    (24.5)    (46.4) 
  Government transfers to Government-owned                                                     
     corporations............................     0.9       3.0       4.2       4.4       3.9  
  Other adjustments..........................     1.5      (6.1)     (6.6)      0.0       0.0  
                                              -------   -------   -------   -------   -------  
     Total public sector borrowing                                                             
       requirement........................... P(111.3)  P(138.0)  P(174.6)  P(189.8)  P(268.3) 
                                              -------   -------   -------   -------   -------  
As a percentage of GNP.......................    (4.0)%    (4.4)%    (5.0)%    (4.8)%    (6.3)%
Other public sector:                                                                           
  Social Security System and Government                                                        
     Service Insurance System................ P  17.8   P  36.4   P  15.5   P  15.6   P  25.6  
  Bangko Sentral(2)..........................     3.2      (4.0)      0.2      (0.1)      1.2  
  Government financial institutions..........     5.4       3.3       2.8       3.9       5.4  
  Local Government units.....................     2.0       3.2       3.8       1.2       3.4  
  Timing adjustment of interest payments to                                                    
     Bangko Sentral..........................    (0.3)     (2.3)      0.5      (0.2)     (1.6) 
  Other adjustments..........................     0.0       0.8       0.1       0.1       0.0  
                                              -------   -------   -------   -------   -------  
     Total other public sector...............    28.1      37.5      22.9      20.5      34.0  
                                              -------   -------   -------   -------   -------  
     Consolidated public sector financial                                                      
       position.............................. P (83.2)  P(100.5)  P(151.7)  P(169.3)  P(234.3) 
                                              =======   =======   =======   =======   =======  
As a percentage of GNP.......................    (3.0)%    (3.2)%    (4.3)%    (4.3)%    (5.5)%

---------------                                                                 

Source: Fiscal Policy and Planning Office, Department of Finance.               

(1) The Oil Price Stabilization Fund was created by the Government to stabilize 
the domestic price of oil products. Prior to deregulation in 1997, if   
  exchange rates and international crude oil prices exceeded certain levels,
   oil companies received money from the fund, but if exchange rates and crude
  oil prices fell below those levels, oil companies contributed to the fund.
The fund was technically abolished with the full deregulation of the oil
industry in February 1998.                                              

(2) Amounts are net of interest rebates, dividends and other amounts remitted to
the Government and the Central Bank-Board of Liquidation.               

   For 1998, the consolidated financial position recorded a deficit of P83.2
billion, or 3.0% of GNP at current prices, because of the increased public      
sector borrowing requirement to finance higher deficits incurred by the         
Government and the Government-owned corporations. Costs relating to the         
restructuring of the old Central Bank contributed P26.4 billion to the deficit. 

    For 1999, the consolidated financial position recorded a deficit of P100.5
billion, or 3.2% of GNP at current market prices, compared to a deficit of P83.2
billion in 1998. The Government's position was P15.2 billion off its target of  
P85.3 billion for the year. The Government accounted for P111.7 billion of the  
total deficit for the period, in line with its objective of stimulating the     
economy. Restructuring costs for the old Central Bank also contributed P20.5    
billion to the total public sector borrowing requirement.                       

    Led by the Government deficit, the consolidated financial position deficit
increased to P151.7 billion in 2000 or 4.3% of GNP at current market prices,    
compared with the previous year's deficit of P100.5 billion. The consolidated   
public sector deficit was largely due to a public sector borrowing requirement  
of P174.6 billion,                                                              

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which included P19.1 billion for costs relating to the restructuring of the old 
Central Bank and the P19.2 billion deficit of the 14 monitored non-financial    
Government corporations. The Government-owned corporations' budget gap          
deteriorated from the single-digit deficit posted in 1999 as both current and   
capital expenditures increased. The greatest contributors to the deficit were   
the Philippine National Oil Company, the National Power Corporation, the Light  
Rail Transit Authority, the National Development Corporation and the National   
Food Authority. The other public sector entities had a combined surplus of P22.9
billion in 2000, largely due to the substantial surpluses of the local          
government units and the social security institutions such as the Government    
Services and Insurance System and Social Security System.                       

    For 2001, the consolidated financial position recorded a deficit of P169.3
billion or 4.3% of GDP at current market prices. The Government accounted for   
P147.0 billion of the deficit, the Central Bank restructuring accounted for     
P23.5 billion and the monitored Government-owned corporations accounted for     
P24.5 billion. The other public sector entities had a combined surplus of P20.5 
billion during 2001, of which P15.6 billion was attributable to the social      
security institutions.                                                          

  For 2002, the consolidated financial position of the Republic recorded a
deficit of P234.3 billion. The Government recorded a P210.7 billion deficit, the
Central Bank restructuring accounted for an additional P15.1 billion deficit,   
and the monitored Government-owned corporations accounted for a P46.4 billion   
deficit. The total public sector borrowing requirement of P268.3 billion was    
offset in part by a combined surplus of P34.0 billion for the other public      
sector entities during 2002. Of the surplus, P25.6 billion was attributable to  
the social security institutions.                                               

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GOVERNMENT REVENUES AND EXPENDITURES.  The following table sets out   
Government revenues and expenditures for the periods indicated.                 

GOVERNMENT REVENUES AND EXPENDITURES

                                                        [Enlarge/Download Table]

                                                                       ACTUAL                            BUDGET           
                                                   ----------------------------------------------   -----------------     
                                                    1998     1999      2000      2001      2002     2001(1)    2002       
                                                   ------   -------   -------   -------   -------   -------   -------     
                                                                   (IN BILLIONS, EXCEPT PERCENTAGES)                      
                                                                                                                          
REVENUES                                                                                                                  
Tax revenues                                                                                                              
  Bureau of Internal Revenue...................... P337.2   P 341.3   P 360.8   P 388.7   P 394.5   P 388.1   P 447.6     
  Bureau of Customs...............................   76.0      86.5      95.0      96.2      96.3     105.1     115.1     
  Others(2).......................................    3.4       3.9       4.2       4.9       5.6       5.7       8.6     
                                                   ------   -------   -------   -------   -------   -------   -------     
    Total tax revenues............................  416.6     431.7     460.0     489.8     496.4     498.9     571.3     
      As a percentage of GNP......................   14.9%     13.9%     13.2%     13.3%     12.3      13.0%     13.7%    
Non-tax revenues                                                                                                          
  Bureau of the Treasury income(3)................ P 22.5   P  26.2   P  30.8   P  46.4   P  47.2   P  24.9   P  22.2     
  Fees and other charges(4).......................   21.0      16.0      17.9      24.3      21.9      23.2      25.6     
  Privatizations(5)...............................    1.7       4.2       4.6       1.2       0.6      10.0       5.0     
  Comprehensive Agrarian Reform Program (land                                                                             
    acquisition and credit).......................    0.0       0.2       0.1       0.0       0.0       0.0       0.0     
Foreign grants....................................    0.4       0.3       1.4       2.0       1.1       1.2       0.3     
                                                   ------   -------   -------   -------   -------   -------   -------     
    Total non-tax revenues........................   45.5      46.5      53.4      71.9      70.8      59.3      53.0     
                                                   ------   -------   -------   -------   -------   -------   -------     
      Total revenues..............................  462.5     478.5     514.8     563.7     576.1     558.2     624.3     
                                                   ------   -------   -------   -------   -------   -------   -------     
        As a percentage of GNP....................   16.6%     15.2%     14.7%     15.3%     14.3%     14.5%     15.0%    
EXPENDITURES                                                                                                              
Personnel......................................... P172.9   P 167.0   P 182.7   P 190.9       N/A(6)     N/A(6) P 251.3   
Maintenance and operating expense.................  118.3     141.6     149.3     155.6       N/A(6)     N/A(6)    80.8   
Other current operating expense...................    0.2       5.5       3.6         0       N/A(6)     N/A(6)     N/A(6)
Interest payments                                                                                                         
  Foreign.........................................   26.3      31.3      47.3      62.2      65.9      63.2      64.0     
  Domestic........................................   73.5      75.0      93.6     112.6     120.0     116.2     140.3     
                                                   ------   -------   -------   -------   -------   -------   -------     
    Total interest payments.......................   99.8     106.3     140.9     174.8     185.9     179.4     204.3     
Subsidies to Government corporation...............    4.7       6.8       9.1       9.4       7.6       N/A(6)     5.0    
Allotment to local government units...............   72.0      96.4     100.0     118.2     140.5(7)     N/A(6)   103.9   
Transfers to the Oil Price Stabilization Fund.....    0.0       0.7       0.0       0.0       N/A(6)     N/A(6)    28.6   
Comprehensive Agrarian Reform Program (land                                                                               
  acquisition and credit).........................    0.5       0.0       2.3       0.0       N/A(6)     N/A(6)     5.6   
Infrastructure and other capital outlays..........   43.5      61.2      60.4      57.4       N/A(6)   101.0     67.8     
Equity and net lending............................    1.1       4.7       3.2       4.4       5.4       4.1       7.1     
                                                   ------   -------   -------   -------   -------   -------   -------     
  Total expenditures..............................  512.5     590.2     649.0     710.8     777.9     703.2     754.3     
                                                   ------   -------   -------   -------   -------   -------   -------     
    As a percentage of GNP........................   18.4%     18.8%     18.5%     18.6%     18.4%     18.3%     18.0%    
Surplus/(Deficit)................................. P(50.0)  P(111.7)  P(134.2)  P(147.0)  P(210.7)  P(145.0)  P(130.0)    
FINANCING                                                                                                                 
  Domestic financing.............................. P 37.6   P  28.9   P  55.5   P 124.1   P 101.6   P 118.7   P  79.0     
    Net domestic borrowings.......................   76.5      98.8     119.5     152.3     155.0     165.2      63.3     
    Non-budgetary accounts........................  (56.0)     32.6     (57.6)    (50.4)    (55.1)    (24.3)     15.1     
    Use of cash balances..........................   17.1      37.4      (6.5)     22.2      (1.7)     22.2       N/A(6)  
  Foreign financing...............................   12.3      82.8      78.8      22.9     109.1      26.3       0.7     
                                                   ------   -------   -------   -------   -------   -------   -------     
      Total financing............................. P 50.0   P 111.7   P 134.2   P 147.0   P 214.9   P 145.0   P 130.0     
                                                   ======   =======   =======   =======   =======   =======   =======     

---------------                                                                 

Source: Department of Finance; Department of Budget and Management.             

(1) Revised as of July 17, 2001.                                                

(2) Represents tax revenues of the Department of Environment and Natural        
    Resources, Bureau of Immigration and Deportation, Land Transportation Office
and other Government entities.                                          

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(3) Represents interest on deposits, interest on advances to Government-owned   
corporations, interest on securities, dividends from Government-owned   
corporations, earnings received from the Philippine Amusement and Gaming
Corporation, earnings and terminal fees received from Ninoy Aquino      
International Airport, guarantee fees and others.                       

(4) Represents receipts from the Land Transportation Office, Department of      
Foreign Affairs and other Government agencies.                          

(5) Represents remittances to the National Government from the sale of interests
in Government-owned corporations, Government financial institutions and 
other Government-owned assets and from the sale of assets by the        
Presidential Commission on Good Government and the Asset Privatization  
Trust.                                                                  

(6) N/A means "not available."                                                  

(7) Includes capital transfers to local government units.                       

RECENT RESULTS                                                              

    In the first eight months of 2003, Government revenues were P408.4 billion
and expenditures were P521.9 billion, resulting in a deficit of P113.6 billion. 
The eight-month deficit was 21.2% lower than the P144.0 billion deficit reported
for the first eight months of 2002. Of the P408.4 billion in revenues for the   
first eight months of 2003, P281.4 billion came from the Bureau of Internal     
Revenue, P70.0 billion from the Bureau of Customs, P32.9 billion from the Bureau
of the Treasury, and P24.1 billion from other agencies. The P521.9 billion in   
expenditures in the first eight months of 2003 included P178.4 billion for      
personnel, P145.2 billion for interest payments, and P70.6 billion for capital  
outlays.                                                                        

REVENUES                                                                    

 Sources.  The Government derives its revenues from both tax and non-tax
sources. The main sources of revenue include income tax, value-added tax ("VAT")
and customs duties. The main sources of non-tax revenue consist of interest on  
deposits, amounts earned from Government owned corporations and privatization   
receipts.                                                                       

     In 1995 the Ramos Government submitted the Comprehensive Tax Reform Package
for Congressional action. The objective of the proposal was to establish a      
simple, broad-based and efficient tax system, with minimal scope for discretion 
on the part of Government officials, that would provide a self-sustaining       
revenue base that would keep pace with the budgetary needs of a growing economy.
The comprehensive tax reform package was enacted in 1997 and provides a         
three-tiered excise tax on cigarettes and converts beer taxation from ad valorem
to specific excise taxes. The comprehensive tax reform package also restructured
and simplified the tax rates for business and professional income, reduced the  
corporate income tax rate, and reformed certain elements of tax administration. 

    The Government expanded the coverage of the value-added tax system in 1996
and 1997 to include Government contracts and suppliers, telecommunication       
services, road freight and other transportation, real property, restaurants and 
caterers, hotels and motels, and broadcasting. The expansions in coverage raised
P6.7 billion out of total value-added tax revenues of P40.9 billion in 1996,    
P6.4 billion out of total value-added tax revenues of P47.3 billion in 1997 and 
P0.2 billion out of total value-added tax revenues of P47.5 billion in 1998.    
Total value-added tax revenues amounted to P55.2 billion for 1999 and P55.3     
billion for 2000.                                                               

  Since 2001, the Bureau of Internal Revenue has implemented the following
tax administration improvements:                                                

- resolution of delinquent accounts or disputed assessments which are 
    either being litigated in the courts or being challenged by taxpayers;

- use of electronic documentary stamp metering machines to accurately 
assess and monitor documentary stamp taxes;                       

   - broadening the tax base to increase the number of registered taxpayers;

   - issuance of revenue regulations regarding automobiles which are subject
to excise tax; and                                                

    - implementing a ceiling on deductible representation expenses as mandated
by the Tax Code of 1997.                                          

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    Beginning January 1, 2003, the 10% value-added tax on services rendered by
banks, non-bank financial intermediaries and finance companies is being         
implemented by the BIR in lieu of the 5% tax on gross receipts to which these   
entities were previously subject. The VAT is due on financial intermediation    
services, financial leasing, net foreign exchange gains, net trading gains,     
certain real estate sales and sales of other properties acquired through        
foreclosure, sales of goods and properties and all other income derived by banks
and non-bank financial intermediaries.                                          

   However, the DOF has asked President Arroyo to certify as "urgent" a bill
seeking to replace the VAT with the gross receipts tax scheme, contending that  
it would be difficult to impose VAT on banks.                                   

     Results.  In 1998, Government revenues decreased to P462.5 billion compared
with P471.8 billion for 1997 due, in part, to the general contraction of the    
economy and lower imports. Revenues collected by the Bureau of Internal Revenue 
increased to P337.2 billion from P314.7 billion, but were P17.9 billion short of
target estimates. Revenues from customs duties fell to P76 billion from P94.8   
billion, just below the target for the year.                                    

  In 1999, Government revenues amounted to P478.5 billion, a 3.5% increase
compared with 1998. The 1999 figure was, however, P12.2 billion less than the   
revised target. Non-tax revenues reflected a P5.6 billion dividend payment from 
Bangko Sentral and P3.3 billion in proceeds from the sale of Philippine         
Associated Smelting and Refining Corp. Revenues collected by the Bureau of      
Internal Revenue were P12.2 billion less than the revised target. The shortfall 
was primarily attributable to the slow recovery of the industry sector. Revenues
collected by the Bureau of Customs were P2.9 billion more than the revised      
target.                                                                         

  In 2000, Government revenues amounted to P514.8 billion, a 7.6% increase
over 1999 revenues. The 2000 amount was P47.6 billion short of the April 2000   
IMF revenue target. Revenues collected by the BIR increased to P360.8 billion   
but were P37.0 billion short of target estimates. The shortfall was attributable
primarily to lower BIR collections of items such as documentary stamp tax and   
capital gains tax. The slowdown in the financial and real estate sectors also   
adversely affected collections in 2000. Bureau of Customs revenue increased to  
P95.0 billion, P3.1 billion more than targeted. Even with the marked slowdown in
its collections from 1999 levels, the Bureau of the Treasury continued to       
surpass its target. The Treasury collected P30.8 billion in non-tax revenue from
dividends on its shares of stocks and income from investments. Privatization    
efforts generated only P4.6 billion in remittances, compared to a target of     
P22.9 billion, as unfavorable market prices prevented the government from       
disposing of its assets. Privatization remittances consisted of proceeds from   
the sale of the Philippine National Bank, Philippine Phosphate Fertilizer       
Corporation, and a package of International Broadcasting Corporation's radio    
stations.                                                                       

  Government revenues in 2001 were P563.7 billion, of which P489.8 billion
were tax revenues and P71.9 billion were non-tax revenues. Revenue collections  
for 2001 were P5.5 billion higher than the budgeted amount of P558.2 billion and
9.5% higher than revenue collections for 2000. The increase was mainly          
attributable to the Bureau of the Treasury which collected P21.5 billion more   
than its target of P24.9 billion, offsetting a P8.9 billion shortfall from the  
targeted amount of cash collections by the Bureau of Customs. The Bureau of     
Internal Revenue surpassed its target by P621 million for the period, collecting
P388.7 billion. Privatization revenues for 2001 were P1.2 billion, compared to  
the budgeted amount of P10 billion, as unfavorable market conditions prevented  
the disposition of Government assets targeted for privatization.                

     Government revenues in 2002 totaled P567.1 billion, of which P496.4 billion
were from tax revenues and P70.8 billion were from non-tax revenues. Total      
revenues for 2002 increased 0.6% from total revenues for 2001. Of total tax     
revenues during 2002, the BIR accounted for P394.5 billion and the Bureau of    
Customs accounted for P96.3 billion. Bureau of Treasury collections accounted   
for P47.2 billion in revenue in 2002, and taxes from other government offices   
and non-tax revenues accounted for the remaining P29.0 billion.                 

The BIR's collection of P394.5 billion in 2002 was 1.5% more than the 
P388.7 million collected in 2001. The lower than expected amounts collected for 
2002 have been mainly attributed to the BIR's continued difficulty in generally 
enforcing the Republic's tax laws as well as the relatively low interest rate   
environment. Under the recently appointed BIR Commissioner, Guillermo Parayno,  
the BIR has implemented a program to identify, report, and prosecute taxpayers  
and companies that under-declare their VAT. A BIR program for                   

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voluntary assessment and collection of unpaid VAT and other income taxes has    
been put in place to collect unpaid taxes that were discovered by the BIR. This 
investigation concluded that underreporting of income from businesses has       
resulted in P10 billion in uncollected tax revenue. The BIR is making a         
concerted effort to recover as much of this revenue as possible through the     
continued implementation of reform measures aimed at strengthening tax loans and
customs procedures and increasing revenue recovery. In the first six months of  
2003, the BIR increased collection of VAT by 18.0% over the first six months of 
2002. In addition, in order to encourage better tax compliance, the BIR under   
the new Commissioner has simplified the filing process and the payment of taxes.
In the first six months of 2003, the BIR had total tax collections on net income
and profit of P124.2 billion, 13.9% higher than for the same period in 2002 and 
0.6% above its six-month goal.                                                  

EXPENDITURES                                                                

Expenditures in 1998 increased to P512.5 billion, compared to P470.3  
billion in 1997. These expenditures compared together with revenues of P462.5   
billion resulted in a deficit of P50.0 billion in the Government's fiscal       
position for 1998, compared to a fiscal surplus of P1.6 billion in 1997.        

     Expenditures in 1999 increased to P590.4 billion compared to P512.5 billion
in 1998. The total expenditures were P14.1 billion more than the revised target.
The increase in expenditures in 1999 was due in large part to economic stimulus 
efforts by the Government and in part to the repayment of certain accounts      
payable that were outstanding from previous Government administrations. Revenues
of P478.5 billion resulted in an overall deficit of P111.7 billion in 1999.     

     Expenditures in 2000 increased to P649.0 billion compared to P590.4 billion
in 1999. The total expenditures were P19.5 billion more than the Government's   
target. The increase in expenditures was due primarily to higher interest       
payments which increased by P16 billion as a result of high interest rates for  
Treasury bills and fixed rate Treasury bonds. Other contributing factors        
included the depreciation of the peso, compared to the US dollar, an increase in
LIBOR and the unprogrammed interest payment for the Metro Rail Transit          
obligation. Revenues of P514.8 resulted in an actual Government deficit of      
P134.2 in 2000.                                                                 

 Government expenditures for 2001 were P710.8 billion, P7.5 billion more
than the budgeted amount of P703.2 billion and 9.5% higher than expenditures for
2000. The actual Government deficit for 2001 was P147.0 billion compared to the 
budgeted deficit of P145.0 billion.                                             

 Government expenditures in 2002 were P777.9 billion, compared to P710.8
billion in 2001. The increase in expenditures from 2001 to 2002 was due in part 
to higher expenditures for infrastructure, personal services, education,        
veterans' pensions, and allotments to local government units for anti-poverty   
programs and security measures.                                                 

DEFICIT                                                                     

 The deficit in 2002 was P210.7 billion, which exceeded the Government's
original target of P130 billion deficit 2002 but was lower than the revised 2002
budget deficit forecast of P223 billion. This rapid increase in the budget      
deficit was caused by lower than expected revenue collections from the BIR and  
higher than expected expenditures.                                              

THE GOVERNMENT BUDGET                                                           

THE BUDGET PROCESS.  The Administrative Code of 1987 requires the     
Government to formulate and implement a national budget. The President submits  
the budget to Congress within 30 days of the opening of each regular session of 
Congress, which occurs on the fourth Monday of each July. The House of          
Representatives reviews the budget and transforms it into a general             
appropriations bill. The Senate then reviews the budget. A conference committee 
composed of members of both houses of Congress then formulates a common version 
of the bill. Once both houses approve the budget, the bill goes to the President
for signing as a general appropriations act.                                    

  On March 11, 2003, a bicameral Congressional committee approved a P804.0
national government budget for 2003. The budget approved by the bicameral       
committee reflected a P200 million reduction from the                           
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P804.2 billion budget originally proposed by President Arroyo. The 2003 budget  
includes appropriations of P804.0 billion, a 3.0% increase from the P780.8      
billion budgeted for 2002. The 2003 budget includes an automatic appropriation  
of P223 billion to service the Government's foreign and domestic debts. The 2003
budget forecasts P602 billion in revenue collections against the P804 million in
budgeted expenditures, which would result in a deficit of P202 billion for the  
year 2003.                                                                      

  On August 5, 2003, the Arroyo administration submitted its proposed 2004
budget to Congress. The budget calls for appropriations of P864.8 billion in    
2004, and forecasts a fiscal deficit of P197.8 billion.                         

DEBT                                                                            

   EXTERNAL DEBT.  The following table sets out the total outstanding Bangko
Sentral-approved and registered external debt.                                  

BANGKO SENTRAL APPROVED EXTERNAL DEBT(1)

                                                        [Enlarge/Download Table]

                                                                                         AS OF     
                                                   AS OF DECEMBER 31,                  MARCH 31,   
                                     -----------------------------------------------   ---------   
                                      1998      1999      2000      2001      2002       2003      
                                     -------   -------   -------   -------   -------   ---------   
                                                  (IN MILLIONS, EXCEPT PERCENTAGES)                
                                                                                                   
By Maturity:                                                                                       
  Short-term(2)....................  $ 7,185   $ 5,745   $ 5,948   $ 6,049   $ 5,558    $ 6,423    
  Medium and long-term.............   40,632    46,466    46,112    46,306    48,315     49,383    
                                     -------   -------   -------   -------   -------    -------    
     Total.........................  $47,817   $52,210   $52,060   $52,355   $53,874    $55,806    
                                     =======   =======   =======   =======   =======    =======    
By Debtor:(3)                                                                                      
  Banking system...................  $12,777   $11,726   $11,462   $11,537   $10,880    $11,218    
  Public sector(4).................   22,944    27,233    26,573    25,149    28,017     29,717    
  Private sector...................   12,096    13,257    14,125    15,669    14,977     14,871    
                                     -------   -------   -------   -------   -------    -------    
     Total.........................  $47,817   $52,210   $52,060   $52,355   $53,874    $55,806    
                                     =======   =======   =======   =======   =======    =======    
By Creditor Type:                                                                                  
  Multilateral.....................  $10,058   $10,245   $ 9,665   $ 9,553   $ 8,970    $ 9,268    
  Bilateral........................   14,926    16,429    15,336    14,531    15,621     15,895    
  Banks and financial                                                                              
     institutions..................    9,672    10,340    11,176    12,003    12,015     11,827    
  Bondholders/noteholders..........   11,209    12,951    13,447    13,678    14,785     16,024    
  Others...........................    1,952     2,245     2,436     2,590     2,482      2,792    
                                     -------   -------   -------   -------   -------    -------    
     Total.........................  $47,817   $52,210   $52,060   $52,355   $53,874    $55,806    
                                     =======   =======   =======   =======   =======    =======    
Ratios:                                                                                            
  Debt service burden to exports of                                                                
     goods and services(5).........     11.7%     14.1%     12.4%     16.0%     16.4%      16.5%   
  Debt service burden to GNP.......      7.4%      8.3%      7.7%      8.5%      9.0%       9.1%(6)
  External debt to GNP.............     69.8%     65.1%     65.8%     68.1%     64.8%      66.4%(7)

---------------                                                                 

Source: Bangko Sentral.                                                         

(1) Excludes a $75 million loan to be made by the Asian Development Bank        
    pursuant to an agreement between the Asian Development Bank and the Republic
in October 2001.                                                        

(2) Debt with original maturity of one year or less.                            

(3) Classification by debtor is based on the primary obligor under the relevant 
loan or rescheduling documentation.                                     

(4) Includes public sector debt whether or not guaranteed by the Government;    
does not include public banks.                                          

(5) This ratio is based on the debt service burden for the relevant period      
    relative to the total exports of goods and receipts from services and income
during such period based on the BPM5 framework.                         

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(6) For comparability with annual figures, ratio is based on GNP for the first  
quarter of 2003.                                                        

(7) For comparability with annual figures, ratio is based on GNP for the four   
quarters ending March 31, 2003.                                         

In 2002, Bangko Sentral-approved external debt increased 0.6% from the
$53.6 billion recorded as of September 30, 2002 and by 2.9% from the $52.4      
billion recorded as of December 31, 2001. The increase in debt in 2002 was due  
to additional borrowing to settle maturing obligations and finance the          
Government's budget deficit, as well as upward foreign exchange revaluation     
adjustments on third-country currency denominated debt resulting from the       
continued depreciation of the US dollar against third-country currencies.       

 As of March 31, 2003, Bangko Sentral-approved external debt amounted to
$55.8 billion as of March 31, 2003, a 3.6% increase from the $53.9 billion      
recorded as of December 31, 2002. The increase in the first quarter of 2003     
resulted mostly from net inflows of foreign exchange to finance the Government's
budgetary requirements.                                                         

     As of March 31, 2003, Bangko Sentral-approved medium and long term external
debt amounted to $49.4 billion. Of this amount, 58% carried fixed rates, 39% had
variable rates, and the remaining 3% was non-interest bearing. As of March 31,  
2003, the average cost of fixed rate credits was 6.1%. For liabilities with     
floating interest rates, the margin over the applicable base rate averaged 1.7%.
As of March 31, 2003, approximately 55% of total Bangko Sentral-approved        
external debt (including short-term debt) was denominated in US dollars while   
27% was denominated in Japanese yen. As of March 31, 2003, multi-currency loans 
from the World Bank, the International Monetary Fund and the Asian Development  
Bank accounted for 16.6% of total Bangko Sentral-approved external debt.        

  As of June 30, 2003, Bangko Sentral-approved external debt had increased
slightly to $56.1 billion.                                                      

Since December 31, 2002, the Government has borrowed a total of $1.625
billion and E300 million in the international capital markets. In response to   
recent increases in the Government's external debt, some members of the Senate  
have proposed legislation that would place certain limits on Government         
borrowings. One Senate bill would set a limit on total debt and tie this limit  
to the Republic's GDP, while another would set a cap only on future borrowings. 
Hearings on these bills are ongoing. Some members of Congress have also called  
for the repeal of the law which currently mandates automatic appropriation for  
debt service in the annual budget. It is unclear whether either of these        
proposed measures will be implemented or if implemented what impact these       
measures would have on the Republic.                                            

    GOVERNMENT FINANCING INITIATIVES.  The Government has obtained funds under
the so-called "Miyazawa initiative" to help finance projects contemplated by the
country's spending program. The Miyazawa initiative was launched by the Japanese
government in October 1998 with an assistance package totalling the equivalent  
of $30 billion. The package consists of support measures to assist five Asian   
countries, including the Philippines, overcome their economic difficulties.     
Under the Miyazawa initiative, the Government requested co-financing from Japan 
of approximately $900 million of program loans from the Asian Development Bank  
and the World Bank, $300 million each for the banking sector reform program with
the World Bank, the power sector restructuring program with the Asian           
Development Bank and the Metro Manila air quality enhancement program with the  
Asian Development Bank.                                                         

    In July 2000, the Republic entered into a grain sector development program
loan agreement with the Asian Development Bank. The Asian Development Bank      
disbursed $300 million under this program in 2000; however, the undisbursed     
balance of $70 million was cancelled in April 2003. Also in July 2000, the      
Republic signed a $100 million program loan agreement with the Asian Development
Bank to support the Pasig River Environment Management and Rehabilitation       
Program. As of December 31, 2002, $40 million had been disbursed under this     
program.                                                                        

In November 2001, the Republic entered into a $75 million program loan
agreement with Asian Development Bank to support the Non-Bank Financial         
Governance Program. This loan was fully disbursed in the same year. In July     
2003, the Republic concluded negotiations with the Asian Development Bank for a 
$150 million loan to support the Second Non-Bank Financial Governance Program.  
As of December 31, 2001, the Republic had received $100 million from each of the
World Bank and the Japan Bank for International                                 

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Cooperation ("JBIC") under their respective banking sector loan programs.       
However, World Bank and JBIC have canceled the remaining combined undisbursed   
commitment of $40 million.                                                      

    As of December 31, 2002, the Republic had received a total of $600 million
in loans from the Asian Development Bank and JBIC to support power sector       
reforms. Also as of December 31, 2002, the Republic had received $300 million in
loans to support air quality improvement programs.                              

From 1998 to 2002, the Republic received a total of $1.3 billion in   
financing from Japan under the Special Yen Loan Package, also known as the      
"Obuchi Fund".                                                                  

    CREDIT RATINGS.  On June 12, 2003, Fitch Ratings downgraded the Republic's
long-term foreign currency rating from BB+ to BB on the grounds that current and
prospective fiscal trends amount to a material deterioration in sovereign       
creditworthiness, notwithstanding the recent upturn in tax receipts. Fitch also 
lowered the long-term local currency rating from BBB- to BB+ and changed the    
outlook on both ratings from negative to stable. Fitch mentioned that the change
in outlook reflects Fitch's judgement that broader macro-economic trends remain 
reasonable with respect to growth, inflation and the external current account   
balance.                                                                        

On April 24, 2003, Standard & Poor's Ratings Service downgraded the   
Republic's long-term foreign currency rating from BB+ to BB, downgraded the     
Republic's local currency rating from BBB+ to BBB and revised the long-term     
ratings outlook from negative to stable. Standard & Poor's emphasized the       
Government's high fiscal deficit, increased interest payments due to its high   
debt burden, and heavy reliance on external capital for economic growth.        

     On January 8, 2003, Moody's Investors Service changed its rating outlook on
the Republic's local-currency rating for government bonds from stable to        
negative, while affirming each of the Republic's foreign-currency ratings.      
Moody's recognized that revenue collections had improved in recent months, but  
noted that poor revenue collection in prior periods had weakened long-term      
fiscal prospects.                                                               

   The following table sets out the changes in the Republic's credit ratings
or rating outlooks for the three years preceding the date of this prospectus.   

                                                        [Enlarge/Download Table]

            DATE                RATING AGENCY             INSTRUMENT           CREDIT RATING OR RATING OUTLOOK
----------------------------  -----------------  ----------------------------  -------------------------------
                                                                                                              
October 19, 2000............  Standard & Poor's  Long-term local and foreign   Downgraded outlook from        
                                                 currency obligations          "stable" to "negative"(1)      
October 27, 2000............  Moody's            Bonds and notes               Raised to Ba1                  
                                                                               Downgraded outlook from        
                                                                               "stable" to "negative"(2)      
March 15, 2001..............  Fitch-IBCA         Long-term local currency      Downgraded outlook from        
                                                 obligations                   "positive" to "stable"(3)      
February 4, 2002............  Moody's            Long-term foreign currency    Upgraded outlook from          
                                                 obligations                   "negative" to "stable"(4)      
April 4, 2002...............  Standard & Poor's  Long-term foreign currency    Upgraded outlook from          
                                                 obligations                   "negative" to"positive"(5)     
October 29, 2002............  Standard & Poor's  Long-term foreign currency    Downgraded outlook from        
                                                 obligations                   "stable" to "negative"(6)      
November 25, 2002...........  Fitch-IBCA         Long-term foreign currency    Downgraded outlook from        
                                                 obligations                   "stable" to "negative"(7)      
January 8, 2003.............  Moody's            Local currency obligations    Downgraded outlook from        
                                                                               "stable" to "negative"(8)      
April 24, 2003..............  Standard & Poor's  Long-term foreign currency    Downgraded from BB+ to BB(9)   
                                                 obligations                                                  
                                                 Local currency obligations    Downgraded from BBB+ to BBB(9) 

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                                                        [Enlarge/Download Table]

            DATE                RATING AGENCY             INSTRUMENT           CREDIT RATING OR RATING OUTLOOK
----------------------------  -----------------  ----------------------------  -------------------------------
                                                                                                              
June 12, 2003...............  Fitch Ratings      Long-term foreign currency    Downgraded from BB+ to BB(10)  
                                                 obligations                   Upgraded outlook from          
                                                                               "negative" to "stable"         
                                                 Long-term local currency      Downgraded from BBB- to BB+(10)
                                                 obligations                   Upgraded outlook from          
                                                                               "negative" to "stable"         

---------------                                                                 

(1) Standard & Poor's noted the political uncertainty relating to             
then-President Estrada's alleged corrupt practices, the rising budget 
  deficit and growing concerns about the Government's ability to undertake
 effective economic management during a period of political uncertainty.

(2) Moody's noted that unfolding political developments associated with       
then-President Estrada could impair policy-making and hamper the      
Government's ability to defend its external payments position.        

(3) Fitch noted the continuing deterioration of public finances and its impact
on public indebtedness.                                               

(4) Moody's noted that the upgrade reflected the Republic's success in meeting
its fiscal targets and a stronger economic outlook.                   

(5) Standard & Poor's noted that the upgrade reflected the Government's       
improved economic management under the Arroyo administration and the  
Republic's adequate external liquidity.                               

(6) Standard & Poor's noted that the downgrade reflected diminishing prospects
for the fiscal consolidation necessary to stabilize and reduce the    
Government's debt burden and sustain investor confidence.             

(7) Fitch noted that further evidence of falling tax revenues had undermined  
     the Government's fiscal credibility and raised concerns about rising public
indebtedness.                                                         

(8) Moody's recognized that revenue collections had improved in recent months,
but noted that poor revenue collection in prior periods had weakened  
long-term fiscal prospects.                                           

(9) Standard & Poor's noted the Government's high fiscal deficit, increased   
interest payments due to its high debt burden, and heavy reliance on  
external capital for economic growth.                                 

(10) Fitch noted that existing and prospective fiscal trends amounted to a      
material deterioration in sovereign creditworthiness.                 

PUBLIC SECTOR DEBT.  The following table describes the country's      
outstanding public sector debt.                                                 

OUTSTANDING PUBLIC SECTOR DEBT(1) 

                                                        [Enlarge/Download Table]

                                                                 AS OF DECEMBER 31,                 
                                                ----------------------------------------------------
                                                  1998       1999       2000       2001       2002  
                                                --------   --------   --------   --------   --------
                                                         (IN BILLIONS, EXCEPT PERCENTAGES)          
                                                                                                    
Government(2)                                                                                       
  Domestic..................................... P  859.6   P  986.7   P1,080.7   P1,270.9   P1,429.3
  External.....................................    940.8    1,555.5    1,568.2    1,609.8    1,914.9
                                                --------   --------   --------   --------   --------
    Total...................................... P1,800.4   P2,142.2   P2,648.8   P2,880.7   P3,407.2
                                                ========   ========   ========   ========   ========
Monitored GOCCs(3)                                                                                  
  Domestic.....................................    419.1      644.8      810.6      744.9      895.7
  External.....................................    224.8      286.1      308.1      395.0      474.4
                                                --------   --------   --------   --------   --------
    Total...................................... P  643.9   P  930.9   P1,118.7   P1,139.9   P1,370.1
                                                ========   ========   ========   ========   ========
CB-BOL(4)                                                                                           
  Domestic.....................................      0.0        0.0        0.0        0.0        0.0
  External.....................................    102.2       74.9       81.8       73.9       67.1
                                                --------   --------   --------   --------   --------
    Total...................................... P  102.2   P   74.9   P   81.8   P   73.9   P   67.1
                                                ========   ========   ========   ========   ========

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                                                        [Enlarge/Download Table]

                                                                 AS OF DECEMBER 31,                  
                                                ---------------------------------------------------- 
                                                  1998       1999       2000       2001       2002   
                                                --------   --------   --------   --------   -------- 
                                                         (IN BILLIONS, EXCEPT PERCENTAGES)           
                                                                                                     
Bangko Sentral(4)                                                                                    
  Domestic.....................................    123.3      193.5      202.6      118.3      164.3 
  External.....................................    264.2      299.3      385.2      475.5      450.4 
                                                --------   --------   --------   --------   -------- 
    Total...................................... P  387.5   P  492.8   P  587.8   P  593.8   P  614.7 
                                                ========   ========   ========   ========   ======== 
GFIs(3)                                                                                              
  Domestic.....................................    327.9      379.9      460.6      175.3      234.2 
  External.....................................     68.9       95.3       74.3      126.1      153.4 
                                                --------   --------   --------   --------   -------- 
    Total...................................... P  396.8   P  475.2   P  534.9   P  301.4   P  387.5 
                                                ========   ========   ========   ========   ======== 
Less loans on-lent or guaranteed by the                                                              
  Government                                                                                         
  Domestic.....................................      8.7        8.3       12.5       23.2       21.1 
  External.....................................    370.6      441.4      562.3      555.2      662.8 
                                                --------   --------   --------   --------   -------- 
    Total...................................... P  379.3   P  449.7   P  574.8   P  578.4   P  683.9 
                                                ========   ========   ========   ========   ======== 
Total public sector(5)                                                                               
  Domestic.....................................  1,721.2    2,196.6    2,542.0    2,286.3    2,765.4 
  External.....................................  1,230.3    1,469.7    1,855.2    2,125.1    2,397.3 
                                                --------   --------   --------   --------   -------- 
    Total...................................... P2,951.5   P3,666.3   P4,397.2   P4,411.3   P5,162.7 
                                                ========   ========   ========   ========   ======== 
As a percentage of GNP (at current prices)                                                           
Public sector debt(5)..........................    105.3%     116.9%     125.7%     112.6%     120.3%
Public sector domestic debt(5).................     61.4%      70.0%      72.7%      58.3%      64.5%
Public sector external debt(5).................     43.9%      46.9%      53.1%      54.2%      56.9%
National Government debt(2)....................     50.7%      54.0%      59.3%      58.8%      63.5%
National Government domestic debt(2)...........     30.7%      31.5%      30.9%      32.4%      34.8%
National Government external debt(2)...........     33.6%      36.8%      44.8%      41.1%      44.6%

---------------                                                                 

Source: Fiscal Policy and Planning Office, Department of Finance.               

(1) Amounts in original currencies were converted to pesos using the applicable 
Bangko Sentral reference exchange rates at the end of each period.      

(2) Includes debt that is on-lent to Government-owned corporations and other    
   public sector entities and debt that has been assumed by the Government and
contingent liabilities.                                                 

(3) Includes net lending from the Government, and borrowings on-lent or         
guaranteed by the Government.                                           

(4) Liabilities, including deposits, less currency issue and inter-government   
accounts.                                                               

(5) Includes the Government, the monitored Government-owned corporations, the   
Central Bank -- Board of Liquidation, Bangko Sentral and Government     
 financial institutions. Does not include other public sector debt that is
not guaranteed by the Government.                                       

The outstanding public sector debt, comprised of the debt of the      
Government, the monitored Government corporations, the Central Bank-Board of    
Liquidation, Bangko Sentral and the Government financial institutions, amounted 
to P5,162.7 billion as of December 31, 2002 and P4,411.3 billion as of December 
31, 2001. As of December 31, 2002, the Government accounted for P3,407.2        
billion, or 66.0%, of outstanding public sector debt. Public sector debt as a   
proportion of GNP increased from 112.6% as of December 31, 2001 to 120.3% as of 
December 31, 2002.                                                              

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DIRECT DEBT OF THE REPUBLIC.  The following table summarizes the      
outstanding direct debt of the Republic as of the dates indicated.              

OUTSTANDING DIRECT DEBT OF THE REPUBLIC(1)(2) 

                                                        [Enlarge/Download Table]

                                            AS OF DECEMBER 31,                          AS OF MARCH 31,       
                      --------------------------------------------------------------  --------------------    
                         1998         1999         2000         2001         2002             2003            
                      ----------   ----------   ----------   ----------   ----------  --------------------    
                                                          (IN MILLIONS)                                       
                                                                                                              
Medium/long-term                                                                                              
  debt(3)                                                                                                     
  Domestic........... P  408,809   P  513,667   P  600,925   P  822,269   P1,065,976  P1,034,387   $19,334    
  External........... $   16,525   $   19,800   $   21,992   $   22,082   $   25,340  $   26,559(4) $26,559(4)
Short-term debt(5)                                                                                            
  Domestic........... P  442,121   P  464,737   P  467,275   P  425,414   P  405,226  P  441,321   $ 8,249    
                      ----------   ----------   ----------   ----------   ----------  ----------   -------    
  Total debt......... P1,496,221   P1,775,356   P2,166,700   P2,384,917   P2,815,468  P2,896,629   $54,143    
                      ==========   ==========   ==========   ==========   ==========  ==========   =======    

---------------                                                                 

Source: Bureau of the Treasury, Department of Finance.                          

(1) Includes Government debt that is on-lent to Government-owned corporations   
    and other public sector entities. Excludes debt guaranteed by the Government
    and debt originally guaranteed by other public sector entities for which the
    guarantee has been assumed by the Government. The table reflects debt of the
Government only and does not include any other public sector debt.      

(2) Amounts in original currencies were converted to US dollars or pesos, as    
 applicable, using Bangko Sentral's reference exchange rates at the end of
each period.                                                            

(3) Debt with original maturities of one year or longer.                        

(4) The Government has incurred an aggregate of $925 million of external debt   
since March 31, 2003.                                                   

(5) Debt with original maturities of less than one year.                        

   DIRECT DOMESTIC DEBT OF THE REPUBLIC.  The following table summarizes the
outstanding direct domestic debt of the Republic as of the dates indicated.     

OUTSTANDING DIRECT DOMESTIC DEBT OF THE REPUBLIC(1)(2)

                                                        [Enlarge/Download Table]

                                          AS OF DECEMBER 31,                        AS OF MARCH 31,   
                      ----------------------------------------------------------  --------------------
                        1998       1999        2000         2001         2002             2003        
                      --------   --------   ----------   ----------   ----------  --------------------
                                                        (IN MILLIONS)                                 
                                                                                                      
Loans                                                                                                 
  Direct............. P 38,789   P 39,743   P   15,541   P   15,317   P   15,609  P   15,613   $   292
  Assumed............   24,355     20,369       19,117       13,858        8,251       8,302       155
                      --------   --------   ----------   ----------   ----------  ----------   -------
     Total loans.....   63,144     60,112       34,658       29,175       23,860      23,915       447
Securities                                                                                            
  Treasury bills.....  442,121    464,737      467,275      425,414      405,226     441,321     8,249
  Treasury                                                                                            
     notes/bonds.....  345,665    453,555      566,267      793,094    1,042,115   1,010,473    18,887
                      --------   --------   ----------   ----------   ----------  ----------   -------
     Total                                                                                            
       securities....  787,786    918,292    1,033,542    1,218,508    1,447,342   1,451,793    27,136
                      --------   --------   ----------   ----------   ----------  ----------   -------
     Total debt...... P850,930   P978,404   P1,068,200   P1,247,683   P1,471,202  P1,475,708   $27,583
                      ========   ========   ==========   ==========   ==========  ==========   =======

---------------                                                                 

Source: Bureau of the Treasury, Department of Finance.                          

(1) Includes Government debt that is on-lent to Government-owned corporations   
    and other public sector entities. Excludes debt guaranteed by the Government
    and debt originally guaranteed by other public sector entities for which the
    guarantee has been assumed by the Government. The table reflects debt of the
Government only, and does not include any other public sector debt.     

(2) Amounts in original currencies were converted to US dollars or pesos, as    
 applicable, using Bangko Sentral's reference exchange rates at the end of
each period.                                                            

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The following table sets forth the direct domestic debt service       
requirements of the Republic for the years indicated.                           

DIRECT DOMESTIC DEBT SERVICE REQUIREMENTS OF THE REPUBLIC(1)

                                                        [Enlarge/Download Table]

                                                    PRINCIPAL   INTEREST                      
YEAR                                                REPAYMENTS  PAYMENTS        TOTAL(2)      
----                                                ----------  --------   -------------------
                                                                  (IN MILLIONS)               
                                                                                              
1998...............................................  P 28,761   P 73,525   P102,286    $2,619 
1999...............................................    61,552     74,980    136,532     3,392 
2000...............................................    45,429     93,575    139,004     2,783 
2001...............................................    54,039    112,592    166,631     3,268 
2002...............................................    80,944    119,985    200,929     3,928 
2003(3)............................................   121,881    153,017    274,898     5,374 
2004(3)............................................   142,281    184,703    326,984     6,393 
2005(3)............................................   158,453    197,800    356,253     6,965 
2006(3)............................................   134,855    207,075    341,930     6,685 

---------------                                                                 

Source: Bureau of the Treasury, Department of Finance.                          

(1) Excludes debt service in respect of Government debt that is on-lent to      
    Government owned corporations and other public sector entities guaranteed by
the Government and debt originally guaranteed by other public sector    
entities for which the guarantee has been assumed by the Government. The
  table reflects debt of the Government only, and does not include any other
public sector debt.                                                     

(2) Amounts in pesos were converted to US dollars using the applicable Bangko   
    Sentral reference exchange rates at the end of each period. For 2002 through
2006, amounts in pesos were converted to US dollars using the applicable
Bangko Sentral reference exchange rates as of December 27, 2002.        

(3) Projected, based on debt outstanding as of December 31, 2002.               

The Government's outstanding direct domestic debt increased 17.9% to  
P1,471.2 billion as of December 31, 2002, from P1,247.7 billion as of December  
31, 2001 due to the increased issuance of Treasury bills.                       

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   DIRECT EXTERNAL DEBT OF THE REPUBLIC.  The following table summarizes the
outstanding external direct debt of the Republic as of the dates indicated.     

OUTSTANDING DIRECT EXTERNAL DEBT OF THE REPUBLIC(1)(2)

                                                        [Enlarge/Download Table]

                                              AS OF DECEMBER 31,                 AS OF MARCH 31,
                                -----------------------------------------------  ---------------
                                 1998      1999      2000      2001      2002         2003      
                                -------   -------   -------   -------   -------  ---------------
                                                          (IN MILLIONS)                         
                                                                                                
Loans                                                                                           
  Multilateral................. $ 4,665   $ 4,468   $ 4,388   $ 4,323   $ 4,390      $ 4,359    
  Bilateral....................   7,944     9,055     8,193     7,236     8,167        8,354    
  Commercial...................     208       256       651       841       925          929    
                                -------   -------   -------   -------   -------      -------    
     Total loans...............  12,817    13,779    13,232    12,400    13,482       13,642    
Securities                                                                                      
  Eurobonds....................      --       352       514       915     1,062        1,421    
  Brady Bonds..................   2,173     1,482     1,385     1,287     1,190        1,190    
  Yen Bonds....................     345       391       655       949       959          960    
  Notes........................      --        --       810     1,010       400          400    
  Global Bonds.................   1,190     3,796     5,396     5,396     8,246        8,746    
  T-Bills......................      --        --        --       125        --          200    
                                -------   -------   -------   -------   -------      -------    
     Total securities..........   3,708     6,021     8,760     9,682    11,857       12,917    
                                -------   -------   -------   -------   -------      -------    
     Total..................... $16,525   $19,800   $21,992   $22,082   $25,340      $26,559(3) 
                                =======   =======   =======   =======   =======      =======    

---------------                                                                 

Source: Bureau of the Treasury, Department of Finance                           

(1) Includes Government debt that is on-lent to Government-owned corporations   
    and other public sector entities. Excludes debt guaranteed by the Government
    and debt originally guaranteed by other public sector entities for which the
    guarantee has been assumed by the Government. The table reflects debt of the
Government only, and does not include any other public sector debt.     

(2) Amounts in original currencies were converted to US dollars using the       
applicable Bangko Sentral reference exchange rates at the end of each   
period.                                                                 

(3) The Government has incurred an aggregate of $925 million of external debt   
since March 31, 2003.                                                   

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   The following table sets forth, by designated currency and the equivalent
amount in US dollars, the outstanding direct external debt of the Republic as of
March 31, 2003.                                                                 

SUMMARY OF OUTSTANDING DIRECT EXTERNAL
DEBT BY THE REPUBLIC BY CURRENCY(1) 
(AS OF MARCH 31, 2003)

                                                        [Enlarge/Download Table]

                                                             AMOUNT IN    EQUIVALENT            
                                                             ORIGINAL      AMOUNT IN      % OF  
                                                             CURRENCY    US DOLLARS(2)   TOTAL  
                                                             ---------   -------------   ------ 
                                                             (IN MILLIONS, EXCEPT PERCENTAGES)  
                                                                                                
US Dollar...................................................    15,372      $15,372       57.87%
Japanese Yen................................................ 1,021,747        8,532       32.12 
European Currency Unit......................................     1,214        1,309        4.93 
Special Drawing Right.......................................       700          954        3.59 
French Franc................................................       812          134        0.50 
Austrian Schilling..........................................     1,213           95        0.36 
Deutsche Mark...............................................       121           66        0.25 
Pound Sterling..............................................        13           20        0.07 
Swiss Franc.................................................        45           33        0.12 
Belgian Franc...............................................       716           19        0.07 
Danish Krone................................................        57            8        0.03 
Kuwait Dinar................................................         2            6        0.02 
Korean Won..................................................     4,097            3        0.01 
Italian Lire................................................     8,718            5        0.02 
Swedish Krona...............................................        18            2        0.01 
Canadian Dollar.............................................         2            1        0.01 
                                                                            -------      ------ 
  Total.....................................................                $25,340(3)   100.00%
                                                                            =======      ====== 

---------------                                                                 

Source: Bureau of the Treasury, Department of Finance.                          

(1) Includes Government debt that is on-lent to Government-owned corporations   
    and other public sector entities. Excludes debt guaranteed by the Government
    and debt originally guaranteed by other public sector entities for which the
    guarantee has been assumed by the Government. The table reflects debt of the
Government only, and does not include any other public sector debt.     

(2) Amounts in original currencies were converted to US dollars using the       
applicable Bangko Sentral reference exchange rates as of March 31, 2003.

(3) The Government has incurred an aggregate of $925 million of external debt   
since March 31, 2003.                                                   

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The following table sets forth the direct external debt service       
requirements of the Republic for the years indicated.                           

DIRECT EXTERNAL DEBT SERVICE REQUIREMENTS OF THE REPUBLIC(1)(2) 

                                                        [Enlarge/Download Table]

                                                             PRINCIPAL    INTEREST        
YEAR                                                         REPAYMENTS   PAYMENTS  TOTAL 
----                                                         ----------   --------  ------
                                                                     (IN MILLIONS)        
                                                                                          
1998........................................................   $  907      $  584   $1,491
1999........................................................      933         778    1,711
2000........................................................      831         947    1,778
2001........................................................      887       1,209    2,095
2002........................................................    1,718       1,243    2,961
2003(3).....................................................    1,698       1,501    3,199
2004(3).....................................................    1,788       1,583    3,371
2005(3).....................................................    1,811       1,646    3,457
2006(3).....................................................    1,671       1,658    3,329
2007(3).....................................................    1,345       1,660    3,005

---------------                                                                 

Source: Bureau of the Treasury, Department of Finance.                          

(1) Excludes debt service in respect of Government debt that is on-lent to      
    Government-owned corporations and other public sector entities or guaranteed
by the Government, other than debt originally guaranteed by other public
   sector entities for which the guarantee has been assumed by the Government.
The table reflects debt of the Government only, and does not include any
other public sector debt.                                               

(2) For 1997 through 2002, amounts in original currencies were converted to US  
dollars using the applicable Bangko Sentral reference exchange rates    
prevailing on the date of payment. For 2003 through 2007, amounts in    
    original currencies were converted to US dollars using the applicable Bangko
Sentral reference exchange rates as of February 19, 2003.               

(3) Projected, based on debt outstanding as of December 31, 2002.               

  GOVERNMENT GUARANTEED DEBT.  The following table sets forth all Republic
guarantees of indebtedness, including guarantees assumed by the Government, as  
of the dates indicated.                                                         

SUMMARY OF OUTSTANDING GUARANTEES OF THE REPUBLIC(1)(2) 

                                                        [Enlarge/Download Table]

                                          AS OF DECEMBER 31,                 AS OF MARCH 31, 
                             ---------------------------------------------  -----------------
                              1998     1999     2000      2001      2002          2003       
                             ------   ------   -------   -------   -------  -----------------
                                                       (IN MILLIONS)                         
                                                                                             
Domestic.................... P8,677   P8,320   P12,451   P23,167   P19,070  P21,037   $   393
External.................... $7,568   $8,908   $ 9,402   $ 9,177   $10,757  $11,043   $11,043
                             ------   ------   -------   -------   -------  -------   -------
  Total.....................                                                          $11,436
                                                                                      =======

---------------                                                                 

Source: Bureau of the Treasury, Department of Finance.                          

(1) Includes debt originally guaranteed by the Government and debt guaranteed by
    other public sector entities for which the guarantee has been assumed by the
Government.                                                             

(2) Amounts in original currencies were converted to US dollars or pesos, as    
 applicable, using Bangko Sentral's reference exchange rates at the end of
each period.                                                            

     PAYMENT HISTORY OF FOREIGN DEBT.  In early 1985 and in 1987, the Government
rescheduled principal maturities of most medium- and long-term liabilities owed 
to commercial bank creditors falling due between October 1983 and December 1992.
The Philippines normalized its relationship with foreign bank creditors in 1992 
after issuing Brady Bonds in exchange for its commercial bank debt.             

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The Philippines rescheduled portions of its obligations to official   
creditors, such as foreign Governments and their export credit agencies, five   
times between 1984 and 1994 as follows.                                         

                                                        [Enlarge/Download Table]

                                                                     NEW MATURITY               
                                                                     (FROM DATE OF              
                                                       RESCHEDULED   RESCHEDULING               
DATE OF RESCHEDULING AGREEMENT                            AMOUNT      AGREEMENT)    GRACE PERIOD
------------------------------                         ------------  -------------  ------------
                                                                                                
December 1984......................................... $896 million  10 years       5 years     
January 1987.......................................... $1.1 billion  10 years       5.5 years   
May 1989.............................................. $1.8 billion  8.5 years      5 years     
June 1991............................................. $1.5 billion  15-20 years    6.5 years   
July 1994*............................................ $498 million  15-20 years    8-10 years  

---------------                                                                 

* Not implemented. See discussion in following paragraph.                       

  In December 1994, the Government decided not to avail itself of the July
1994 rescheduling agreement to accelerate the country's graduation from         
rescheduling country status. As of June 30, 1999, the Republic's rescheduled    
obligations with its bilateral creditors amounted to $2.2 billion, with Japan at
$1.2 billion and the United States at $506 million having the largest exposures.

In addition to debt restructuring, the Republic has engaged in debt   
buyback, debt-to-equity, debt-for-debt, debt-for-nature and other debt reduction
arrangements to reduce its debt by at least $6 billion. The Republic intends to 
maintain various efforts to manage its debt portfolio to improve yield and      
maturity profiles. The Republic may utilize proceeds from debt issues for the   
purpose of repurchasing outstanding debt through a variety of methods, including
public auctions and repurchases of debt securities in the open markets.         

   While there have been a number of reschedulings of the Republic's debt to
its bilateral creditors in the past few years, the Republic has not defaulted   
on, and has not attempted to restructure, the payment of principal or interest  
on any of its external securities in the last 20 years.                         

     Brady Bonds.  In 1992, the Philippines issued approximately $3.3 billion of
Brady Bonds, maturing between 2007 and 2018, in exchange for commercial bank    
debt, and secured, as to repayment of principal at stated maturity, $1.9 billion
of the bonds with zero-coupon bonds purchased by the Republic in the open       
market. As of year-end 1997, cash and short-term investment grade securities    
deposited with the Federal Reserve Bank of New York, as collateral agent,       
secured the payment of approximately 12 to 14 months of interest on $1.6 billion
of the Brady Bonds.                                                             

In October 1996, the Government exchanged $6.5 million of Series A    
Principal Collateralized Interest Reduction Bonds due 2018 and approximately    
$628 million of Series B Principal Collateralized Interest Reduction Bonds due  
2017 for $551 million of its $690 million 8.75% Bonds due 2016. After the       
exchange, approximately $2.3 billion of the Brady Bonds remained outstanding.   
The exchange generated significant savings in debt service and the release of   
the US Treasury securities held as collateral with respect to the exchanged     
bonds and established a liquid and long-term sovereign benchmark extending the  
maturity of the Philippine debt profile. The exchange resulted in the           
redemption, at a discount, of approximately $635 million of Brady Bonds. In     
addition, the Brady Bond exchange freed more than $124 million in cash from the 
collateral released in the retirement of the Brady Bonds.                       

     In October 1999, the Government exchanged approximately $401 million of its
Principal Collateralized Interest Reduction Bonds, $165 million of its Interest 
Reduction Bonds and $54 million of its Floating Rate Debt Conversion Bonds for  
approximately $544 million of 9.50% Global Bonds due 2024. After the exchange,  
approximately $1.5 billion of the Brady Bonds remained outstanding. Similar to  
the October 1996 exchange, this exchange generated significant savings in debt  
service and the release of the US Treasury securities held as collateral with   
respect to the exchanged bonds and established a sovereign benchmark extending  
the maturity of the Philippine debt profile. The exchange freed approximately   
$149 million in cash from the collateral released in the retirement of the Brady
Bonds.                                                                          

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The following table sets out the foreign currency bonds issued by the 
Republic.                                                                       

FOREIGN CURRENCY BONDS ISSUED BY THE REPUBLIC 

                                                        [Enlarge/Download Table]

                                                              OUTSTANDING       OUTSTANDING   
                                                             BALANCE AS OF     BALANCE AS OF  
                                                              ISSUE DATE      MARCH 31, 2003  
                                                             -------------   -----------------
                                                                       (IN MILLIONS)          
                                                                                              
Brady Bonds(1)                                                                                
  Interest Reduction Bonds..................................    $   757           $   250     
  Principal Collateralized Interest Reduction Bonds.........      1,894               583     
  Debt Conversion Bonds.....................................        697               357     
                                                                -------           -------     
     Total..................................................    $ 3,348           $ 1,190     
Japanese Yen Bonds(2)                                                                         
  Fifth Series..............................................         84                --     
  Sixth Series..............................................        251               251     
  Seventh Series............................................        292               292     
  Shibosai Series A.........................................        418               418     
                                                                -------           -------     
Total.......................................................    $ 1,044           $   960     
Notes.......................................................      1,010               400     
Global bonds................................................      8,746             8,746     
Eurobonds(2)................................................      1,421             1,421     
T-Bills.....................................................        325               200     
                                                                -------           -------     
     Total foreign bonds....................................    $15,894           $12,917(3)  
                                                                =======           =======     

---------------                                                                 

Source: Bureau of the Treasury, Department of Finance.                          

(1) The difference between the amount of the Brady Bonds originally issued and  
    the amount currently outstanding represents repurchases of such Bonds by the
 Republic in the secondary market (or their acquisition in connection with
    debt for equity and similar transactions), the 1998 Brady Bond exchange, the
cancellation of such acquired Bonds and principal repayments.           

(2) Yen and Euro denominated bonds were converted to US dollars using Bangko    
Sentral's reference exchange rate as of March 31, 2003.                 

(3) The Government has incurred an aggregate of $925 million of external debt   
since March 31, 2003.                                                   

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DESCRIPTION OF THE SECURITIES 

DESCRIPTION OF THE DEBT SECURITIES                                              

 The Philippines may issue debt securities in separate series at various
times. The description below summarizes the material provisions of the debt     
securities that are common to all series and the Fiscal Agency Agreement. Each  
series of the debt securities will be issued pursuant to a fiscal agency        
agreement (each, as applicable to a series of debt securities, the "Fiscal      
Agency Agreement"). Since it is only a summary, the description may not contain 
all of the information that is important to you as a potential investor in the  
debt securities. Therefore, the Philippines urges you to read the form of the   
Fiscal Agency Agreement and the form of global bond before deciding whether to  
invest in the debt securities. The Philippines has filed a copy of these        
documents with the Securities and Exchange Commission as exhibits to the        
registration statement of which this prospectus is a part. You should refer to  
such exhibits for more complete information.                                    

  The financial terms and other specific terms of your debt securities are
described in the prospectus supplement relating to your debt securities. The    
description in the prospectus supplement will supplement this description or, to
the extent inconsistent with this description, replace it.                      

     You can find the definitions of certain capitalized terms in the subsection
titled "Glossary of Certain Defined Terms" located at the end of this section.  

GENERAL TERMS OF THE BONDS                                                  

     The prospectus supplement that relates to your debt securities will specify
the following terms:                                                            

- The aggregate principal amount and the designation;                 

  - The currency or currencies or composite currencies of denomination and
payment;                                                          

- Any limitation on principal amount and authorized denominations;    

 - The percentage of their principal amount at which the debt securities
will be issued;                                                   

- The maturity date or dates;                                         

- The interest rate or rates, if any, for the debt securities and, if 
variable, the method by which the interest rate or rates will be  
calculated;                                                       

- Whether any amount payable in respect of the debt securities will be
      determined based on an index or formula, and how any such amount will be
determined;                                                       

- The dates from which interest, if any, will accrue for payment of   
interest and the record dates for any such interest payments;     

- Where and how the Philippines will pay principal and interest;      

 - Whether and in what circumstances the debt securities may be redeemed
before maturity;                                                  

- Any sinking fund or similar provision;                              

   - Whether any part or all of the debt securities will be in the form of a
 global security and the circumstances in which a global security is
exchangeable for certificated securities;                         

  - If issued in certificated form, whether the debt securities will be in
    bearer form with interest coupons, if any, or in registered form without
   interest coupons, or both forms, and any restrictions on exchanges from
one form to the other; and                                          

     If the Philippines issues debt securities at an original issue discount, in
bearer form or payable in a currency other than the US dollar, the prospectus   
supplement relating to the debt securities will also describe applicable US     
federal income tax and other considerations additional to the disclosure in this
prospectus.                                                                     

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PAYMENTS OF PRINCIPAL, PREMIUM AND INTEREST                                 

    On every payment date specified in the relevant prospectus supplement, the
Philippines will pay the principal, premium and/or interest due on that date to 
the registered holder of the relevant debt security at the close of business on 
the related record date. The record date will be specified in the applicable    
prospectus supplement. The Philippines will make all payments at the place and  
in the currency set out in the prospectus supplement. Unless otherwise specified
in the relevant prospectus supplement or the debt securities, the Philippines   
will make payments in US dollars at the New York office of the fiscal agent or, 
outside the United States, at the office of any paying agent. Unless otherwise  
specified in the applicable prospectus supplement, the Philippines will pay     
interest by check, payable to the registered holder.                            

    If the relevant debt security has joint holders, the check will be payable
to all of them or to the person designated by the joint holders at least three  
business days before payment. The Philippines will mail the check to the address
of the registered holder in the bond register and, in the case of joint holders,
to the address of the joint holder named first in the bond register.            

    The Philippines will make any payment on debt securities in bearer form at
the designated offices or agencies of the fiscal agent, or any other paying     
agent, outside of the United States. At the option of the holder of debt        
securities, the Philippines will pay by check or by transfer to an account      
maintained by the payee with a bank located outside of the United States. The   
Philippines will not make payments on bearer securities at the corporate trust  
office of the fiscal agent in the United States or at any other paying agency in
the United States. In addition, the Philippines will not make any payment by    
mail to an address in the United States or by transfer to an account with a bank
in the United States, Nevertheless, the Philippines will make payments on a     
bearer security denominated and payable in US dollars at an office or agency in 
the United States if:                                                           

    - payment outside the United States is illegal or effectively precluded by
exchange controls or other similar restrictions; and              

   - the payment is then permitted under United States law, without material
adverse consequences to the Philippines.                          

If the Philippines issues bearer securities, it will designate the offices of at
least one paying agent outside the United States as the location for payment.   

REPAYMENT OF FUNDS; PRESCRIPTION                                            

    If no one claims money paid by the Philippines to the fiscal agent for the
payment of principal or interest for two years after the payment was due and    
payable, the fiscal agent or paying agent will repay the money to the           
Philippines. After such repayment, the fiscal agent or paying agent will not be 
liable with respect to the amounts so repaid. However, the Philippines'         
obligations to pay the principal of, and interest on, the debt securities as    
they become due will not be affected by such repayment.                         

    You will not be permitted to submit a claim to the Philippines for payment
of principal or interest on any series of debt securities unless made within ten
years, in the case of principal, and five years, in the case of interest, from  
the date on which payment was due.                                              

GLOBAL SECURITIES                                                           

The prospectus supplement relating to a series of debt securities will
indicate whether any of that series of debt securities will be represented by a 
global security. The prospectus supplement will also describe any unique        
specific terms of the depositary arrangement with respect to that series. Unless
otherwise specified in the prospectus supplement, the Philippines anticipates   
that the following provisions will apply to depositary arrangements.            

   REGISTERED OWNERSHIP OF THE GLOBAL SECURITY.  The global security will be
registered in the name of a depositary identified in the prospectus supplement, 
or its nominee, and will be deposited with the depositary, its nominee or a     
custodian. The depositary, or its nominee, will therefore be considered the sole
owner or                                                                        

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holder of debt securities represented by the global security for all purposes   
under the Fiscal Agency Agreement. Except as specified below or in the          
applicable prospectus supplement, beneficial owners:                            

  - will not be entitled to have any of the debt securities represented by
the global security registered in their names;                    

   - will not receive physical delivery of any debt securities in definitive
form;                                                             

- will not be considered the owners or holders of the debt securities;

 - must rely on the procedures of the depositary and, if applicable, any
    participants (institutions that have accounts with the depositary or a
   nominee of the depositary, such as securities brokers and dealers) to
exercise any rights of a holder of the debt securities; and       

  - will receive payments of principal and interest from the depositary or
its participants rather than directly from the Philippines.       

 The Philippines understands that, under existing industry practice, the
depositary and participants will allow beneficial owners to take all actions    
required of, and exercise all rights granted to, the registered holders of the  
debt securities.                                                                

The Philippines will issue certificated securities and register debt  
securities in the name of a person other than the depositary or its nominee only
if:                                                                             

    - the depositary for a series of debt securities is unwilling or unable to
       continue as depositary or ceases to be a clearing agency registered under
      the Securities Exchange Act of 1934 and the Philippines does not appoint
a successor depositary within 90 days;                            

    - the Philippines determines, in its sole discretion, not to have a series
of debt securities represented by a global security; or           

- a default occurs that entitles the holders of the debt securities to
accelerate the maturity date and such default has not been cured. 

In these circumstances, an owner of a beneficial interest in a global 
security will be entitled to registration of a principal amount of debt         
securities equal to its beneficial interest in its name and to physical delivery
of the debt securities in definitive form. Definitive debt securities in bearer 
form will not be issued in respect of a global security in registered form.     

BENEFICIAL INTERESTS IN AND PAYMENTS ON A GLOBAL SECURITY.  Only      
participants, and persons that may hold beneficial interests through            
participants, can own a beneficial interest in the global security. The         
depositary keeps records of the ownership and transfer of beneficial interests  
in the global security by its participants. In turn, participants keep records  
of the ownership and transfer of beneficial interests in the global security by 
other persons (such as their customers). No other records of the ownership and  
transfer of beneficial interests in the global security will be kept.           

 All payments on a global security will be made to the depositary or its
nominee. When the depositary receives payment of principal or interest on the   
global security, the Philippines expects the depositary to credit its           
participants' accounts with amounts that correspond to their respective         
beneficial interests in the global security. The Philippines also expects that, 
after the participants' accounts are credited, the participants will credit the 
accounts of the owners of beneficial interests in the global security with      
amounts that correspond to the owners' respective beneficial interests in the   
global security.                                                                

The depositary and its participants establish policies and procedures 
governing payments, transfers, exchanges and other important matters that affect
owners of beneficial interests in a global security. The depositary and its     
participants may change these policies and procedures from time to time. The    
Philippines has no responsibility or liability for the records of ownership of  
beneficial interests in the global security, or for payments made or not made to
owners of such beneficial interests. The Philippines also has no responsibility 
or liability for any aspect of the relationship between the depositary and its  
participants or for any aspect of the relationship between participants and     
owners of beneficial interests in the global security.                          
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   BEARER SECURITIES.  The Philippines may issue debt securities of a series
in the form of one or more bearer global debt securities deposited with a common
depositary for the Euroclear System and Clearstream Banking, societe anonyme, or
with a nominee identified in the applicable Prospectus Supplement. The specific 
terms and procedures, including the specific terms of the depositary            
arrangement, with respect to any portion of a series of debt securities to be   
represented by a bearer global security will be described in the applicable     
Prospectus Supplement.                                                          

ADDITIONAL AMOUNTS                                                          

The Philippines will make all payments on the debt securities without 
withholding or deducting any present or future taxes imposed by the Philippines 
or any of its political subdivisions, unless required by law. If Philippine law 
requires the Philippines to deduct or withhold taxes, it will pay the holders of
the debt securities such additional amounts as are necessary to ensure that they
receive the same amount as they would have received without such withholding or 
deduction.                                                                      

     The Philippines will not pay, however, any additional amounts if the holder
of the debt securities is liable for Philippine tax because:                    

     - the holder of the debt securities is connected with the Philippines other
     than by merely owning the debt security or receiving income or payments
on the bond; or                                                   

  - the holder of the debt securities failed to comply with any reasonable
     certification, identification or other reporting requirement concerning
  the holder's nationality, residence, identity or connection with the
 Philippines, if compliance with such requirement is required by any
     statute or regulation of the Philippines as a precondition to exemption
from withholding or deduction of taxes; or                        

     - the holder of the debt securities failed to present its debt security for
       payment within 30 days of when the payment is due or when the Philippines
  makes available to the holder of the debt securities or the relevant
     fiscal or paying agent a payment of principal or interest, whichever is
     later. Nevertheless, the Philippines will pay additional amounts to the
extent the holder would have been entitled to such amounts had it 
   presented its debt security for payment on the last day of the 30 day
period.                                                           

STATUS OF BONDS                                                             

While outstanding, the debt securities will:                          

- constitute direct, unconditional and unsecured obligations of the   
Philippines;                                                      

  - rank at least equally in right of payment with all of the Philippines'
 other unsecured and unsubordinated External Indebtedness, except as
described below; and                                              

  - continue to be backed by the full faith and credit of the Philippines.

  Under Philippine law, unsecured debt (including guarantees of debt) of a
borrower in insolvency or liquidation that is documented by a public instrument,
as provided in Article 2244(14) of the Civil Code of the Philippines, ranks     
ahead of unsecured debt that is not so documented. Debt is treated as documented
by a public instrument if it is acknowledged before a notary or any person      
authorized to administer oaths in the Philippines. The Government maintains that
debt of the Philippines is not subject to the preferences granted under Article 
2244(14) or cannot be documented by a public instrument without acknowledgment  
of the Philippines as debtor. The Philippine courts have never addressed this   
matter, however, and it is uncertain whether a document evidencing the          
Philippines' Peso or non-Peso denominated debt (including External              
Indebtedness), notarized without the Philippines' participation, would be       
considered documented by a public instrument. If such debt were considered      
documented by a public instrument, it would rank ahead of the debt securities if
the Philippines could not meet its debt obligations.                            

     The Philippines has represented that it has not prepared, executed or filed
any public instrument, as provided in Article 2244(14) of the Civil Code of the 
Philippines, relating to any External Indebtedness. It also has not consented or
assisted in the preparation or filing of any such public instrument. The        
Philippines                                                                     

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also agreed that it will not create any preference or priority in respect of any
External Public Indebtedness pursuant to Article 2244(14) of the Civil Code of  
the Philippines unless its grants equal and ratable preference or priority to   
amounts payable under the debt securities.                                      

NEGATIVE PLEDGE COVENANT                                                    

    If any debt securities are outstanding, the Philippines will not create or
permit any Liens on its assets or revenues as security for any of its External  
Public Indebtedness, unless the Lien also secures the Philippines' obligations  
under the debt securities. In addition, the Philippines will not create any     
preference or priority for any of its External Public Indebtedness pursuant to  
Article 2244(14) of the Civil Code of the Philippines, or any successor law,    
unless it grants equal and ratable preference or priority to amounts due under  
the debt securities.                                                            

The Philippines may create or permit a Lien:                          

- on any property or asset (or any interest in such property or asset)
       incurred when the property or asset was purchased, improved, constructed,
     developed or redeveloped to secure payment of the cost of the activity;

- securing Refinanced External Public Indebtedness;                   

- arising out of the extension, renewal or replacement of any External
       Public Indebtedness that is permitted to be subject to a lien pursuant to
       either of the previous two bullet points, as long as the principal amount
of the External Public Indebtedness so secured is not increased;  

     - arising in the ordinary course of banking transactions to secure External
Public Indebtedness with a maturity not exceeding one year;       

- existing on any property or asset at the time it was purchased, or  
    arising after the acquisition under a contract entered into before and
       not in contemplation of the acquisition, and any extension and renewal of
      that Lien which is limited to the original property or asset and secures
any extension or renewal of the original secured financing;       

- that:                                                               

(A) arises pursuant to any legal process in connection with court   
proceedings so long as the enforcement of the lien is stayed and the
Philippines is contesting the claims secured in good faith; or      

(B) secures the reimbursement obligation under any surety given in  
connection with the release of any lien referred to in (A) above;   

if it is released or discharged within one year of imposition; or   

   - arising by operation of law, provided that any such Lien is not created
       or permitted to be created by the Philippines for the purpose of securing
any External Public Indebtedness                                  

     The international reserves of Bangko Sentral represent substantially all of
the official gross international reserves of the Philippines. Because Bangko    
Sentral is an independent entity, the Philippines and Bangko Sentral believe    
that the debt securities' negative pledge covenant does not apply to Bangko     
Sentral's international reserves. Bangko Sentral could therefore incur External 
Indebtedness secured by international reserves without securing amounts payable 
under the debt securities.                                                      

EVENTS OF DEFAULT                                                           

   Each of the following constitutes an event of default with respect to any
series of debt securities:                                                      

          1. NON-PAYMENT:  the Philippines does not pay principal or interest on
    any debt securities of such series when due and such failure continues for
30 days;                                                              

        2. BREACH OF OTHER OBLIGATIONS:  the Philippines fails to observe or
   perform any of the covenants in the series of debt securities (other than
non-payment) for 60 days after written notice of the default is       
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delivered by any holder of debt securities to the Philippines at the  
corporate trust office of the fiscal agent in New York City;          

3. CROSS DEFAULT AND CROSS ACCELERATION:                    

  (a) the Philippines fails to make a payment of principal, premium,
     prepayment charge or interest when due on any External Public
     Indebtedness with a principal amount equal to or greater than
            $25,000,000 or its equivalent, and this failure continues beyond the
applicable grace period; or                             

      (b) any External Public Indebtedness of the Philippines or the central
       monetary authority in principal amount equal to or greater than
       $25,000,000 is accelerated, other than by optional or mandatory
prepayment or redemption;                               

    For purposes of this event of default, the US dollar equivalent for non-US
dollar debt will be computed using the middle spot rate for the relevant        
currency against the US dollar as quoted by The Chase Manhattan Bank on the date
of determination.                                                               

        4. MORATORIUM:  the Philippines declares a general moratorium on the
   payment of its or the central monetary authority's External Indebtedness;

5. VALIDITY:                                                

      (a) the Philippines, or any governmental body with the legal power and
           authority to declare such series of debt securities and the related
        Fiscal Agency Agreement invalid or unenforceable, challenges the
        validity of such series of debt securities or the related Fiscal
Agency Agreement;                                       

      (b) the Philippines denies any of its obligations under such series of
  debt securities or the related Fiscal Agency Agreement; or

 (c) any legislative executive, or constitutional measure or final
          judicial decision renders any material provision of such series of
         debt securities or the related Fiscal Agency Agreement invalid or
  unenforceable or prevents or delays the performance of the
            Philippines' obligations under such series of debt securities or the
related Fiscal Agency Agreement;                        

6. FAILURE OF AUTHORIZATIONS:  any legislative, executive or
   constitutional authorization necessary for the Philippines to perform its
 material obligations under the series of debt securities or the related
Fiscal Agency Agreement ceases to be in full force and effect or is   
modified in a manner materially prejudicial to the holders of the debt
securities;                                                           

  7. CONTROL OF ASSETS:  The Philippines or the central monetary
     authority does not at all times exercise full control over the Philippines'
International Monetary Assets; or                                     

        8. IMF MEMBERSHIP:  The Philippines ceases to be a member of the IMF
or losses its eligibility to use the general resources of the IMF.    

    The events described in paragraphs 2, 4, 5 and 6 will be events of default
only if they materially prejudice the interests of holders of the debt          
securities.                                                                     

    If any of the above events of default occurs and is continuing, holders of
the debt securities representing at least 25% in principal amount of the debt   
securities of that series then outstanding may declare all of the debt          
securities of the series to be due and payable immediately by written notice to 
the Philippines and the fiscal agent. In the case of an event of default        
described in paragraphs 1 or 4 above, any holder of the debt securities may     
declare the principal amount of debt securities that it holds to be immediately 
due and payable by written notice to the Philippines and the fiscal agent.      

Investors should note that:                                           

     - despite the procedure described above, no debt securities may be declared
    due and payable if the Philippines cures the applicable event of default
before it receives the written notice from the holder of the debt   
securities;                                                         

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- the Philippines is not required to provide periodic evidence of the 
absence of defaults; and                                            

  - the Fiscal Agency Agreement does not require the Philippines to notify
     holders of the debt securities of an event of default or grant any holder
of the debt securities a right to examine the bond register.        

MODIFICATIONS AND AMENDMENTS; BONDHOLDERS' MEETINGS                         

     Each holder of a series of debt securities must consent to any amendment or
modification of the terms of that series of debt securities or the Fiscal Agency
Agreement that would:                                                           

     - change the stated maturity of the principal of the debt securities or any
installment of interest;                                            

- reduce the principal amount of such series of debt securities or the
  portion of the principal amount payable upon acceleration of such debt
securities;                                                         

- change the debt securities' interest rate;                          

- change the currency of payment of principal or interest;            

 - change the obligation of the Philippines to pay additional amounts on
account of withholding taxes or deductions; or                      

- reduce the percentage of the outstanding principal amount needed to 
    modify or amend the related Fiscal Agency Agreement or the terms of such
series of debt securities.                                          

   With respect to other types of amendment or modification, the Philippines
may, with the consent of the holders of at least a majority in principal amount 
of the debt securities of a series that are outstanding, modify and amend that  
series of debt securities or, to the extent the modification or amendment       
affects that series of debt securities, the Fiscal Agency Agreement.            

   The Philippines may at any time call a meeting of the holders of a series
of debt securities to seek the holders' approval of the modification, or        
amendment, or obtain a waiver, of any provision of that series of debt          
securities. The meeting will be held at the time and place in the Borough of    
Manhattan in New York City as determined by the Philippines. The notice calling 
the meeting must be given at least 30 days and not more than 60 days prior to   
the meeting.                                                                    

  While an event of default with respect to a series of debt securities is
continuing, holders of at least 10% of the aggregate principal amount of that   
series of debt securities may compel the fiscal agent to call a meeting of all  
holders of debt securities of that series.                                      

 The Persons entitled to vote a majority in principal amount of the debt
securities of the series that are outstanding at the time will constitute a     
quorum at a meeting of the holders of the debt securities. To vote at a meeting,
a person must either hold outstanding debt securities of the relevant series or 
be duly appointed as a proxy for a holder of the debt securities. The fiscal    
agent will make all rules governing the conduct of any meeting.                 

     The Fiscal Agency Agreement and a series of debt securities may be modified
or amended, without the consent of the holders of the debt securities, to:      

- add covenants of the Philippines that benefit holders of the debt   
securities;                                                         

- surrender any right or power given to the Philippines;              

- secure the debt securities;                                         

  - cure any ambiguity or correct or supplement any defective provision in
      the Fiscal Agency Agreement or the debt securities, without materially and
    adversely affecting the interests of the holders of the debt securities.

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REPLACEMENT OF DEBT SECURITIES                                              

   If a debt security becomes mutilated, defaced, destroyed, lost or stolen,
the Philippines may issue, and the fiscal agent will authenticate and deliver, a
substitute debt security. The Philippines and the fiscal agent will require     
proof of any claim that a debt security was destroyed, lost or stolen.          

The applicant for a substitute debt security must indemnify the       
Philippines, the fiscal agent and any other agent for any losses they may suffer
relating to the debt security that was destroyed, lost or stolen. The applicant 
will be required to pay all expenses and reasonable charges associated with the 
replacement of the mutilated, defaced, destroyed, lost or stolen debt security. 

FISCAL AGENT                                                                

  The Philippines will appoint a fiscal agent or agents in connection each
series of the debt securities whose duties would be governed by the related     
Fiscal Agency Agreement. Different fiscal agents may be appointed for different 
series of debt securities. The Philippines may maintain bank accounts and a     
banking relationship with each fiscal agent. Each fiscal agent is the agent of  
the Philippines and does not act as a trustee for the holders of the debt       
securities.                                                                     

NOTICES                                                                     

  All notices will be mailed to the registered holders of a series of debt
securities. If a depositary is the registered holder of global securities, each 
beneficial holder must rely on the procedures of the depositary and its         
participants to receive notices, subject to any statutory or regulatory         
requirements.                                                                   

If the Philippines lists a series of debt securities on the Luxembourg
Stock Exchange, and the rules of that exchange so require, all notices to       
holders of that series of debt securities will be published in a daily newspaper
of general circulation in Luxembourg. The Philippines expects that the          
Luxemburger Wort will be the newspaper. If notice cannot be published in an     
appropriate newspaper, notice will be considered validly given if made pursuant 
to the rules of the Luxembourg Stock Exchange.                                  

GOVERNING LAW                                                               

     The Fiscal Agency Agreement and the debt securities will be governed by the
laws of the State of New York without regard to any principles of New York law  
requiring the application of the laws of another jurisdiction. Nevertheless, all
matters governing the authorization, execution and delivery of the debt         
securities and the Fiscal Agency Agreement by the Philippines will be governed  
by the laws of the Philippines.                                                 

FURTHER ISSUES OF DEBT SECURITIES                                           

The Philippines may, without the consent of the holders of the debt   
securities, create and issue additional debt securities with the same terms and 
conditions as any series of bonds (or that are the same in all respects except  
for the amount of the first interest payment and for the interest paid on the   
series of debt securities prior to the issuance of the additional debt          
securities). The Philippines may consolidate such additional debt securities    
with the outstanding debt securities to form a single series. Any further Debt  
Securities forming a single series with the outstanding Debt Securities of any  
series constituted by a Fiscal Agency Agreement shall be constituted by an      
agreement supplemental to such relevant Fiscal Agency Agreement.                

JURISDICTION AND ENFORCEABILITY                                             

The Philippines is a foreign sovereign government and your ability to 
collect on judgments of US courts against the Philippines may be limited.       

    The Philippines will irrevocably appoint the Philippine Counsel General in
New York, New York as its authorized agent to receive service of process in any 
suit based on any series of debt securities which any holder of the debt        
securities may bring in any state or federal court in New York City. The        
Philippines submits to the jurisdiction of any state or federal court in New    
York City or any competent court in the Philippines in                          

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such action. The Philippines waives, to the extent permitted by law, any        
objection to proceedings in such courts. The Philippines also waives irrevocably
any immunity from jurisdiction to which it might otherwise be entitled in any   
suit based on any series of debt securities.                                    

     Because of its waiver of immunity, the Philippines would be subject to suit
in competent courts in the Philippines. Judgments against the Philippines in    
state or federal court in New York City would be recognized and enforced by the 
courts of the Philippines in any enforcement action without re-examining the    
issues if:                                                                      

- such judgment were not obtained by collusion or fraud;              

     - the foreign court rendering such judgment had jurisdiction over the case;

   - the Philippines had proper notice of the proceedings before the foreign
court; and                                                          

- such judgment were not based upon a clear mistake of law or fact.   

     Notwithstanding any of the above, the Philippine Counsel General is not the
agent for receipt of service for suits under the US federal or state securities 
laws, and the Philippines' waiver of immunity does not extend to those actions. 
In addition, the Philippines does not waive immunity relating to its:           

- properties and assets used by a diplomatic or consular mission;     

- properties and assets under the control of its military authority or
defense agency; and                                                 

- properties and assets located in the Philippines and dedicated to a 
public or Governmental use.                                         

If you bring a suit against the Philippines under federal or state    
securities laws, unless the Philippines waives immunity, you would be able to   
obtain a United States judgment against the Philippines only if a court         
determined that the Philippines is not entitled to sovereign immunity under the 
United States Foreign Sovereign Immunities Act. Even if you obtained a United   
States judgment in any such suit, you may not be able to enforce the judgment in
the Philippines. Moreover, you may not be able to enforce a judgment obtained   
under the Foreign Sovereign Immunities Act against the Philippines' property    
located in the United States except under the limited circumstances specified in
the act.                                                                        

GLOSSARY OF CERTAIN DEFINED TERMS                                           

Certain definitions used in the Fiscal Agency Agreement are set forth 
below. For a full explanation of all of these terms or any capitalized terms    
used in this section you should refer to the Fiscal Agency Agreement.           

  "External Indebtedness" means Indebtedness denominated or payable by its
terms, or at the option of the holder, in a currency or currencies other than   
that of the Philippines.                                                        

    "External Public Indebtedness" means any External Indebtedness in the form
of bonds, debentures, notes or other similar instruments or other securities    
which is, or is eligible to be, quoted, listed or ordinarily purchased and sold 
on any stock exchange, automated trading system or over-the-counter or other    
securities market.                                                              

   "Indebtedness" means any indebtedness for money borrowed or any guarantee
of indebtedness for money borrowed.                                             

  "International Monetary Assets" means all (i) gold, (ii) Special Drawing
Rights, (iii) Reserve Positions in the Fund and (iv) Foreign Exchange.          

 "Lien" means any mortgage, deed of trust, charge, pledge, lien or other
encumbrance or preferential arrangement which has the practical effect of       
constituting a security interest.                                               

     "Refinanced External Public Indebtedness" means the US$130,760,000 Series A
Interest Reduction Bonds due 2007 issued by the Republic on December 1, 1992,   
the US$626,616,000 Series B Interest Reduction Bonds due 2008 issued by the     
Republic on December 1, 1992, the US$153,490,000 Series A Principal             
Collateralized Interest Reduction Bonds due 2018 issued by the Republic on      
December 1, 1992 and                                                            

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the US$1,740,600,000 Series B Collateralized Interest Reduction Bonds due 2017  
issued by the Republic on December 1, 1992.                                     

"Special Drawing Rights," "Reserve Positions in the Fund" and "Foreign
Exchange", have, as to the type of assets included, the meanings given to them  
in the IMF's publication entitled "International Financial Statistics" or any   
other meaning formally adopted by the IMF from time to time.                    

DESCRIPTION OF THE WARRANTS                                                     

     The description below summarizes some of the provisions of warrants for the
purchase of bonds that the Republic may issue from time to time and of the      
Warrant Agreement. Copies of the forms of warrants and the Warrant Agreement are
or will be filed as exhibits to the registration statement of which this        
prospectus is a part. Since it is only a summary, the description may not       
contain all of the information that is important to you as a potential investor 
in the warrants.                                                                

  The description of the warrants that will be contained in the prospectus
supplement will supplement this description and, to the extent inconsistent with
this description, replace it.                                                   

GENERAL TERMS OF THE WARRANTS                                               

Each series of warrants will be issued under a warrant agreement to be
entered into between the Republic and a bank or trust company, as warrant agent.
The prospectus supplement relating to the series of warrants will set forth:    

- The terms of the bonds purchasable upon exercise of the warrants, as
 described above under "Description of Bonds -- General Terms of the
Bonds";                                                           

  - The principal amount of bonds purchasable upon exercise of one warrant
and the exercise price;                                           

- The procedures and conditions for the exercise of the warrants;     

     - The dates on which the right to exercise the warrants begins and expires;

    - Whether and under what conditions the warrants and any bonds issued with
the warrants will be separately transferable;                     

   - Whether the warrants will be issued in certificated or global form and,
  if in global form, information with respect to applicable depositary
arrangements;                                                     

  - If issued in certificated form, whether the warrants will be issued in
       registered or bearer form, whether they will be exchangeable between such
     forms, and, if issued in registered form, where they may be transferred
and registered; and                                               

- Other specific provisions.                                          

     The warrants will be subject to the provisions set forth under "Description
of the Securities -- Description of the Debt Securities," "-- Governing Law" and
"-- Jurisdiction and Enforceability".                                           

LIMITATIONS ON ISSUANCE OF BEARER DEBT SECURITIES                               

Bearer securities will not be offered, sold or delivered in the United
States or its possessions or to a United States person, except in certain       
circumstances permitted by United States tax regulations. Bearer securities will
initially be represented by temporary global securities (without interest       
coupons) deposited with a common depositary in London for the Euroclear System  
and Cedel for credit to designated accounts. Unless otherwise indicated in the  
applicable Prospectus Supplement:                                               

     - each temporary global security will be exchangeable for definitive bearer
      securities on or after the date that is 40 days after issuance only upon
       receipt of certification of non-United States beneficial ownership of the
     temporary global security as provided in United States tax regulations,
provided that                                                     

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      no bearer security will be mailed or otherwise delivered to any location
in the United States in connection with the exchange; and         

   - any interest payable on any portion of a temporary global security with
     respect to any interest payment date occurring prior to the issuance of
definitive bearer securities will be paid only upon receipt of    
      certification of non-United States beneficial ownership of the temporary
global security as provided in United States tax regulations.     

 Bearer securities (other than temporary global debt securities) and any
related coupons will bear the following legend: "Any United States person who   
holds this obligation will be subject to limitations under the United States    
federal income tax laws, including the limitations provided in Sections 165(j)  
and 1287(a) of the Internal Revenue Code." The sections referred to in the      
legend provide that, with certain exceptions, a United States person who holds a
bearer security, or coupon will not be allowed to deduct any loss realized on   
the disposition of the bearer security, and any gain (which might otherwise be  
characterized as capital gain) recognized on the disposition will be treated as 
ordinary income.                                                                

For purposes of this section, "United States person" means:           

- an individual citizen or resident of the United States;             

 - a corporation, partnership or other entity created or organized in or
       under the laws of the United States or any political subdivision thereof;

    - an estate the income of which is subject to United States federal income
taxation regardless of its source; or                             

    - a trust if a United States court is able to exercise primary supervision
   over the trust's administration and one or more United States persons
     have the authority to control all of the trust's substantial decisions.

For purposes of this section, "United States" means United States of  
America (including the States and the District of Columbia), its territories,   
its possessions and other areas subject to its jurisdiction.                    

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TAXATION

The following discussion summarizes certain Philippine and US federal 
income tax considerations that may be relevant to you if you invest in debt     
securities. This summary is based on laws, regulations, rulings and decisions   
now in effect, all of which may change. Any change could apply retroactively and
could affect the continued validity of this summary.                            

  This summary does not describe all of the tax considerations that may be
relevant to you or your situation, particularly if you are subject to special   
tax rules. You should consult your tax advisor about the tax consequences of    
holding debt securities, including the relevance to your particular situation of
the considerations discussed below, as well as of state, local or other tax     
laws.                                                                           

PHILIPPINE TAXATION                                                             

    The following is a summary of certain Philippine tax consequences that may
be relevant to non-Philippine holders of the global bonds in connection with the
holding and disposition of the global bonds. The Republic uses the term         
"non-Philippine holders" to refer to (i) non-residents of the Philippines who   
are neither citizens of the Philippines nor are engaged in trade or business    
within the Philippines or (ii) non-Philippine corporations not engaged in trade 
or business in the Philippines.                                                 

 This summary is based on Philippine laws, rules, and regulations now in
effect, all of which are subject to change. It is not intended to constitute a  
complete analysis of the tax consequences under Philippine law of the receipt,  
ownership, or disposition of the global bonds, in each case by non-Philippine   
holders, nor to describe any of the tax consequences that may be applicable to  
residents of the Republic.                                                      

   Effect of Holding Global Bonds.  Payments by the Republic of principal of
and interest on the global bonds to a non-Philippine holder will not subject    
such non-Philippine holder to taxation in the Philippines by reason solely of   
the holding of the global bonds or the receipt of principal or interest in      
respect thereof.                                                                

     Taxation of Interest on the Global Bonds.  When the Republic makes payments
of principal and interest to you on the global bonds, no amount will be withheld
from such payments for, or on account of, any taxes of any kind imposed, levied,
withheld or assessed by the Philippines or any political subdivision or taxing  
authority thereof or therein.                                                   

     Taxation of Capital Gains.  Non-Philippine holders of the global bonds will
not be subject to Philippine income or withholding tax in connection with the   
sale, exchange, or retirement of a global bond if such sale, exchange or        
retirement is made outside the Philippines or an exemption is available under an
applicable tax treaty in force between the Philippines and the country of       
domicile of the non-Philippine holder.                                          

Documentary Stamp Taxes.  No documentary stamp tax is imposed upon the
transfer of the global bonds. A documentary stamp tax is payable upon the       
issuance of the global bonds and will be for the account of the Republic.       

Estate and Donor's Taxes.  The transfer of a global bond by way of    
succession upon the death of a non-Philippine holder will be subject to         
Philippine estate tax at progressive rates ranging from 5% to 20% if the value  
of the net estate of properties located in the Philippines is over P200,000.    

  The transfer of a global bond by gift to an individual who is related to
the nonresident holder will generally be subject to a Philippine donor's tax at 
progressive rates ranging from 2% to 15% if the value of the net gifts of       
properties located in the Philippines exceed P100,000 during the relevant       
calendar year. Gifts to unrelated donees are generally subject to tax at a flat 
rate of 30%. An unrelated donee is a person who is not a (i) brother, sister    
(whether by whole or half blood), spouse, ancestor, or lineal descendant or (ii)
relative by consanguinity in the collateral line within the fourth degree of    
relationship.                                                                   

  The foregoing apply even if the holder is a nonresident holder. However,
the Republic will not collect estate and donor's taxes on the transfer of the   
global bonds by gift or succession if the deceased at the time of death, or the 
donor at the time of donation, was a citizen and resident of a foreign country  
that provides certain reciprocal rights to citizens of the Philippines (a       
"Reciprocating Jurisdiction"). For these purposes, a                            

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Reciprocating Jurisdiction is a foreign country which at the time of death or   
donation (i) did not impose a transfer tax of any character in respect of       
intangible personal property of citizens of the Philippines not residing in that
foreign country or (ii) allowed a similar exemption from transfer or death taxes
of every character or description in respect of intangible personal property    
owned by citizens of the Philippines not residing in that foreign country.      

UNITED STATES TAX CONSIDERATIONS                                                

The following discussion summarizes certain US federal income tax     
considerations that may be relevant to you if you invest in debt securities.    
This summary is based on the Internal Revenue Code of 1986, as amended (the     
"Code"), applicable US Treasury Regulations, published rulings, administrative  
pronouncements, and court decisions in effect on the date of this prospectus,   
all of which are subject to change, possibly with retroactive effect. Any such  
change could affect the tax consequences described below. This summary deals    
only with US holders that hold debt securities as capital assets. It does not   
address considerations that may be relevant to you if you are an investor that  
is subject to special tax rules, such as a bank, thrift, real estate investment 
trust, regulated investment company, insurance company, dealer in securities or 
currencies, trader in securities or commodities that elects mark to market      
treatment, a person that will hold debt securities as a hedge against currency  
risk or as a position in a "straddle" or conversion transaction, tax exempt     
organization or a person whose "functional currency" is not the US dollar.      

  You will be a US holder if you are (i) an individual who is a citizen or
resident of the United States, (ii) a corporation for US federal income tax     
purposes created or organized in or under the laws of the United States or any  
state thereof (including the District of Columbia), (iii) an estate the income  
of which is subject to US federal income taxation regardless of its source or   
(iv) a trust if a court within the United States is able to execute primary     
supervision over its administration and one or more US persons have authority to
control the substantial decisions of such trust. Notwithstanding the preceding  
sentence, to the extent provided in US Treasury Regulations, certain trusts in  
existence on August 20, 1996, and treated as United States persons prior to such
date, that elected to be treated as a United States person shall also be        
considered US Holders. If you are a partner in a partnership that holds debt    
securities, the tax consequences of an investment in debt securities will       
generally depend on the status of the partners and the activities of the        
partnership. If you are not a US holder, consult the discussions below under the
captions "Non-US Holders" and "Information Reporting and Backup Withholding."   

You should consult your own tax advisor concerning the particular US  
federal income tax consequences to you of ownership and disposition of debt     
securities, as well as the consequences to you arising under the laws of any    
other taxing jurisdiction.                                                      

United States Holders                                                           

Payments or Accruals of Interest                                            

     Payments or accruals of "qualified stated interest" (as defined below) on a
debt security will be taxable to you as ordinary interest income at the time    
that you receive or accrue such amounts (in accordance with your regular method 
of tax accounting). If you use the cash method of tax accounting and you receive
payments of interest pursuant to the terms of a debt security in a currency     
other than US dollars (a "foreign currency"), the amount of interest income you 
will realize will be the US dollar value of the foreign currency payment based  
on the exchange rate in effect on the date you receive the payment regardless of
whether you convert the payment into US dollars. If you are an accrual basis US 
holder, the amount of interest income you will realize will be based on the     
average exchange rate in effect during the interest accrual period (or with     
respect to an interest accrual period that spans two taxable years, at the      
average exchange rate for the partial period within the taxable year).          
Alternatively, as an accrual basis US holder, you may elect to translate all    
interest income on foreign currency denominated debt securities at the spot rate
of exchange on the last day of the accrual period (or the last day of the       
taxable year, in the case of an accrual period that spans more than one taxable 
year) or on the date that you receive the interest payment if that date is      
within five business days of the end of the accrual period. If you make this    
election you must apply it consistently to all debt instruments from year to    

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year and you cannot change the election without the consent of the Internal     
Revenue Service (the "IRS"). If you use the accrual method of accounting for tax
purposes you will recognize foreign currency gain or loss on the receipt of a   
foreign currency interest payment if the exchange rate in effect on the date the
payment is received differs from the rate applicable to a previous accrual of   
that interest income. This foreign currency gain or loss will be treated as     
ordinary income or loss, but generally will not be treated as an adjustment to  
interest income received on the debt security.                                  

Payments of interest on the debt securities will be treated as foreign
source income for US federal income tax purposes. For US foreign tax credit     
purposes, interest on the debt securities will generally constitute "passive    
income," or in the case of certain US holders, "financial services income".     

The Purchase, Sale and Retirement of Debt Securities                        

    Initially, your tax basis in a debt security generally will equal the cost
of the debt security to you. Your basis will increase by any amounts that you   
are required to include in income under the rules governing original issue      
discount and market discount, and will decrease by the amount of any amortized  
premium and any payments other than qualified stated interest made on the debt  
security. The rules for determining these amounts are discussed below. If you   
purchase a debt security that is denominated in a foreign currency, the cost to 
you (and therefore generally your initial tax basis) will be the US dollar value
of the foreign currency purchase price on the date of purchase calculated at (i)
the exchange rate in effect on that date or (ii) if the foreign currency debt   
security is traded on an established securities market and you are a cash basis 
taxpayer, or if you are an accrual basis taxpayer that makes a special election,
the spot rate of exchange on the settlement date of your purchase. The amount of
any subsequent adjustments to your tax basis in a debt security in respect of   
foreign currency denominated original issue discount, market discount and       
premium will be determined in the manner described below. If you convert US     
dollars into a foreign currency and then immediately use that foreign currency  
to purchase a debt security, you generally will not have any taxable gain or    
loss as a result of the conversion or purchase.                                 

When you sell or exchange a debt security, or if a debt security is   
retired, you generally will recognize gain or loss equal to the difference      
between the amount you realize on the transaction (less any accrued but unpaid  
interest not previously included in income, which will be subject to tax in the 
manner described above under "Payments or Accruals of Interest") and your tax   
basis in the debt security. If you sell or exchange a debt security for a       
foreign currency, or receive foreign currency on the retirement of a debt       
security, the amount you will realize for US tax purposes generally will be the 
US dollar value of the foreign currency that you receive calculated at (i) the  
exchange rate in effect on the date the foreign currency debt security is       
disposed of or retired or (ii) if you dispose of a foreign currency debt        
security that is traded on an established securities market and you are a cash  
basis US holder, or if you are an accrual basis holder that makes a special     
election, the spot rate of exchange on the settlement date of the sale, exchange
or retirement.                                                                  

    The special election available to you if you are an accrual basis taxpayer
in respect of the purchase and sale of foreign currency debt securities traded  
on an established securities market, which is discussed in the two preceding    
paragraphs, must be applied consistently to all debt instruments from year to   
year and cannot be changed without the consent of the IRS.                      

Except as discussed below with respect to market discount and foreign 
currency gain or loss, the gain or loss that you recognize on the sale, exchange
or retirement of a debt security generally will be long-term capital gain or    
loss if you have held the debt security for more than one year. The Code        
provides preferential treatment under certain circumstances for net long-term   
capital gains recognized by individual non-corporate investors. Capital gain or 
loss, if any, recognized by a US holder generally will be treated as US source  
income or loss for US foreign tax credit purposes. The ability of US holders to 
offset capital losses against income is limited.                                

 Despite the foregoing, the gain or loss that you recognize on the sale,
exchange or retirement of a foreign currency debt security generally will be    
treated as ordinary income or loss to the extent that the gain or loss is       
attributable to changes in exchange rates during the period in which you held   
the debt security. This foreign                                                 

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currency gain or loss will not be treated as an adjustment to interest income   
that you receive on the debt security.                                          

Original Issue Discount                                                     

If the Republic issues debt securities at a discount from their stated
redemption price at maturity, and the discount is equal to or more than the     
product of one-fourth of one percent (0.25%) of the stated redemption price at  
maturity of the debt securities multiplied by the number of full years to their 
maturity, the debt securities will be "OID debt securities". The difference     
between the issue price and the stated redemption price at maturity of the debt 
securities will be the "original issue discount" or "OID". The "issue price" of 
the debt securities will be the first price at which a substantial amount of the
debt securities are sold to the public (i.e., excluding sales of debt securities
to underwriters, placement agents, wholesalers, or similar persons). The "stated
redemption price at maturity" will include all payments under the debt          
securities other than payments of qualified stated interest. The term "qualified
stated interest" generally means stated interest that is unconditionally payable
in cash or property (other than debt instruments issued by the Republic) at     
least annually during the entire term of a debt security at a single fixed      
interest rate or, subject to certain conditions, based on one or more interest  
indices.                                                                        

   If you invest in OID debt securities you generally will be subject to the
special tax accounting rules for OID obligations provided by the Code and       
certain US Treasury Regulations. You should be aware that, as described in      
greater detail below, if you invest in an OID debt security you generally will  
be required to include OID in ordinary gross income for US federal income tax   
purposes as it accrues, although you may not yet have received the cash         
attributable to that income.                                                    

In general, and regardless of whether you use the cash or the accrual 
method of tax accounting, if you are the holder of an OID debt security with a  
maturity greater than one year, you will be required to include in ordinary     
gross income the sum of the "daily portions" of OID on that debt security for   
all days during the taxable year that you own the debt security. The daily      
portions of OID on an OID debt security are determined by allocating to each day
in any accrual period a ratable portion of the OID allocable to that period.    
Accrual periods may be any length and may vary in length over the term of an OID
debt security, so long as no accrual period is longer than one year and each    
scheduled payment of principal or interest occurs on the first or last day of an
accrual period. If you are the initial holder of the debt security, the amount  
of OID on an OID debt security allocable to each accrual period is determined   
by:                                                                             

        (i) multiplying the "adjusted issue price" (as defined below) of the
 debt security at the beginning of the accrual period by a fraction, the
     numerator of which is the annual yield to maturity of the debt security and
  the denominator of which is the number of accrual periods in a year; and

       (ii) subtracting from that product the amount (if any) of qualified
stated interest payments allocable to that accrual period.            

    An OID debt security that is a floating rate debt security will be subject
to special rules. Generally, if a floating rate debt security qualifies as a    
"variable rate debt instrument" (as defined in applicable US Treasury           
Regulations), then (i) all stated interest with respect to such floating rate   
debt security will be qualified stated interest and hence included in a US      
holder's income in accordance with such US holder's normal method of accounting 
for US federal income tax purposes, and (ii) the amount of OID, if any, will be 
determined under the general OID rules (as described above) by assuming that the
variable rate is a fixed rate equal, in general, to the value, as of the issue  
date, of the floating rate.                                                     

    If a floating rate debt security does not qualify as a "variable rate debt
instrument", such floating rate debt security will be classified as a contingent
payment debt instrument and will be subject to special rules for calculating the
accrual of stated interest and original issue discount.                         

    Any special considerations with respect to the tax consequences of holding
a floating rate debt security will be provided in the applicable prospectus     
supplement.                                                                     

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    The "adjusted issue price" of an OID debt security at the beginning of any
accrual period will generally be the sum of its issue price (including any      
accrued interest) and the amount of OID previously includable in the gross      
income of the holder, reduced by the amount of all payments other than any      
qualified stated interest payments on the debt security in all prior accrual    
periods. All payments on an OID debt security, other than qualified stated      
interest, generally will be viewed first as payments of previously accrued OID  
(to the extent of the previously accrued discount), with payments considered    
made from the earliest accrual periods first, and then as a payment of          
principal. The "annual yield to maturity" of a debt security is the discount    
rate (appropriately adjusted to reflect the length of accrual periods) that     
causes the present value on the issue date of all payments on the debt security 
to equal the issue price. As a result of this "constant yield" method of        
including OID income, you will generally be required to include in your gross   
income increasingly greater amounts of OID over the life of OID debt security.  

  You generally may make an irrevocable election to include in income your
entire return on a debt security (i.e., the excess of all remaining payments to 
be received on the debt security, including payments of qualified stated        
interest, over the amount you paid for the debt security) under the constant    
yield method described above. For debt securities purchased at a premium or     
bearing market discount in your hands, if you make this election you will also  
be deemed to have made the election (discussed below under the caption "Premium 
and Market Discount") to amortize premium or to accrue market discount in income
currently on a constant yield basis.                                            

  In the case of an OID debt security that is also a foreign currency debt
security, you should determine the US dollar amount includible as OID for each  
accrual period by (i) calculating the amount of OID allocable to each accrual   
period in the foreign currency using the constant yield method, and (ii)        
translating the foreign currency amount so determined at the average exchange   
rate in effect during that accrual period (or, with respect to an interest      
accrual period that spans two taxable years, at the average exchange rate for   
the partial period within the taxable year). Alternatively, you may translate   
the foreign currency amount so determined at the spot rate of exchange on the   
last day of the accrual period (or the last day of the taxable year, for an     
accrual period that spans two taxable years) or at the spot rate of exchange on 
the date of receipt, if that date is within five business days of the last day  
of the accrual period, provided that you have made the election described under 
the caption "Payment or Accruals of Interest" above. Because exchange rates may 
fluctuate, if you are the holder of an OID debt security that is also a foreign 
currency debt security you may recognize a different amount of OID income in    
each accrual period than would be the case if you were the holder of an         
otherwise similar OID debt security denominated in US dollars. Upon the receipt 
of an amount attributable to OID (whether in connection with a payment of an    
amount that is not qualified stated interest or the sale or retirement of the   
OID debt security), you will recognize ordinary income or loss measured by the  
difference between the amount received, translated into US dollars at the       
exchange rate in effect on the date of receipt or on the date of disposition of 
the OID debt security, as the case may be, and the amount accrued, using the    
exchange rate applicable to such previous accrual.                              

   If you purchase an OID debt security outside of the initial offering at a
cost less than its "remaining redemption amount", or if you purchase an OID debt
security in the initial offering at a price other than the debt security's issue
price, you will also generally be required to include in gross income the daily 
portions of OID, calculated as described above. However, if you acquire an OID  
debt security at a price (i) less than or equal to the remaining redemption     
amount but (ii) greater than its adjusted issue price, you will be entitled to  
reduce your periodic inclusions to reflect the premium paid over the adjusted   
issue price. (As discussed under "Premium and Market Discount" below, if you    
purchase an OID debt security at a price greater than its remaining redemption  
amount, the OID rules described in this section will not apply.) The "remaining 
redemption amount" for an OID debt security is the total of all future payments 
to be made on the debt security other than qualified stated interest.           

Certain of the OID debt securities may be redeemed prior to maturity, 
either at the option of the Republic or at the option of the holder, or may have
special repayment or interest rate reset features as indicated in the pricing   
supplement. OID debt securities containing these features may be subject to     
rules that differ from the general rules discussed above. If you purchase OID   
debt securities with these features, you                                        

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should carefully examine the pricing supplement and consult your tax advisor    
about their treatment since the tax consequences of OID will depend, in part, on
the particular terms and features of the debt securities.                       

     OID accrued with respect to an OID debt security will be treated as foreign
source income for US federal income tax purposes. For US foreign tax credit     
purposes, OID accrued with respect to an OID debt security will generally       
constitute "passive income," or in the case of certain US holders, "financial   
services income".                                                               

Short-Term Debt Securities                                                  

   Special rules may apply to a debt security with a maturity of one year or
less ("a short-term debt security"). If you are an accrual basis holder, you    
will be required to accrue OID on the short-term debt security on either a      
straight line basis or, at the election of the holder, under a constant yield   
method (based on daily compounding). No interest payments on a short-term debt  
security will be qualified stated interest. Consequently, such interest payments
are included in the short-term debt security's stated redemption price at       
maturity. Since the amount of OID is calculated in the same manner as described 
above under "Original Issue Discount," such interest payments may give rise to  
OID (or acquisition discount, as defined below) even if the short-term debt     
securities are not actually issued at a discount. If you are a cash basis holder
and do not elect to include OID in income as it accrues, you will not be        
required to include OID in income until you actually receive payments on the    
debt security. However, you will be required to treat any gain upon the sale,   
exchange or retirement of the debt security as ordinary income to the extent of 
the accrued OID on the debt security that you have not yet taken into income at 
the time of the sale. Also, if you borrow money (or do not repay outstanding    
debt) to acquire or hold the debt security, you may not be allowed to deduct    
interest on the borrowing that corresponds to accrued OID on the debt security  
until you include the OID in your income.                                       

    Alternatively, regardless of whether you are a cash basis or accrual basis
holder, you can elect to accrue any "acquisition discount" with respect to the  
short-term debt security on a current basis. Acquisition discount is the excess 
of the stated redemption price at maturity of the debt security over the        
purchase price. Acquisition discount will be treated as accruing rateably or, at
the election of the holder, under a constant yield method (based on daily       
compounding). If you elect to accrue acquisition discount, the OID rules will   
not apply. US holders should consult their own tax advisors as to the           
application of these rules.                                                     

As described above, certain of the debt securities may be subject to  
special redemption features. These features may affect the determination of     
whether a debt security has a maturity of one year or less and thus is a        
short-term debt security. If you purchase a debt security, you should carefully 
examine the pricing supplement and consult your tax advisor about these         
features.                                                                       

Premium and Market Discount                                                 

    If you purchase a debt security at a cost greater than the debt security's
remaining redemption amount, you will be considered to have purchased the debt  
security at a premium, and you may elect to amortize the premium as an offset to
interest income, using a constant yield method, over the remaining term of the  
debt security. If you make this election, it generally will apply to all debt   
instruments that you hold at the time of the election, as well as any debt      
instruments that you subsequently acquire. In addition, you may not revoke the  
election without the consent of the IRS. If you elect to amortize the premium   
you will be required to reduce your tax basis in the debt security by the amount
of the premium amortized during your holding period. In the case of premium on a
foreign currency debt security, you should calculate the amortization of the    
premium in the foreign currency. Amortization deductions attributable to a      
period reduce interest payments in respect of that period, and therefore are    
translated into US dollars at the rate that you use for those interest payments.
Exchange gain or loss will be realized with respect to amortized premium on a   
foreign currency debt security based on the difference between the exchange rate
computed on the date or dates the premium is amortized against interest payments
on the debt security and the exchange rate on the date when the holder acquired 
the debt security. For a US holder that does not elect to amortize premium, the 
amount of premium will be included in your tax basis when the debt security     
matures or is disposed of. Therefore, if you do not elect to amortize premium   
and you hold the debt security to maturity, you generally will be required to   
treat the premium as capital loss when the debt security matures.               

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    A debt security, other than a short-term debt security, will be treated as
purchased at a market discount (a "market discount debt security") if the debt  
security's stated redemption price at maturity or, in the case of OID debt      
security, the debt security's "revised issue price", exceeds the amount for     
which the US Holder purchased the debt security by at least one-fourth of one   
per cent (0.25%) of such debt security's stated redemption price at maturity or 
revised issue price, respectively, multiplied by the number of complete years to
the debt security's maturity. For these purposes, the "revised issue price" of a
debt security generally equals its issue price, increased by the amount of any  
OID that has accrued on the debt security.                                      

 Any gain recognized on the maturity or disposition of a market discount
debt security will be treated as ordinary income to the extent that such gain   
does not exceed the accrued market discount on such debt security.              
Alternatively, a US holder of a market discount debt security may elect to      
include market discount in income currently over the life of the debt security. 
Such an election shall apply to all debt instruments with market discount       
acquired by the electing US holder on or after the first day of the first       
taxable year to which the election applies. This election may not be revoked    
without the consent of the Internal Revenue Service.                            

Market discount on a market discount debt security will accrue on a   
straight line basis unless the US holder elects to accrue such market discount  
on a constant yield method. Such an election shall apply only to the debt       
security with respect to which it is made and may not be revoked. A US holder of
a market discount debt security that does not elect to include market discount  
in income currently generally will be required to defer deductions for interest 
on borrowings allocable to such debt security in an amount not exceeding the    
accrued market discount on such debt security until the maturity or disposition 
of such debt security. Any accrued market discount on a foreign currency debt   
security that is currently includable in income will generally be translated    
into US dollars at the average rate for the accrual periods (or portion thereof 
within the holder's taxable year).                                              

Warrants                                                                    

    A description of the tax consequences of an investment in warrants will be
provided in the applicable prospectus supplement.                               

Indexed Debt Securities and Other Debt Securities Providing for Contingent  
Payment                                                                         

     Special rules govern the tax treatment of debt obligations that provide for
contingent payments ("contingent debt obligations"). These rules generally      
require accrual of interest income on a constant yield basis in respect of      
contingent debt obligations at a yield determined at the time of issuance of the
obligation, and may require adjustments to these accruals when any contingent   
payments are made. In addition, special rules may apply to floating rate debt   
securities if the interest payable on the debt securities is based on more than 
one interest rate index. We will provide a detailed description of the tax      
considerations relevant to US holders of any debt securities that are subject to
the special rules discussed in this paragraph in the relevant prospectus        
supplement.                                                                     

Non-US Holders                                                                  

     The following summary applies to you if you are not a US holder, as defined
above.                                                                          

  Subject to the discussion below under the caption "Information Reporting
and Backup Withholding", the interest income that you derive in respect of the  
debt securities generally will be exempt from US federal income taxes, including
US withholding tax on payments of interest (including OID) unless such income is
effectively connected with the conduct of a trade or business within the United 
States. Further, any gain you realize on a sale or exchange of debt securities  
generally will be exempt from US federal income tax, including US withholding   
tax, unless:                                                                    

- your gain is effectively connected with your conduct of a trade or  
business within the United States; or                             

     - you are an individual holder and are present in the United States for 183
       days or more in the taxable year of the sale, and either (i) your gain is
 attributable to an office or other fixed place of business that you
     maintain in the United States or (ii) you have a tax home in the United
States.                                                           
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Information Reporting and Backup Withholding                                    

In general, information reporting requirements may apply to certain   
payments made within the United States of interest on a debt security, including
payments made by the US office of a paying agent, broker or other intermediary, 
and to proceeds of a sale, exchange, or retirement of debt security effected at 
the US office of a US or foreign broker. A "backup withholding" tax may apply to
such payments or proceeds if the beneficial owner fails to provide a correct    
taxpayer identification number or to otherwise comply with the applicable backup
withholding rules. Certain persons (including, among others, corporations) and  
non-US holders which provide an appropriate certification or otherwise qualify  
for exemption are not subject to the backup withholding and information         
reporting requirements.                                                         

     The proceeds of the sale, exchange, retirement or other disposition of debt
securities effected through a foreign office of a broker that is a US controlled
person will be subject to information reporting, but are not generally subject  
to backup withholding. A "US controlled person" is (i) a United States person,  
(ii) a controlled foreign corporation for United States federal income tax      
purposes, (iii) a foreign person for which 50% or more of its gross income from 
all sources, over as specified three year period, is effectively connected with 
a United States trade or business or (iv) a foreign partnership that, at any    
time in its taxable year, is 50% or more (by income or capital interest) owned  
by a United States person or is engaged in the conduct of a United States trade 
or business.                                                                    

     Backup withholding is not an additional tax. Any amounts withheld under the
backup withholding rules from a payment made to a US holder generally may be    
claimed as a credit against such holder's US federal income tax liability       
provided the appropriate information is furnished to the IRS.                   

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PLAN OF DISTRIBUTION

     The Republic may sell the debt securities or warrants in any of three ways:

- through underwriters or dealers;                                    

- directly to one or more purchasers; or                              

- through agents.                                                     

The prospectus supplement relating to a particular series of debt     
securities or warrants will set out:                                            

- the names of any underwriters or agents;                            

- the purchase price of the securities;                               

- the proceeds to the Republic from the sale;                         

- any underwriting discounts and other compensation;                  

- the initial public offering price;                                  

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

- any securities exchanges on which the securities will be listed.    

Any underwriter involved in the sale of securities will acquire the   
securities for its own account. The underwriters may resell the securities from 
time to time in one or more transactions, including negotiated transactions, at 
a fixed public offering price or at varying prices to be determined at the time 
of sale. The securities may be offered to the public either by underwriting     
syndicates represented by managing underwriters or by underwriters without a    
syndicate. Unless the prospectus supplement states otherwise, the underwriters  
will benefit from certain conditions that must be satisfied before they are     
obligated to purchase such securities and they will be obligated to purchase all
of the securities if any are purchased. The underwriters may change any initial 
public offering price and any discounts or concessions allowed or reallowed or  
paid to dealers.                                                                

If the Republic sells debt securities or warrants through agents, the 
prospectus supplement will identify the agent and indicate any commissions      
payable by the Republic. Unless the prospectus supplement states otherwise, all 
agents will act on a best efforts basis.                                        

The Republic may authorize agents, underwriters or dealers to solicit 
offers by certain specified entities to purchase the securities from the        
Republic at the public offering price set forth in a prospectus supplement      
pursuant to delayed delivery contracts. The prospectus supplement will set out  
the conditions of the delayed delivery contracts and the commission receivable  
by the agents, underwriters or dealers for soliciting the contracts.            

The Republic may offer securities as full, partial or alternative     
consideration for the purchase of other securities of the Republic, either in   
connection with a publicly announced tender, exchange or other offer for such   
securities or in privately negotiated transactions. The offer may be in addition
to or in lieu of sales of securities directly or through underwriters or agents.

    Agents and underwriters may be entitled to indemnification by the Republic
against certain liabilities, including liabilities under the United States      
Securities Act of 1933, or to contribution from the Republic with respect to    
certain payments which the agents or underwriters may be required to make.      
Agents and underwriters may be customers of, engage in transactions with, or    
perform services (including commercial and investment banking services) for, the
Republic in the ordinary course of business.                                    

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    Unless otherwise specified in the applicable prospectus supplement, if the
Republic offers and sells securities outside the United States, each underwriter
or dealer will acknowledge that:                                                

     - the securities offered have not been and will not be registered under the
US Securities Act of 1933; and                                    

 - may not be offered or sold in the United States except pursuant to an
  exemption from, or in a transaction not subject to, the registration
requirements of the US Securities Act of 1933. Each participating 
   underwriter or dealer will agree that it has not offered or sold, and
  will not offer or sell, any debt securities constituting part of its
  allotment in the United States except in accordance with Rule 903 of
 Regulation S under the US Securities Act of 1933. Accordingly, each
      underwriter or dealer will agree that neither the underwriter nor dealer
   nor its affiliates nor any persons acting on its or their behalf have
    engaged or will engage in any directed selling efforts with respect to
the securities.                                                   

VALIDITY OF THE SECURITIES

    The Secretary of the Department of Justice of the Republic will provide an
opinion on behalf of the Republic as to the validity of the securities under    
Philippine law. Allen & Overy, United States counsel for the Republic, will     
provide an opinion on behalf of the Republic as to the validity of the          
securities under US and New York State law. US and Philippine counsel named in  
the applicable prospectus supplement will provide an opinion as to certain legal
matters on behalf of the underwriters named in the applicable prospectus        
supplement.                                                                     

AUTHORIZED REPRESENTATIVE IN THE UNITED STATES

The authorized agent of the Republic in the United States is Hon.     
Linglingay Lacanlale, Consul General, the Philippine Consulate General, 556     
Fifth Avenue, New York, New York 10036-5095.                                    

EXPERTS; OFFICIAL STATEMENTS AND DOCUMENTS

Jose Isidro N. Camacho, in his official capacity as Secretary of the  
Department of Finance of the Republic, reviewed the information set forth in the
prospectus relating to the Republic, which information is included in the       
prospectus on his authority.                                                    

FURTHER INFORMATION 

    The Republic filed a registration statement with respect to the securities
with the Securities and Exchange Commission under the US Securities Act of 1933,
as amended, and its related rules and regulations. You can find additional      
information concerning the Republic and the securities in the registration      
statement and any pre- or post-effective amendment, including its various       
exhibits, which may be inspected at the public reference facilities maintained  
by the Commission at Room 1024, 450 Fifth Street N.W., Washington, D.C. 20549.  

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DEBT TABLES OF THE REPUBLIC OF THE PHILIPPINES

                                                                [Download Table]

                                                                PAGE
                                                                ----
                                                                    
Guaranteed External Debts of the Republic of the                    
  Philippines...............................................     T-2
External Debt of the Republic of the Philippines............     T-9
Domestic Government Securities..............................    T-21
Government Guaranteed Corporate Bonds.......................    T-34
Domestic Debt of the Republic (Other Than Securities).......    T-35
Guaranteed Domestic Debt of the Republic (Other Than                
  Securities)...............................................    T-36

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GUARANTEED EXTERNAL DEBTS OF THE REPUBLIC OF THE PHILIPPINES
AS OF DECEMBER 31, 2002 
IN MILLIONS OF CURRENCY INDICATED 

                                                        [Enlarge/Download Table]


                                                                 INTEREST RATE/                       
                                                                    SPREAD/                           
                                                                 SERVICE CHARGE      YEAR     YEAR OF 
CURRENCY                              INTEREST RATE BASIS         (PER ANNUM)     CONTRACTED  MATURITY
--------                        -------------------------------  --------------   ----------  --------
                                                                                                      
GRAND TOTAL                                                                                           
I.  NATIONAL GOVERNMENT DIRECT                                                                        
    GUARANTEE ON GOCC LOANS                                                                           
   A. LOANS                                                                                           
      CANADIAN DOLLAR           FIXED RATE                           9.2000%         1991        2003 
      SWISS FRANC                                                                                     
                                FIXED RATE                           8.8750%         1992        2004 
                                SWISS EXPORT BASE RATE               1.3750%         1990        2003 
                                SWISS EXPORT BASE RATE               1.3750%         1990        2003 
                                SWISS EXPORT BASE RATE               1.3750%         1993        2004 
                                SWISS EXPORT BASE RATE               1.3750%         1993        2004 
      DEUTSCHE MARK                                                                                   
                                FIXED RATE                           7.0000%         1995        2035 
                                FIXED RATE                           2.0000%         1990        2020 
                                FIXED RATE                           2.0000%         1988        2018 
                                FIXED RATE                           9.0000%         1992        2032 
                                FIXED RATE                           9.0000%         1993        2033 
                                FIXED RATE                           9.0000%         1993        2023 
                                FIXED RATE                           2.0000%         1981        2016 
                                FIXED RATE                           2.0000%         1981        2011 
                                FIXED RATE                           7.5000%         1995        2035 
                                FIXED RATE                           2.0000%         1981        2011 
                                FIXED RATE                           2.0000%         1979        2009 
                                FIXED RATE                           2.0000%         1979        2015 
                                FIXED RATE                           7.5000%         1995        2035 
                                FIXED RATE                           2.0000%         1979        2009 
                                FIXED RATE                           9.0000%         1993        2033 
                                FIXED RATE                           9.0000%         1995        2036 
                                FIXED RATE                           6.5000%         1996        2036 
                                GERMAN CAPITAL MARKET RATE           0.0000%         1991        2031 
                                GERMAN CAPITAL MARKET RATE           0.0000%         1992        2005 
                                GERMAN CAPITAL MARKET RATE           0.0000%         1993        2005 
                                GERMAN CAPITAL MARKET RATE           0.0000%         1993        2005 
                                LIBOR-6 MOS. DEPOSIT                 1.0000%         1992        2004 
                                LIBOR-6 MOS. DEPOSIT                 0.0000%         1994        2004 
      EURO                                                                                            
                                INTEREST FREE                        0.0000%         2000        2013 
                                FIXED RATE                                           2001        2040 
      SPANISH PESETA                                                                                  
                                FIXED RATE                           2.5000%         1993        2013 
                                ORGANIZATION FOR ECONOMIC                                             
                                COOPERATION DEVELOPMENT RATE         0.0000%         1993        2004 
      FRENCH FRANC                                                                                    
                                FIXED RATE                           6.8500%         1994        2006 
                                FIXED RATE                           3.0000%         1990        2021 
                                FIXED RATE                           3.0000%         1990        2021 
                                FIXED RATE                           3.5000%         1979        2005 
                                FIXED RATE                           3.0000%         1990        2021 
                                FIXED RATE                           3.1000%         1994        2014 
                                FIXED RATE                           3.3000%         1994        2014 
                                FIXED RATE                           3.0000%         1990        2021 
                                FIXED RATE                           2.5000%         1991        2022 
                                FIXED RATE                           3.1000%         1994        2014 
                                FIXED RATE                           3.0000%         1990        2022 
                                FIXED RATE                           8.1000%         1994        2005 
                                FIXED RATE                           3.0000%         1988        2021 
                                FIXED RATE                           3.0000%         1990        2021 
                                FIXED RATE                           3.0000%         1990        2021 
                                FIXED RATE                           3.0000%         1990        2021 
                                FIXED RATE                           5.4500%         1990        2016 
                                FIXED RATE                           2.5000%         1991        2022 
                                FIXED RATE                           3.0000%         1990        2022 
                                FIXED RATE                           3.0000%         1990        2022 
                                FIXED RATE                           3.0000%         1990        2021 


                                                               OUTSTANDING BALANCE                    
                                     ORIGINAL AMOUNT                  AS OF                           
                                       CONTRACTED               DECEMBER 31, 2002                     
                                -------------------------   -------------------------                 
                                (IN ORIGINAL     (IN US     (IN ORIGINAL     (IN US                   
CURRENCY                           CURR)       DOLLAR)(2)      CURR)       DOLLAR)(2)                 
--------                        ------------   ----------   ------------   ----------                 
                                                                                                      
GRAND TOTAL                                    16,064.63                   10,757.27                  
                                               =========                   =========                  
I.  NATIONAL GOVERNMENT DIRECT                                                                        
    GUARANTEE ON GOCC LOANS                    15,641.70                   10,459.05                  
                                               =========                   =========                  
   A. LOANS                                    12,366.46                    6,816.13                  
                                               =========                   =========                  
      CANADIAN DOLLAR                 23.54        15.11           1.18         0.76                  
                                 ----------    ---------     ----------    ---------                  
      SWISS FRANC                     81.84        58.36          17.55        12.51                  
                                 ----------    ---------     ----------    ---------                  
                                      34.31        24.47           5.15         3.67                  
                                       0.23         0.17           0.01         0.01                  
                                       0.15         0.11           0.09         0.06                  
                                       6.50         4.64           1.34         0.95                  
                                      40.65        28.99          10.96         7.82                  
      DEUTSCHE MARK                  850.93       451.61         400.71       212.66                  
                                 ----------    ---------     ----------    ---------                  
                                      30.70        16.29          26.70        14.17                  
                                     150.00        79.61          26.71        14.17                  
                                      46.00        24.41          35.65        18.92                  
                                      60.00        31.84          70.83        37.59                  
                                      60.00        31.84          59.95        31.82                  
                                      30.40        16.13          30.40        16.13                  
                                      15.50         8.23           6.68         3.55                  
                                       0.60         0.32           0.27         0.14                  
                                      14.75         7.83          14.75         7.83                  
                                       4.70         2.49           2.10         1.11                  
                                       7.00         3.72           2.28         1.21                  
                                      35.80        19.00          14.98         7.95                  
                                      50.10        26.59          44.70        23.72                  
                                       2.80         1.49           0.91         0.48                  
                                     145.00        76.95           9.20         4.88                  
                                      12.80         6.79           6.86         3.64                  
                                       9.30         4.94           6.76         3.59                  
                                      17.25         9.15           2.61         1.39                  
                                      26.00        13.80           4.41         2.34                  
                                      39.60        21.02          16.63         8.83                  
                                      15.00         7.96           7.94         4.21                  
                                      18.70         9.92           2.81         1.49                  
                                      43.93        23.32           6.59         3.50                  
      EURO                            17.16        17.81           6.37         6.61                  
                                 ----------    ---------     ----------    ---------                  
                                       7.81         8.11           5.67         5.88                  
                                       9.35         9.71           0.70         0.73                  
      SPANISH PESETA               1,262.24         7.87         698.38         4.36                  
                                 ----------    ---------     ----------    ---------                  
                                     631.12         3.94         549.63         3.43                  

                                     631.12         3.94         148.74         0.93                  
      FRENCH FRANC                   469.61        74.31         319.20        50.51                  
                                 ----------    ---------     ----------    ---------                  
                                       9.42         1.49           4.68         0.74                  
                                       4.86         0.77           4.62         0.73                  
                                       0.38         0.06           0.37         0.06                  
                                      80.00        12.66          10.00         1.58                  
                                       1.68         0.27           1.60         0.25                  
                                      10.09         1.60           9.25         1.46                  
                                       4.94         0.78           4.41         0.70                  
                                       1.45         0.23           1.27         0.20                  
                                       6.44         1.02           6.28         0.99                  
                                       9.90         1.57           9.07         1.43                  
                                       0.76         0.12           0.76         0.12                  
                                       1.69         0.27           0.42         0.07                  
                                      45.88         7.26          37.85         5.99                  
                                       6.26         0.99           5.79         0.92                  
                                       1.41         0.22           1.34         0.21                  
                                       1.69         0.27           1.52         0.24                  
                                     120.00        18.99          84.00        13.29                  
                                       8.06         1.28           7.66         1.21                  
                                       1.22         0.19           1.19         0.19                  
                                       6.12         0.97           5.96         0.94                  
                                       4.73         0.75           4.14         0.66                  

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GUARANTEED EXTERNAL DEBTS OF THE REPUBLIC OF THE PHILIPPINES -- (CONTINUED) 
AS OF DECEMBER 31, 2002 
IN MILLIONS OF CURRENCY INDICATED 

                                                        [Enlarge/Download Table]


                                                       INTEREST RATE/                       
                                                          SPREAD/                           
                                                       SERVICE CHARGE      YEAR     YEAR OF 
CURRENCY                    INTEREST RATE BASIS         (PER ANNUM)     CONTRACTED  MATURITY
--------              -------------------------------  --------------   ----------  --------
                                                                                            
                      FIXED RATE                           3.0000%         1990        2022 
                      FIXED RATE                           3.0000%         1990        2022 
                      FIXED RATE                           3.0000%         1988        2021 
                      FIXED RATE                           8.1000%         1994        2006 
                      FIXED RATE                           3.1000%         1994        2014 
                      FIXED RATE                           6.8700%         1996        2017 
                      FIXED RATE                           1.5000%         1996        2022 
                      FIXED RATE                           1.5000%         1996        2022 
                      FIXED RATE                           1.5000%         1996        2022 
                      FIXED RATE                           1.5000%         1996        2022 
                      FIXED RATE                           1.5000%         1996        2026 
                      FIXED RATE                           5.4500%         1991        2018 
                      FIXED RATE                           3.3000%         1994        2014 
                      FIXED RATE                           3.0000%         1990        2022 
                      FIXED RATE                           3.0000%         1990        2022 
      KOREAN WON                                                                            
                      FIXED RATE                           3.5000%         1995        2015 
                      FIXED RATE                           3.5000%         1995        2015 
      POUND STERLING                                                                        
                      FIXED RATE                           5.9500%         1995        2007 
      JAPANESE YEN                                                                          
                      FIXED RATE                           2.5000%         1992        2022 
                      FIXED RATE                           6.5000%         1991        2003 
                      FIXED RATE                           3.0000%         1994        2024 
                      FIXED RATE                           2.5000%         1989        2006 
                      FIXED RATE                           2.5000%         1991        2021 
                      FIXED RATE                           2.7000%         1988        2004 
                      FIXED RATE                           6.5000%         1991        2011 
                      FIXED RATE                           3.0000%         1994        2024 
                      FIXED RATE                           5.5000%         1992        2010 
                      FIXED RATE                           4.7000%         1993        2009 
                      FIXED RATE                           5.8000%         1992        2004 
                      FIXED RATE                           2.5000%         1995        2025 
                      FIXED RATE                           2.1000%         1995        2025 
                      FIXED RATE                           2.5000%         1995        2025 
                      FIXED RATE                           2.1000%         1995        2025 
                      FIXED RATE                           2.7000%         1995        2025 
                      FIXED RATE                           2.3000%         1995        2025 
                      FIXED RATE                           2.7000%         1995        2025 
                      FIXED RATE                           2.7000%         1996        2026 
                      FIXED RATE                           2.3000%         1996        2026 
                      FIXED RATE                           2.7000%         1996        2026 
                      FIXED RATE                           2.3000%         1996        2026 
                      FIXED RATE                           2.5000%         1996        2026 
                      FIXED RATE                           2.1000%         1996        2026 
                      FIXED RATE                           2.3000%         1997        2027 
                      FIXED RATE                           2.7000%         1997        2027 
                      FIXED RATE                           2.3000%         1997        2027 
                      FIXED RATE                           2.7000%         1997        2027 
                      FIXED RATE                           2.3000%         1997        2027 
                      FIXED RATE                           2.7000%         1997        2027 
                      FIXED RATE                           2.3000%         1997        2027 
                      FIXED RATE                           2.5000%         1997        2027 
                      FIXED RATE                           2.1000%         1997        2027 
                      FIXED RATE                           2.5000%         1997        2027 
                      FIXED RATE                           2.1000%         1997        2027 
                      FIXED RATE                           2.5000%         1997        2027 
                      FIXED RATE                           2.1000%         1997        2027 
                      FIXED RATE                           2.2000%         1998        2028 
                      FIXED RATE                           0.7500%         1998        2038 
                      FIXED RATE                           2.2000%         1998        2028 
                      FIXED RATE                           0.7500%         1998        2038 
                      FIXED RATE                           2.2000%         1998        2028 
                      FIXED RATE                           1.7000%         1998        2028 
                      FIXED RATE                           0.7500%         1998        2038 
                      FIXED RATE                           2.2000%         1999        2028 
                      FIXED RATE                           1.7000%         1999        2028 


                                                     OUTSTANDING BALANCE                    
                           ORIGINAL AMOUNT                  AS OF                           
                             CONTRACTED               DECEMBER 31, 2002                     
                      -------------------------   -------------------------                 
                      (IN ORIGINAL     (IN US     (IN ORIGINAL     (IN US                   
CURRENCY                 CURR)       DOLLAR)(2)      CURR)       DOLLAR)(2)                 
--------              ------------   ----------   ------------   ----------                 
                                                                                            
                             0.36         0.06           0.35         0.05                  
                             2.25         0.36           2.02         0.32                  
                             4.12         0.65           3.60         0.57                  
                             5.00         0.79           1.73         0.27                  
                            42.62         6.74          35.66         5.64                  
                            24.65         3.90          13.56         2.15                  
                             8.42         1.33           8.42         1.33                  
                             4.46         0.71           4.46         0.71                  
                             7.49         1.18           7.49         1.18                  
                            10.46         1.66          10.46         1.66                  
                             0.45         0.07           2.99         0.47                  
                            30.00         4.75          24.15         3.82                  
                             1.14         0.18           0.98         0.15                  
                             0.48         0.08           0.45         0.07                  
                             0.70         0.11           0.70         0.11                  
      KOREAN WON         8,249.00         6.87      13,577.06        11.31                  
                       ----------    ---------     ----------    ---------                  
                         8,249.00         6.87       7,109.12         5.92                  
                         8,645.00         7.20       6,467.94         5.39                  
      POUND STERLING         7.74        12.39           3.87         6.20                  
                       ----------    ---------     ----------    ---------                  
                             7.74        12.39           3.87         6.20                  
      JAPANESE YEN     694,868.21     5,794.51     397,441.45     3,314.26                  
                       ----------    ---------     ----------    ---------                  
                         6,686.00        55.75       6,359.85        53.03                  
                        13,214.97       110.20       1,319.30        11.00                  
                        15,000.00       125.09      12,699.81       105.90                  
                         5,003.68        41.73       3,707.76        30.92                  
                        30,084.00       250.87      27,148.97       226.40                  
                         1,936.96        16.15       1,291.30        10.77                  
                        12,215.94       101.87       7,145.10        59.58                  
                        22,500.00       187.63      22,500.00       187.63                  
                        20,550.00       171.37       4,046.94        33.75                  
                        17,812.50       148.54       6,348.55        52.94                  
                        27,885.85       232.54       4,769.59        39.77                  
                         5,283.00        44.05         329.13         2.74                  
                           848.00         7.07         403.73         3.37                  
                         1,104.00         9.21       1,021.72         8.52                  
                           248.00         2.07         328.78         2.74                  
                        11,394.00        95.01       9,885.69        82.44                  
                           921.00         7.68       1,232.32        10.28                  
                         2,224.00        18.55       1,366.30        11.39                  
                        22,837.00       190.44      11,022.74        91.92                  
                         1,875.00        15.64       4,301.65        35.87                  
                        10,184.00        84.92      10,240.00        85.39                  
                           310.00         2.59         250.04         2.09                  
                         5,000.00        41.70       4,900.47        40.87                  
                           158.00         1.32         157.99         1.32                  
                         8,760.00        73.05         502.89         4.19                  
                        14,011.00       116.84       1,337.04        11.15                  
                           449.00         3.74          40.28         0.34                  
                         7,747.00        64.60       5,734.96        47.82                  
                           339.00         2.83         284.70         2.37                  
                        14,638.00       122.07       8,201.74        68.39                  
                           334.00         2.79         259.24         2.16                  
                         5,903.00        49.23         262.31         2.19                  
                         1,325.00        11.05         842.32         7.02                  
                           386.00         3.22         291.91         2.43                  
                           648.00         5.40         505.95         4.22                  
                         1,927.00        16.07           0.00         0.00                  
                           819.00         6.83         144.39         1.20                  
                        13,788.00       114.98       1,347.91        11.24                  
                           767.00         6.40         232.24         1.94                  
                        19,532.00       162.88       4,179.83        34.86                  
                           458.00         3.82         298.80         2.49                  
                         3,064.00        25.55         388.53         3.24                  
                         2,193.00        18.29         292.16         2.44                  
                           815.00         6.80         197.26         1.64                  
                         3,064.00        25.55      12,314.44       102.69                  
                         2,193.00        18.29       1,872.49        15.61                  


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424B4
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GUARANTEED EXTERNAL DEBTS OF THE REPUBLIC OF THE PHILIPPINES -- (CONTINUED) 
AS OF DECEMBER 31, 2002 
IN MILLIONS OF CURRENCY INDICATED 

                                                        [Enlarge/Download Table]


                                                              INTEREST RATE/                       
                                                                 SPREAD/                           
                                                              SERVICE CHARGE      YEAR     YEAR OF 
CURRENCY                           INTEREST RATE BASIS         (PER ANNUM)     CONTRACTED  MATURITY
--------                     -------------------------------  --------------   ----------  --------
                                                                                                   
                             FIXED RATE                           2.2000%         1999        2040 
                             FIXED RATE                           0.9500%         2001        2041 
                             FIXED RATE                           0.7500%         2001        2041 
                             JAPAN LONG TERM PRIME                1.2500%         1994        2003 
                             JAPAN LONG TERM PRIME                1.2500%         1994        2003 
                             JAPAN LONG TERM PRIME LENDING                                         
                             RATE                                 1.2500%         1994        2005 
                             JAPAN LONG TERM PRIME LENDING                                         
                             RATE                                 0.0000%         1994        2014 
                             JAPAN LONG TERM PRIME LENDING                                         
                             RATE                                 1.2500%         1994        2005 
                             JAPAN LONG TERM PRIME LENDING                                         
                             RATE                                 0.0000%         1992        2014 
                             JAPAN LONG TERM PRIME LENDING                                         
                             RATE                                 0.0000%         1992        2015 
                             JAPAN LONG TERM PRIME LENDING                                         
                             RATE                                 0.0000%         1999        2019 
                             JAPAN LONG TERM PRIME LENDING                                         
                             RATE                                 0.0000%         2001        2011 
                             JAPAN LONG TERM PRIME LENDING                                         
                             RATE                                 0.0000%         2000        2007 
                             JAPAN LONG TERM PRIME LENDING                                         
                             RATE                                -0.2000%         1999        2014 
                             JAPAN SWAP RATE                      1.6000%         1999        2009 
                             LIBOR 6MOS DEPOSIT                   1.6000%         1999        2009 
                             LIBOR 6MOS DEPOSIT                   0.0000%         1999        2003 
                             LIBOR 6MOS DEPOSIT                   0.0000%         1999        2004 
                             ADB FLOATING RATE                    0.0000%         1998        2013 
                             ADB FLOATING RATE                    0.5000%         1996        2015 
                             LIBOR BASE RATE                      0.0000%         2000        2014 
                             LIBOR BASE RATE                      0.0000%         2002        2021 
                             CQB                                  0.1000%         2001        2011 
                             LIBOR BASE RATE                      0.5000%         1996        2016 
                             US LIBOR                             0.0000%         2001        2020 
      SPECIAL DRAWING RIGHT                                                                        
                             INTEREST FREE                        0.7500%         1992        2032 
                             LIBOR 6MOS. DEPOSIT                  0.8000%         1995        2034 
                             LIBOR 6MOS. DEPOSIT                  0.8000%         1995        2014 
      UNITED STATES DOLLAR                                                                         
                             ADB FLOATING RATE                    0.0000%         1993        2018 
                             ADB FLOATING RATE                    0.0000%         1989        2004 
                             ADB FLOATING RATE                    0.0000%         1991        2009 
                             ADB FLOATING RATE                    0.0000%         1992        2007 
                             ADB FLOATING RATE                    0.0000%         1989        2012 
                             ADB FLOATING RATE                    0.0000%         1988        2012 
                             ADB FLOATING RATE                    0.0000%         1991        2006 
                             ADB FLOATING RATE                    0.0000%         1986        2006 
                             ADB FLOATING RATE                    0.0000%         1995        2020 
                             ADB FLOATING RATE                    0.0000%         1993        2012 
                             ADB FLOATING RATE                    0.0000%         1991        2015 
                             ADB FLOATING RATE                    0.0000%         1988        2008 
                             ADB FLOATING RATE                    0.0000%         1989        2009 
                             ADB FLOATING RATE                    0.0000%         1995        2019 
                             ADB FLOATING RATE                    0.0000%         1992        2012 
                             ADB FLOATING RATE                    0.0000%         1992        2016 
                             ADB FLOATING RATE                    0.0000%         1993        2013 
                             ADB FLOATING RATE                    0.0000%         1998        2021 
                             ADB FLOATING RATE                    0.0000%         1996        2011 
                             ADB FLOATING RATE                    0.0000%         1998        2017 
                             FIXED RATE                           1.5000%         1990        2010 
                             FIXED RATE                           1.5000%         1990        2010 
                             FIXED RATE                          10.5000%         1984        2007 
                             FIXED RATE                           1.5000%         1990        2010 
                             FIXED RATE                           1.5000%         1990        2010 
                             FIXED RATE                           3.0000%         1995        2006 
                             FIXED RATE                           8.1000%         1980        2005 


                                                            OUTSTANDING BALANCE                    
                                  ORIGINAL AMOUNT                  AS OF                           
                                    CONTRACTED               DECEMBER 31, 2002                     
                             -------------------------   -------------------------                 
                             (IN ORIGINAL     (IN US     (IN ORIGINAL     (IN US                   
CURRENCY                        CURR)       DOLLAR)(2)      CURR)       DOLLAR)(2)                 
--------                     ------------   ----------   ------------   ----------                 
                                                                                                   
                               16,450.00       137.18         539.81         4.50                  
                               39,455.00       329.02           0.00         0.00                  
                                2,476.00        20.65           0.00         0.00                  
                               26,840.00       223.82      15,698.91       130.91                  
                               31,500.00       262.68      24,779.68       206.64                  

                                2,163.65        18.04         509.80         4.25                  

                               12,400.00       103.40       4,733.90        39.48                  

                                  297.84         2.48          59.57         0.50                  

                                6,100.00        50.87       4,389.38        36.60                  

                               18,600.00       155.11      13,126.45       109.46                  

                               60,000.00       500.34      55,714.29       464.60                  

                               12,500.00       104.24      12,500.00       104.24                  

                                5,370.68        44.79       3,836.20        31.99                  

                               26,000.00       216.81      19,050.50       158.86                  
                               20,800.00       173.45      20,800.00       173.45                  
                               27,200.00       226.82      27,200.00       226.82                  
                                8,469.00        70.62       2,117.27        17.66                  
                               13,537.00       112.89       4,512.18        37.63                  
                                3,057.00        25.49         620.18         5.17                  
                                2,166.70        18.07         274.44         2.29                  
                                3,676.05        30.65           9.80         0.08                  
                                2,166.00        18.06          36.76         0.31                  
                                3,717.00        31.00          37.18         0.31                  
                                9,090.39        75.80       2,186.04        18.23                  
                                2,400.00        20.01       2,400.00        20.01                  
      SPECIAL DRAWING RIGHT        13.50        18.23          11.37        15.35                  
                              ----------    ---------     ----------    ---------                  
                                    3.00         4.05           2.33         3.14                  
                                    3.50         4.73           3.48         4.70                  
                                    7.00         9.45           5.56         7.51                  
      UNITED STATES DOLLAR      5,719.09     5,919.09       3,181.59     3,181.59                  
                              ----------    ---------     ----------    ---------                  
                                   43.20        43.20          18.71        18.71                  
                                  130.00       130.00          85.61        85.61                  
                                   25.00        25.00          10.50        10.50                  
                                    2.60         2.60           0.96         0.96                  
                                   26.40        26.40          19.17        19.17                  
                                   43.50        43.50          31.27        31.27                  
                                  100.00       100.00          15.21        15.21                  
                                   92.00        92.00          37.63        37.63                  
                                   92.00        92.00          83.15        83.15                  
                                  138.00       138.00          98.15        98.15                  
                                  200.00       200.00         164.66       164.66                  
                                  120.00       120.00          61.25        61.25                  
                                  160.00       160.00         100.03       100.03                  
                                  244.00       244.00         151.92       151.92                  
                                   75.00        75.00          60.80        60.80                  
                                   31.40        31.40           7.99         7.99                  
                                  164.00       164.00          96.65        96.65                  
                                   50.00        50.00           7.67         7.67                  
                                    5.35         5.35           4.12         4.12                  
                                   20.22        20.22          31.61        31.61                  
                                    0.17         0.17           0.14         0.14                  
                                    0.03         0.03           0.02         0.02                  
                                   39.30        39.30          12.07        12.07                  
                                    0.08         0.08           0.06         0.06                  
                                    0.05         0.05           0.04         0.04                  
                                    0.50         0.50           0.37         0.37                  
                                   42.80        42.80           6.30         6.30                  

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424B4
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GUARANTEED EXTERNAL DEBTS OF THE REPUBLIC OF THE PHILIPPINES -- (CONTINUED) 
AS OF DECEMBER 31, 2002 
IN MILLIONS OF CURRENCY INDICATED 

                                                                [Download Table]


                                           INTEREST RATE/                       
                                              SPREAD/                           
                                           SERVICE CHARGE      YEAR     YEAR OF 
CURRENCY        INTEREST RATE BASIS         (PER ANNUM)     CONTRACTED  MATURITY
--------  -------------------------------  --------------   ----------  --------
                                                                                
          FIXED RATE                           7.6000%         1979        2004 
          FIXED RATE                           1.5000%         1990        2010 
          FIXED RATE                           7.7000%         1978        2003 
          FIXED RATE                           1.5000%         1990        2010 
          FIXED RATE                           1.5000%         1990        2010 
          FIXED RATE                           1.5000%         1990        2010 
          FIXED RATE                           1.5000%         1990        2010 
          FIXED RATE                           1.5000%         1990        2010 
          FIXED RATE                           2.0000%         1993        2013 
          FIXED RATE                           3.5750%         1995        2012 
          FIXED RATE                           1.5000%         1990        2010 
          FIXED RATE                           8.3000%         1989        2003 
          FIXED RATE                           1.5000%         1990        2010 
          FIXED RATE                           1.5000%         1990        2010 
          FIXED RATE                           1.5000%         1990        2010 
          FIXED RATE                           1.5000%         1990        2010 
          FIXED RATE                          10.1000%         1981        2006 
          FIXED RATE                           1.5000%         1990        2010 
          FIXED RATE                           1.5000%         1990        2010 
          FIXED RATE                          10.2500%         1984        2004 
          FIXED RATE                           1.5000%         1990        2010 
          FIXED RATE                           3.0000%         1995        2006 
          FIXED RATE                           1.5000%         1990        2010 
          FIXED RATE                           1.5000%         1990        2010 
          FIXED RATE                           1.5000%         1990        2010 
          FIXED RATE                           1.5000%         1990        2010 
          FIXED RATE                           1.2500%         1993        2025 
          FIXED RATE                           1.5000%         1990        2010 
          FIXED RATE                          10.5000%         1984        2007 
          FIXED RATE                           1.5000%         1990        2010 
          FIXED RATE                           1.5000%         1990        2010 
          FIXED RATE                           1.5000%         1990        2010 
          FIXED RATE                           1.5000%         1990        2010 
          FIXED RATE                           1.5000%         1990        2010 
          FIXED RATE                           1.5000%         1990        2010 
          FIXED RATE                           6.6000%         1995        2008 
          FIXED RATE                           7.6500%         1996        2009 
          FIXED RATE                           3.0000%         1994        2007 
          FIXED RATE                           4.0000%         1995        2018 
          FIXED RATE                           6.5000%         1997        2010 
          IBRD COST OF QUALIFIED                                                
          BORROWINGS                           0.5000%         1989        2009 
          IBRD COST OF QUALIFIED                                                
          BORROWINGS                           0.5000%         1994        2014 
          IBRD COST OF QUALIFIED                                                
          BORROWINGS                           0.5000%         1993        2012 
          IBRD COST OF QUALIFIED                                                
          BORROWINGS                           0.5000%         1994        2014 
          IBRD COST OF QUALIFIED                                                
          BORROWINGS                           0.5000%         1993        2013 
          IBRD COST OF QUALIFIED                                                
          BORROWINGS                           0.5000%         1989        2009 
          IBRD COST OF QUALIFIED                                                
          BORROWINGS                           0.5000%         1994        2014 
          IBRD COST OF QUALIFIED                                                
          BORROWINGS                           0.5000%         1994        2014 
          IBRD COST OF QUALIFIED                                                
          BORROWINGS                           0.5000%         1995        2002 
          IBRD COST OF QUALIFIED                                                
          BORROWINGS                           0.5000%         1994        2013 
          IBRD COST OF QUALIFIED                                                
          BORROWINGS                           0.5000%         1991        2011 
          IBRD COST OF QUALIFIED                                                
          BORROWINGS                           0.5000%         1994        2014 
          IBRD COST OF QUALIFIED                                                
          BORROWINGS                           0.5000%         1995        2011 
          IBRD COST OF QUALIFIED                                                
          BORROWINGS                           0.5000%         1992        2012 


                                         OUTSTANDING BALANCE                    
               ORIGINAL AMOUNT                  AS OF                           
                 CONTRACTED               DECEMBER 31, 2002                     
          -------------------------   -------------------------                 
          (IN ORIGINAL     (IN US     (IN ORIGINAL     (IN US                   
CURRENCY     CURR)       DOLLAR)(2)      CURR)       DOLLAR)(2)                 
--------  ------------   ----------   ------------   ----------                 
                                                                                
                60.70        60.70           9.72         9.72                  
                 0.41         0.41           0.33         0.33                  
                49.00        49.00           4.41         4.41                  
                 0.04         0.04           0.03         0.03                  
                15.67        15.67          12.54        12.54                  
                 9.34         9.34           7.47         7.47                  
                11.56        11.56           9.25         9.25                  
                 0.09         0.09           0.07         0.07                  
                19.30        19.30          19.30        19.30                  
                37.90        37.90          36.01        36.01                  
                 0.03         0.03           0.02         0.02                  
                 2.24         2.24           0.22         0.22                  
                 0.10         0.10           0.08         0.08                  
                 0.20         0.20           0.16         0.16                  
                 3.38         3.38           2.71         2.71                  
                 0.17         0.17           0.14         0.14                  
                87.50        87.50          19.40        19.40                  
                11.21        11.21           8.97         8.97                  
                 0.15         0.15           0.12         0.12                  
                33.00        33.00           5.41         5.41                  
                 0.04         0.04           0.03         0.03                  
                 9.50         9.50           2.91         2.91                  
                 0.18         0.18           0.14         0.14                  
                 0.91         0.91           0.73         0.73                  
                 0.12         0.12           0.10         0.10                  
                 0.63         0.63           0.51         0.51                  
                24.50        24.50          24.50        24.50                  
                 0.51         0.51           0.41         0.41                  
                43.80        43.80           2.75         2.75                  
                 0.99         0.99           0.79         0.79                  
                 0.38         0.38           0.30         0.30                  
                 4.99         4.99           3.99         3.99                  
                 0.23         0.23           0.19         0.19                  
                 1.35         1.35           0.89         0.89                  
                11.70        11.70           9.36         9.36                  
                25.00        25.00           0.61         0.61                  
                25.00        25.00           1.85         1.85                  
                 5.00         5.00           0.52         0.52                  
                15.00        15.00          13.44        13.44                  
                11.10        11.10           3.09         3.09                  

                65.50        65.50          35.82        35.82                  

               113.00       113.00          84.32        84.32                  

               134.00       134.00          28.90        28.90                  

               114.00       114.00          46.66        46.66                  

               110.00       110.00          41.89        41.89                  

                65.00        65.00          39.42        39.42                  

               127.35       127.35         108.10       108.10                  

                19.65        19.65          10.63        10.63                  

                50.00        50.00          45.95        45.95                  

                64.00        64.00          43.99        43.99                  

               175.00       175.00         122.36       122.36                  

                40.00        40.00          33.05        33.05                  

                50.00        50.00          40.06        40.06                  

                91.30        91.30          39.63        39.63                  

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GUARANTEED EXTERNAL DEBTS OF THE REPUBLIC OF THE PHILIPPINES -- (CONTINUED) 
AS OF DECEMBER 31, 2002 
IN MILLIONS OF CURRENCY INDICATED 

                                                        [Enlarge/Download Table]


                                                                      INTEREST RATE/                       
                                                                         SPREAD/                           
                                                                      SERVICE CHARGE      YEAR     YEAR OF 
CURRENCY                                   INTEREST RATE BASIS         (PER ANNUM)     CONTRACTED  MATURITY
--------                             -------------------------------  --------------   ----------  --------
                                                                                                           
                                     IBRD COST OF QUALIFIED                                                
                                     BORROWINGS                           0.5000%         1988        2008 
                                     IBRD COST OF QUALIFIED                                                
                                     BORROWINGS                           0.5000%         1988        2008 
                                     IBRD COST OF QUALIFIED                                                
                                     BORROWINGS                           0.5000%         1991        2011 
                                     IBRD COST OF QUALIFIED                                                
                                     BORROWINGS                           0.5000%         1990        2010 
                                     IBRD COST OF QUALIFIED                                                
                                     BORROWINGS                           0.5000%         1990        2010 
                                     IBRD COST OF QUALIFIED                                                
                                     BORROWINGS                           0.5000%         1985        2005 
                                     IBRD COST OF QUALIFIED                                                
                                     BORROWINGS                           0.5000%         1991        2011 
                                     IBRD COST OF QUALIFIED                                                
                                     BORROWINGS                           0.5000%         1989        2009 
                                     INTEREST FREE                        0.0000%         2000        2013 
                                     LIBOR 6 MOS DEPOSITS                 0.6250%         1992        2003 
                                     LIBOR 6 MOS DEPOSITS                 0.6250%         1992        2003 
                                     LIBOR 6 MOS DEPOSITS                 0.6250%         1991        2003 
                                     LIBOR 6 MOS DEPOSITS                 0.6250%         1992        2003 
                                     LIBOR 6 MOS DEPOSITS                 0.6250%         1992        2003 
                                     LIBOR 6MOS. DEPOSIT                  0.0000%         1992        2004 
                                     LIBOR 6MOS. DEPOSIT                  0.0000%         1992        2004 
                                     LIBOR 6MOS. DEPOSIT                  0.0000%         1992        2004 
                                     LIBOR BASE RATE                      0.5000%         1996        2016 
                                     LIBOR BASE RATE                      0.5000%         1996        2016 
                                     LIBOR BASE RATE                      0.5000%         1996        2016 
                                     LIBOR BASE RATE                      0.5000%         1995        2015 
                                     US CONCESSIONARY INTEREST                                             
                                     RELENDING RATE                       0.0000%         1993        2004 
                                     LIBOR BASE RATE                      0.5000%         1996        2017 
                                     LIBOR BASE RATE                      0.5000%         1997        2017 
                                     LIBOR BASE RATE                      0.5000%         1998        2018 
                                     LIBOR BASE RATE                      0.5000%         1998        2019 
                                     LIBOR 6MOS. DEPOSIT                  0.0000%         1998        2014 
                                     LIBOR 6MOS. DEPOSIT                  0.0000%         1998        2008 
                                     US FLOATING RATE                     0.9000%         1999        2014 
                                     US FLOATING RATE                     0.3000%         2000        2003 
   B. BONDS                                                                                                
      UNITED STATES DOLLAR                                                                                 
                                     FIXED RATE                           9.7500%         1994        2009 
                                     FIXED RATE                           7.8750%         1996        2006 
                                     FIXED RATE                           8.4000%         1996        2016 
                                     FIXED RATE                           9.6250%         1998        2028 
                                     FIXED RATE                           9.8750%         2000        2010 
                                     FIXED RATE                           9.5750%         2000        2012 
                                     FIXED RATE                           8.4750%         2000        2009 
                                     FIXED RATE                           0.0000%         2002        2010 
      JAPANESE YEN                                                                                         
                                     FIXED RATE                           4.6500%         1995        2015 
                                     FIXED RATE                           3.1500%         1997        2003 
                                     FIXED RATE                           2.3500%         2000        2010 
                                     FIXED RATE                           3.2000%         2002        2020 
                                     FIXED RATE                           3.5000%         2002        2022 
      EURO                                                                                                 
                                     FIXED RATE                           9.5750%         2001        2006 
   II. GFI GUARANTEE ASSUMED BY NATIONAL GOVERNMENT                                                        
      BELGIAN FRANC                                                                                        
                                     BIBOR 6 MOS.                         0.6000%         1992        2007 
                                     BIBOR 6 MOS.                         0.6000%         1992        2007 
                                     BIBOR 6 MOS.                         0.6000%         1992        2007 
      CANADIAN DOLLAR                                                                                 Upon 
                                     INTEREST FREE                        0.0000%         1986      Demand 
      DEUTSCHE MARK                                                                                        


                                                                    OUTSTANDING BALANCE                    
                                          ORIGINAL AMOUNT                  AS OF                           
                                            CONTRACTED               DECEMBER 31, 2002                     
                                     -------------------------   -------------------------                 
                                     (IN ORIGINAL     (IN US     (IN ORIGINAL     (IN US                   
CURRENCY                                CURR)       DOLLAR)(2)      CURR)       DOLLAR)(2)                 
--------                             ------------   ----------   ------------   ----------                 
                                                                                                           

                                           41.00        41.00          22.06        22.06                  

                                           59.00        59.00          27.82        27.82                  

                                          150.00       150.00         109.22       109.22                  

                                          150.00       150.00          88.85        88.85                  

                                          200.00       200.00         127.74       127.74                  

                                          100.00       100.00          19.96        19.96                  

                                           15.00        15.00           1.05         1.05                  

                                           40.00        40.00          22.71        22.71                  
                                            7.50         7.50           3.89         3.89                  
                                           19.52        19.52           1.95         1.95                  
                                            4.87         4.87           0.22         0.22                  
                                           19.52        19.52           0.98         0.98                  
                                            6.21         6.21           0.62         0.62                  
                                            4.52         4.52           0.23         0.23                  
                                           25.50        25.50           5.10         5.10                  
                                           17.44        17.44           2.46         2.46                  
                                           18.77        18.77           2.48         2.48                  
                                          100.00       100.00          31.86        31.86                  
                                           57.00        57.00           6.10         6.10                  
                                          150.00       150.00          94.03        94.03                  
                                           50.00        50.00          43.34        43.34                  

                                            2.13         2.13           0.02         0.02                  
                                           60.00        60.00          21.07        21.07                  
                                           54.50        54.50           7.63         7.63                  
                                          150.00       150.00          65.03        65.03                  
                                           23.30        23.30           5.57         5.57                  
                                          160.00       160.00          65.56        65.56                  
                                           25.00        25.00          18.75        18.75                  
                                          200.00       200.00         180.00       180.00                  
                                          200.00       200.00         175.00       175.00                  
   B. BONDS                                          3,275.24                    3,642.92                  
                                                    =========                   =========                  
      UNITED STATES DOLLAR              2,310.00     2,310.00       2,158.68     2,158.68                  
                                      ----------    ---------     ----------    ---------                  
                                          100.00       100.00         100.00       100.00                  
                                          200.00       200.00         200.00       200.00                  
                                          160.00       160.00         160.00       160.00                  
                                          300.00       300.00         300.00       300.00                  
                                          500.00       500.00         500.00       500.00                  
                                          250.00       250.00         250.00       250.00                  
                                          500.00       500.00         500.00       500.00                  
                                          300.00       300.00         148.68       148.68                  
      JAPANESE YEN                    115,750.00       965.24     115,750.00       965.24                  
                                      ----------    ---------     ----------    ---------                  
                                       12,000.00       100.07      12,000.00       100.07                  
                                       20,000.00       166.78      20,000.00       166.78                  
                                       22,000.00       183.46      22,000.00       183.46                  
                                       24,750.00       206.39      24,750.00       206.39                  
                                       37,000.00       308.54      37,000.00       308.54                  
      EURO                                500.00       519.00         500.00       519.00                  
                                      ----------    ---------     ----------    ---------                  
                                          500.00       519.00         500.00       519.00                  
   II. GFI GUARANTEE ASSUMED BY NAT                    422.92                      298.22                  
                                                    =========                   =========                  
      BELGIAN FRANC                     1,005.34        25.87         646.29        16.63                  
                                      ----------    ---------     ----------    ---------                  
                                          158.97         4.09         102.19         2.63                  
                                          722.14        18.58         464.24        11.95                  
                                          124.23         3.20          79.86         2.05                  
      CANADIAN DOLLAR                                                                                      
                                            0.27         0.17           0.27         0.17                  
                                      ----------    ---------     ----------    ---------                  
      DEUTSCHE MARK                         3.84         2.04           1.93         1.02                  
                                      ----------    ---------     ----------    ---------                  

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GUARANTEED EXTERNAL DEBTS OF THE REPUBLIC OF THE PHILIPPINES -- (CONTINUED) 
AS OF DECEMBER 31, 2002 
IN MILLIONS OF CURRENCY INDICATED 

                                                        [Enlarge/Download Table]


                                                             INTEREST RATE/                       
                                                                SPREAD/                           
                                                             SERVICE CHARGE      YEAR     YEAR OF 
CURRENCY                          INTEREST RATE BASIS         (PER ANNUM)     CONTRACTED  MATURITY
--------                    -------------------------------  --------------   ----------  --------
                                                                                                  
                            DM LIBOR                             0.8125%         1986        2003 
                            DM LIBOR                             0.8125%         1986        2003 
                            DM LIBOR                             0.8125%         1986        2003 
                            FIXED RATE                           8.6000%         1992        2007 
      SPANISH PESETA                                                                              
                            FIXED RATE                          11.0000%         1991        2007 
      FRENCH FRANC                                                                                
                                                                                             Upon 
                            INTEREST FREE                        0.0000%         1986      Demand 
                            TAUX DU MARCHE OBLIGATAIRE           0.4000%         1991        2007 
                            TAUX DU MARCHE OBLIGATAIRE           0.4000%         1991        2007 
                            TAUX DU MARCHE OBLIGATAIRE           0.4000%         1989        2007 
                            TAUX DU MARCHE OBLIGATAIRE           0.4000%         1989        2007 
      POUND STERLING                                                                              
                                                                                             Upon 
                                                                 0.0000%         1986      Demand 
                            GBP LIBOR                            0.5000%         1991        2007 
      JAPANESE YEN                                                                                
                            LONG TERM PRIME RATE                 0.1000%         1992        2007 
                            LONG TERM PRIME RATE                 0.1000%         1992        2007 
                            LONG TERM PRIME RATE                 0.1000%         1992        2007 
                                                                                             Upon 
                            INTEREST FREE                        0.0000%         1986      Demand 
                            LONG TERM PRIME RATE                 0.1000%         1992        2007 
                            LONG TERM PRIME RATE                 0.1000%         1992        2007 
                            LONG TERM PRIME RATE                 0.1000%         1992        2007 
                            LONG TERM PRIME RATE                 0.1000%         1992        2007 
                            LONG TERM PRIME RATE                 0.1000%         1992        2007 
                            LONG TERM PRIME RATE                 0.1000%         1992        2007 
                            LONG TERM PRIME RATE                 0.1000%         1992        2000 
      SAUDI RIAL                                                                                  
                                                                                             Upon 
                            INTEREST FREE                        0.0000%         1986      Demand 
                                                                                             Upon 
                            INTEREST FREE                        0.0000%         1986      Demand 
                                                                                             Upon 
                            INTEREST FREE                        0.0000%         1986      Demand 
      UNITED STATES DOLLAR                                                                        
                                                                                             Upon 
                            INTEREST FREE                        0.0000%         1986      Demand 
                                                                                             Upon 
                            INTEREST FREE                        0.0000%         1986      Demand 
                                                                                             Upon 
                            INTEREST FREE                        0.0000%         1986      Demand 
                                                                                             Upon 
                            INTEREST FREE                        0.0000%         1986      Demand 
                                                                                             Upon 
                            INTEREST FREE                        0.0000%         1986      Demand 
                                                                                             Upon 
                            INTEREST FREE                        0.0000%         1986      Demand 
                                                                                             Upon 
                            INTEREST FREE                        0.0000%         1986      Demand 
                                                                                             Upon 
                            INTEREST FREE                        0.0000%         1986      Demand 
                                                                                             Upon 
                            INTEREST FREE                        0.0000%         1986      Demand 
                                                                                             Upon 
                            INTEREST FREE                        0.0000%         1986      Demand 
                                                                                             Upon 
                            INTEREST FREE                        0.0000%         1988      Demand 
                            FIXED RATE                           3.4750%         1992        2007 
                            FIXED RATE                           3.4750%         1992        2007 
                            FIXED RATE                           3.4750%         1992        2007 
                            LIBOR 6 MOS                          0.8125%         1986        2003 
                            LIBOR 6 MOS                          0.8125%         1986        2003 


                                                           OUTSTANDING BALANCE                    
                                 ORIGINAL AMOUNT                  AS OF                           
                                   CONTRACTED               DECEMBER 31, 2002                     
                            -------------------------   -------------------------                 
                            (IN ORIGINAL     (IN US     (IN ORIGINAL     (IN US                   
CURRENCY                       CURR)       DOLLAR)(2)      CURR)       DOLLAR)(2)                 
--------                    ------------   ----------   ------------   ----------                 
                                                                                                  
                                   0.33         0.18           0.03         0.02                  
                                   0.33         0.18           0.03         0.02                  
                                   0.33         0.18           0.03         0.02                  
                                   2.84         1.51           1.83         0.97                  
      SPANISH PESETA           6,989.98        43.61       4,493.56        28.03                  
                             ----------    ---------     ----------    ---------                  
                               6,989.98        43.61       4,493.56        28.03                  
      FRENCH FRANC                21.86         3.46          15.17         2.40                  
                             ----------    ---------     ----------    ---------                  

                                   3.13         0.50           3.13         0.50                  
                                   4.36         0.69           2.80         0.44                  
                                   0.11         0.02           0.07         0.01                  
                                  13.01         2.06           8.36         1.32                  
                                   1.24         0.20           0.80         0.13                  
      POUND STERLING               1.03         1.65           0.66         1.06                  
                             ----------    ---------     ----------    ---------                  

                                   0.00         0.00           0.00         0.00                  
                                   1.03         1.65           0.66         1.06                  
      JAPANESE YEN            26,248.48       218.89      16,875.01       140.72                  
                             ----------    ---------     ----------    ---------                  
                               4,968.73        41.43       3,194.18        26.64                  
                              16,886.81       140.82      10,855.81        90.53                  
                                 216.83         1.81         139.39         1.16                  

                                   2.74         0.02           2.74         0.02                  
                                 412.07         3.44         264.90         2.21                  
                                 701.63         5.85         451.05         3.76                  
                               1,194.42         9.96         767.84         6.40                  
                                 158.65         1.32         101.99         0.85                  
                                 747.41         6.23         480.48         4.01                  
                                 801.78         6.69         515.43         4.30                  
                                 157.43         1.31         101.20         0.84                  
      SAUDI RIAL                  27.34         7.29          27.34         7.29                  
                             ----------    ---------     ----------    ---------                  

                                   5.92         1.58           5.92         1.58                  

                                  18.46         4.92          18.46         4.92                  

                                   2.96         0.79           2.96         0.79                  
      UNITED STATES DOLLAR       119.95       119.95         100.89       100.89                  
                             ----------    ---------     ----------    ---------                  

                                   0.97         0.97           0.97         0.97                  

                                   8.33         8.33           8.33         8.33                  

                                  33.09        33.09          33.09        33.09                  

                                  18.60        18.60          18.60        18.60                  

                                   0.72         0.72           0.72         0.72                  

                                   0.51         0.51           0.51         0.51                  

                                   2.18         2.18           2.18         2.18                  

                                   5.22         5.22           5.22         5.22                  

                                   0.51         0.51           0.51         0.51                  

                                   4.40         4.40           4.40         4.40                  

                                  11.55        11.55           7.51         7.51                  
                                  11.25        11.25           7.23         7.23                  
                                   5.28         5.28           3.39         3.39                  
                                   0.80         0.80           0.51         0.51                  
                                   0.09         0.09           0.01         0.01                  
                                   0.05         0.05           0.00         0.00                  

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GUARANTEED EXTERNAL DEBTS OF THE REPUBLIC OF THE PHILIPPINES -- (CONTINUED) 
AS OF DECEMBER 31, 2002 
IN MILLIONS OF CURRENCY INDICATED 

                                                                [Download Table]


                                           INTEREST RATE/                       
                                              SPREAD/                           
                                           SERVICE CHARGE      YEAR     YEAR OF 
CURRENCY        INTEREST RATE BASIS         (PER ANNUM)     CONTRACTED  MATURITY
--------  -------------------------------  --------------   ----------  --------
                                                                                
          LIBOR 6 MOS                          0.8125%         1991        2007 
          LIBOR 6 MOS                          0.8125%         1986        2003 
          LIBOR 6 MOS                          0.8125%         1992        2007 
          LIBOR 6 MOS                          0.8125%         1991        2007 
          LIBOR 6 MOS                          0.8125%         1986        2003 
          LIBOR 6 MOS                          0.8125%         1991        2007 
          NEW SHORT TERM EXIMBANK                                               
          BORROWING                            0.5000%         1992        2007 
          NEW SHORT TERM EXIMBANK                                               
          BORROWING                            0.5000%         1992        2007 
          NEW SHORT TERM EXIMBANK                                               
          BORROWING                            0.5000%         1991        2007 


                                         OUTSTANDING BALANCE                    
               ORIGINAL AMOUNT                  AS OF                           
                 CONTRACTED               DECEMBER 31, 2002                     
          -------------------------   -------------------------                 
          (IN ORIGINAL     (IN US     (IN ORIGINAL     (IN US                   
CURRENCY     CURR)       DOLLAR)(2)      CURR)       DOLLAR)(2)                 
--------  ------------   ----------   ------------   ----------                 
                                                                                
                 0.32         0.32           0.20         0.20                  
                 0.59         0.59           0.06         0.06                  
                 0.11         0.11           0.07         0.07                  
                 1.22         1.22           0.79         0.79                  
                 4.66         4.66           0.47         0.47                  
                 0.19         0.19           0.12         0.12                  
                 5.61         5.61           3.60         3.60                  
                 0.10         0.10           0.06         0.06                  
                 3.63         3.63           2.33         2.33                  

---------------                                                                 

(1) Includes government guarantee on GOCC (loans and bonds) GFI guarantee       
assumed by the government per Proc. 50.                                 

(2) Amounts in original currencies were converted to US Dollars using reference 
rate on December 27, 2002.                                              

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EXTERNAL DEBT OF THE REPUBLIC OF THE PHILIPPINES(1) 
AS OF DECEMBER 31, 2002 
IN MILLIONS OF CURRENCY INDICATED 

                                                        [Enlarge/Download Table]


                                                                                                        ORIGINAL AMOUNT     
                                                           INTEREST RATE/                                 CONTRACTED        
                                                              SPREAD/                              -------------------------
                                                           SERVICE CHARGE     YEAR      YEAR OF     (IN ORIG.       (IN US  
CURRENCY                           INTEREST RATE BASIS      (PER ANNUM)    CONTRACTED   MATURITY      CURR)       DOLLAR)(2)
--------                         ------------------------  --------------  ----------  ----------  ------------   ----------
                                                                                                                            
GRAND TOTAL                                                                                                        40,764.03
                                                                                                                  ----------
I.  DIRECT DEBT OF THE REPUBLIC                                                                                    26,430.22
                                                                                                                  ----------
   A. AVAILED OF BY GOVERNMENT                                                                                              
       AGENCIES                                                                                                    22,866.43
                                                                                                                  ----------
      AUSTRIAN SCHILLING                                                                                 102.27         7.71
                                                                                                   ------------   ----------
                                 FIXED RATE                      4.0000%   31/03/1997  30/06/2014         14.53         1.10
                                 FIXED RATE                      4.5000%   02/03/2002  30/12/2019         15.06         1.14
                                 FIXED RATE                      4.5000%   23/07/1999  31/12/2022         72.67         5.48
      BELGIAN FRANC                                                                                      200.00         5.15
                                                                                                   ------------   ----------
                                 INTEREST FREE                   0.0000%   06/04/1977  31/12/2006         50.00         1.29
                                 INTEREST FREE                   0.0000%   11/06/1976  31/12/2005         50.00         1.29
                                 FIXED RATE                      2.0000%   15/12/1975  31/12/2004         50.00         1.29
                                 FIXED RATE                      2.0000%   21/08/1974  31/12/2003         50.00         1.29
      CANADIAN DOLLAR                                                                                      3.89         2.50
                                                                                                   ------------   ----------
                                 INTEREST FREE                   0.0000%   12/11/1974  03/09/2024          3.89         2.50
      SWISS FRANC                                                                                        103.98        74.15
                                                                                                   ------------   ----------
                                 FIXED RATE                      0.0125%   01/01/1998  30/04/2005          6.64         4.73
                                 FIXED RATE                      0.0125%   01/05/1990  31/12/2003          1.71         1.22
                                 FIXED RATE                      4.6300%   01/01/1998  30/04/2014         37.60        26.81
                                 CHF LIBOR                       0.0125%   14/09/1998  15/11/2005          1.62         1.15
                                 CHF LIBOR                       0.0000%   25/09/2001  20/09/2014         22.77        16.24
                                 CHF LIBOR                       0.0000%   25/09/2001  20/09/2008         22.77        16.24
                                 LIBOR 6 MONTHS DEPOSIT          0.0138%   10/03/1989  31/12/2008         10.87         7.75
      DEUTSCHE MARK                                                                                       67.33        35.73
                                                                                                   ------------   ----------
                                 FIXED RATE                      2.0000%   03/08/1984  31/12/2014         13.50         7.16
                                 FIXED RATE                      2.0000%   03/08/1984  31/12/2014         16.50         8.76
                                 FIXED RATE                      2.0000%   12/10/1990  31/12/2020          6.60         3.50
                                 FIXED RATE                      2.0000%   12/05/1982  31/12/2012          2.73         1.45
                                 FIXED RATE                      2.0000%   10/04/1981  30/06/2011          3.00         1.59
                                 FIXED RATE                      2.0000%   20/06/1974  30/06/2004         10.00         5.31
                                 FIXED RATE                      2.0000%   23/06/1978  30/06/2008         15.00         7.96
      DANISH KRONE                                                                                        80.00        11.18
                                                                                                   ------------   ----------
                                 INTEREST FREE                   0.0000%   26/06/1981  01/04/2006         65.00         9.08
                                 INTEREST FREE                   0.0000%   20/02/1985  01/10/2009         15.00         2.10
      EURO                                                                                               154.37       160.23
                                                                                                   ------------   ----------
                                 INTEREST FREE                   0.0000%   29/03/2000  21/03/2016          8.48         8.80
                                 INTEREST FREE                   0.0000%   22/09/2000  15/10/2017          1.84         1.91
                                 FIXED RATE                      0.4700%   22/01/1998  30/09/2030          0.74         0.77
                                 FIXED RATE                      0.4700%   22/01/1998  30/09/2030          3.20         3.32
                                 FIXED RATE                      0.7500%   14/02/2002  30/06/2042          7.39         7.67
                                 FIXED RATE                      0.7500%   14/02/2002  30/06/2042         10.69        11.09
                                 FIXED RATE                      1.5000%   17/02/1995  29/11/2014          8.12         8.42
                                 FIXED RATE                      3.4500%   28/02/2002  31/03/2012         18.17        18.86
                                 FIXED RATE                      3.6500%   28/02/2002  31/03/2025         36.34        37.72
                                 FIXED RATE                      4.0000%   16/11/2000  30/06/2023         31.25        32.44
                                 FIXED RATE                      4.4000%   11/12/2001  31/12/2024         23.99        24.90
                                 FIXED RATE                      4.9400%   17/08/1999  30/04/2010          3.40         3.53
                                 FIXED RATE                      4.9400%   17/08/1999  30/04/2010          0.77         0.80
      FRENCH FRANC                                                                                     1,581.90       250.32
                                                                                                   ------------   ----------
                                 FIXED RATE                      1.4000%   31/12/1994  31/12/2016        102.36        16.20
                                 FIXED RATE                      1.4000%   31/12/1994  31/12/2016         17.65         2.79
                                 FIXED RATE                      1.5000%   18/12/1995  31/12/2018         24.00         3.80
                                 FIXED RATE                      1.5000%   18/12/1995  31/12/2023         12.60         1.99
                                 FIXED RATE                      1.5000%   18/12/1995  31/12/2022          3.20         0.51
                                 FIXED RATE                      1.5000%   18/12/1995  31/12/2022          4.80         0.76
                                 FIXED RATE                      1.5000%   15/01/1997  30/09/2023         36.06         5.71
                                 FIXED RATE                      1.5000%   15/01/1997  30/09/2023         98.98        15.66
                                 FIXED RATE                      2.0000%   20/05/1992  31/12/2024          4.86         0.77
                                 FIXED RATE                      2.0000%   20/05/1992  01/09/2003          3.24         0.51
                                 FIXED RATE                      2.0000%   20/05/1992  31/12/2023         18.90         2.99
                                 FIXED RATE                      2.0000%   17/01/1992  31/12/2024         69.00        10.92
                                 FIXED RATE                      2.0000%   07/12/1990  31/12/2023         14.22         2.25
                                 FIXED RATE                      2.0000%   20/05/1992  31/12/2022          4.98         0.79
                                 FIXED RATE                      2.5000%   09/02/1990  31/12/2022         27.25         4.31
                                 FIXED RATE                      2.5000%   09/02/1990  31/12/2022         29.07         4.60


                                    OUTSTANDING BALANCE                                                                     
                                           AS OF                                                                            
                                     DECEMBER 31, 2002                                                                      
                                 -------------------------                                                                  
                                  (IN ORIG.       (IN US                                                                    
CURRENCY                            CURR)       DOLLAR)(2)                                                                  
--------                         ------------   ----------                                                                  
                                                                                                                            
GRAND TOTAL                                     25,339.61                                                                   
                                                ---------                                                                   
I.  DIRECT DEBT OF THE REPUBLIC                 13,297.15                                                                   
                                                ---------                                                                   
   A. AVAILED OF BY GOVERNMENT                                                                                              
       AGENCIES                                 11,560.63                                                                   
                                                ---------                                                                   
      AUSTRIAN SCHILLING            1,287.43        97.12                                                                   
                                  ----------    ---------                                                                   
                                      183.21        13.82                                                                   
                                      207.26        15.63                                                                   
                                      896.96        67.66                                                                   
      BELGIAN FRANC                    25.00         0.64                                                                   
                                  ----------    ---------                                                                   
                                       10.00         0.26                                                                   
                                        7.50         0.19                                                                   
                                        5.00         0.13                                                                   
                                        2.50         0.06                                                                   
      CANADIAN DOLLAR                   2.14         1.37                                                                   
                                  ----------    ---------                                                                   
                                        2.14         1.37                                                                   
      SWISS FRANC                      46.27        32.99                                                                   
                                  ----------    ---------                                                                   
                                        3.32         2.37                                                                   
                                        0.14         0.10                                                                   
                                       19.92        14.20                                                                   
                                        0.92         0.66                                                                   
                                       18.34        13.08                                                                   
                                        3.64         2.59                                                                   
                                        0.00         0.00                                                                   
      DEUTSCHE MARK                    30.99        16.44                                                                   
                                  ----------    ---------                                                                   
                                        7.91         4.20                                                                   
                                        9.67         5.13                                                                   
                                        5.94         3.15                                                                   
                                        1.34         0.71                                                                   
                                        1.28         0.68                                                                   
                                        0.73         0.39                                                                   
                                        4.13         2.19                                                                   
      DANISH KRONE                     18.67         2.61                                                                   
                                  ----------    ---------                                                                   
                                       12.80         1.79                                                                   
                                        5.87         0.82                                                                   
      EURO                             63.06        65.46                                                                   
                                  ----------    ---------                                                                   
                                        8.48         8.80                                                                   
                                        1.84         1.91                                                                   
                                        0.74         0.77                                                                   
                                        3.24         3.36                                                                   
                                        0.00         0.00                                                                   
                                        0.00         0.00                                                                   
                                        8.08         8.39                                                                   
                                        3.09         3.21                                                                   
                                        7.66         7.95                                                                   
                                       14.15        14.68                                                                   
                                       12.11        12.57                                                                   
                                        3.06         3.18                                                                   
                                        0.61         0.64                                                                   
      FRENCH FRANC                    824.29       130.44                                                                   
                                  ----------    ---------                                                                   
                                       96.73        15.31                                                                   
                                       17.64         2.79                                                                   
                                        8.56         1.35                                                                   
                                       12.60         1.99                                                                   
                                        1.95         0.31                                                                   
                                        4.88         0.77                                                                   
                                       36.06         5.71                                                                   
                                       47.07         7.45                                                                   
                                        4.78         0.76                                                                   
                                        0.16         0.03                                                                   
                                       18.90         2.99                                                                   
                                       68.35        10.82                                                                   
                                       14.22         2.25                                                                   
                                        4.98         0.79                                                                   
                                       26.91         4.26                                                                   
                                       28.51         4.51                                                                   

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EXTERNAL DEBT OF THE REPUBLIC OF THE PHILIPPINES(1) -- (CONTINUED)
AS OF DECEMBER 31, 2002 
IN MILLIONS OF CURRENCY INDICATED 

                                                        [Enlarge/Download Table]


                                                                                             ORIGINAL AMOUNT     
                                                INTEREST RATE/                                 CONTRACTED        
                                                   SPREAD/                              -------------------------
                                                SERVICE CHARGE     YEAR      YEAR OF     (IN ORIG.       (IN US  
CURRENCY                INTEREST RATE BASIS      (PER ANNUM)    CONTRACTED   MATURITY      CURR)       DOLLAR)(2)
--------              ------------------------  --------------  ----------  ----------  ------------   ----------
                                                                                                                 
                      FIXED RATE                      2.5000%   09/02/1990  31/12/2022         17.40         2.75
                      FIXED RATE                      2.5000%   22/01/1992  31/12/2023          6.67         1.06
                      FIXED RATE                      3.0000%   10/10/1989  31/12/2023         28.50         4.51
                      FIXED RATE                      3.0000%   31/07/1989  21/03/2020          9.50         1.50
                      FIXED RATE                      3.1000%   08/12/1993  31/12/2014         80.00        12.66
                      FIXED RATE                      3.1000%   08/12/1993  31/12/2014         42.40         6.71
                      FIXED RATE                      3.1000%   08/12/1993  31/12/2014          8.00         1.27
                      FIXED RATE                      3.3000%   05/11/1993  30/06/2013         10.40         1.65
                      FIXED RATE                      3.3000%   05/11/1993  30/06/2013         18.40         2.91
                      FIXED RATE                      3.3000%   04/08/1993  31/12/2013         73.42        11.62
                      FIXED RATE                      3.3000%   05/11/1993  30/06/2013         21.60         3.42
                      FIXED RATE                      3.5000%   21/12/1992  30/09/2015         21.60         3.42
                      FIXED RATE                      3.5000%   21/12/1992  30/09/2015        128.00        20.25
                      FIXED RATE                      3.5000%   21/12/1993  30/09/2016         15.00         2.37
                      FIXED RATE                      3.5000%   21/12/1994  30/09/2017         55.20         8.73
                      FIXED RATE                      3.5000%   21/12/1992  30/09/2015         53.36         8.44
                      FIXED RATE                      3.5000%   21/12/1995  30/09/2015         15.00         2.37
                      FIXED RATE                      3.5000%   21/12/1995  31/12/2017          5.00         0.79
                      FIXED RATE                      3.5000%   21/12/1996  30/09/2018         49.70         7.86
                      FIXED RATE                      3.5000%   21/12/1997  30/12/2019         24.00         3.80
                      FIXED RATE                      5.6800%   15/01/1997  08/02/2010         39.99         6.33
                      FIXED RATE                      5.8200%   08/05/1997  30/12/2010         24.04         3.80
                      FIXED RATE                      6.9100%   31/12/1995  30/12/2008          8.40         1.33
                      FIXED RATE                      7.3500%   31/12/1995  31/12/2017         21.16         3.35
                      FIXED RATE                      7.3500%   31/12/1994  31/12/2016          7.35         1.16
                      FIXED RATE                      7.3500%   31/12/1994  31/12/2016         42.64         6.75
                      FIXED RATE                      7.3500%   31/12/1995  31/12/2017          8.37         1.32
                      FIXED RATE                      7.5000%   31/12/1995  31/12/2017         34.45         5.45
                      FIXED RATE                      7.5000%   31/12/1992  30/09/2008         32.00         5.06
                      FIXED RATE                      7.5000%   31/12/1992  30/09/2008         13.34         2.11
                      FIXED RATE                      7.5000%   31/12/1992  30/09/2008          5.40         0.85
                      FIXED RATE                      7.5500%   23/06/1993  05/07/2004          5.40         0.85
                      FIXED RATE                      7.5500%   08/12/1993  31/12/2004         20.00         3.16
                      FIXED RATE                      7.5500%   08/12/1993  31/12/2004          2.00         0.32
                      FIXED RATE                      7.5500%   23/06/1992  05/07/2004          4.60         0.73
                      FIXED RATE                      7.5500%   23/06/1992  05/05/2004          2.60         0.41
                      FIXED RATE                      7.5500%   08/12/1993  31/12/2004         10.60         1.68
                      FIXED RATE                      8.3000%   28/04/1989  31/12/2003         28.50         4.51
                      FIXED RATE                      9.2000%   07/12/1990  09/11/2004          9.48         1.50
                      FIXED RATE                      9.2000%   17/01/1991  09/06/2004         12.60         1.99
                      FIXED RATE                      9.2000%   09/02/1990  01/11/2003         19.73         3.12
                      FIXED RATE                      9.2000%   23/06/1992  30/06/2005         18.35         2.90
                      FIXED RATE                      9.2000%   22/01/1992  01/12/2003          4.83         0.76
                      FIXED RATE                      9.2000%   17/01/1992  19/07/2003         51.77         8.19
      POUND STERLING                                                                          186.32       298.31
                                                                                        ------------   ----------
                      FIXED RATE                      5.9500%   14/07/1995  01/06/2008         69.23       110.85
                      FIXED RATE                      6.6000%   05/07/1996  01/08/2007         13.34        21.36
                      FIXED RATE                      6.7400%   31/03/2001  28/02/2013         16.25        26.02
                      FIXED RATE                      8.1000%   30/07/1992  31/01/2005         11.95        19.14
                      LIBOR 6 MONTHS DEPOSIT          0.0000%   31/12/1997  31/07/2012         75.54       120.95
      ITALIAN LIRA                                                                         10,185.74         5.46
                                                                                        ------------   ----------
                      LIBOR 6 MONTHS DEPOSIT          1.5000%   30/06/1990  25/05/2011     10,185.74         5.46
      JAPANESE YEN                                                                      1,354,861.96    11,298.19
                                                                                        ------------   ----------
                      LONG TERM PRIME                                                                            
                      LENDING RATE                   -0.0200%   17/02/1999  15/09/2018     43,800.00       365.25
                      LONG TERM PRIME                                                                            
                      LENDING RATE                   -0.0200%   17/02/2000  15/09/2019     43,800.00       365.25
                      LONG TERM PRIME                                                                            
                      LENDING RATE                    0.5000%   23/06/1997  15/05/2021     20,800.00       173.45
                      FIXED RATE                      0.7500%   10/03/1999  20/03/2039     36,300.00       302.71
                      FIXED RATE                      0.7500%   28/12/1999  20/12/2039        813.00         6.78
                      FIXED RATE                      0.7500%   28/12/1999  20/12/2039        432.00         3.60
                      FIXED RATE                      0.7500%   28/12/1999  20/12/2039        722.00         6.02
                      FIXED RATE                      0.7500%   28/12/1999  20/12/2039      2,828.00        23.58
                      FIXED RATE                      0.7500%   28/12/1999  20/12/2039        967.00         8.06
                      FIXED RATE                      0.7500%   28/12/1999  20/12/2039        844.00         7.04
                      FIXED RATE                      0.7500%   28/12/1999  20/12/2039        747.00         6.23


                         OUTSTANDING BALANCE                                                                     
                                AS OF                                                                            
                          DECEMBER 31, 2002                                                                      
                      -------------------------                                                                  
                       (IN ORIG.       (IN US                                                                    
CURRENCY                 CURR)       DOLLAR)(2)                                                                  
--------              ------------   ----------                                                                  
                                                                                                                 
                            17.18         2.72                                                                   
                             6.58         1.04                                                                   
                            25.56         4.04                                                                   
                             8.41         1.33                                                                   
                            73.51        11.63                                                                   
                            38.41         6.08                                                                   
                             7.66         1.21                                                                   
                             8.83         1.40                                                                   
                            15.77         2.49                                                                   
                            64.10        10.14                                                                   
                             0.00         0.00                                                                   
                             0.00         0.00                                                                   
                             0.00         0.00                                                                   
                             0.00         0.00                                                                   
                             0.00         0.00                                                                   
                             0.00         0.00                                                                   
                            11.85         1.87                                                                   
                             4.14         0.65                                                                   
                             6.31         1.00                                                                   
                            23.98         3.80                                                                   
                            21.39         3.38                                                                   
                            16.25         2.57                                                                   
                             4.20         0.66                                                                   
                             0.00         0.00                                                                   
                             4.41         0.70                                                                   
                            25.80         4.08                                                                   
                             0.00         0.00                                                                   
                            22.03         3.49                                                                   
                             0.00         0.00                                                                   
                             0.00         0.00                                                                   
                             0.00         0.00                                                                   
                             0.00         0.00                                                                   
                             6.99         1.11                                                                   
                             0.80         0.13                                                                   
                             1.15         0.18                                                                   
                             0.65         0.10                                                                   
                             3.70         0.59                                                                   
                             0.00         0.00                                                                   
                             0.47         0.07                                                                   
                             1.26         0.20                                                                   
                             0.00         0.00                                                                   
                             5.51         0.87                                                                   
                             0.71         0.11                                                                   
                             4.40         0.70                                                                   
      POUND STERLING        13.61        21.80                                                                   
                       ----------    ---------                                                                   
                             0.00         0.00                                                                   
                             8.26        13.22                                                                   
                             2.37         3.79                                                                   
                             2.99         4.78                                                                   
                             0.00         0.00                                                                   
      ITALIAN LIRA       8,717.61         4.67                                                                   
                       ----------    ---------                                                                   
                         8,717.61         4.67                                                                   
      JAPANESE YEN     676,786.57     5,643.72                                                                   
                       ----------    ---------                                                                   

                        12,080.00       100.74                                                                   

                        35,553.75       296.48                                                                   

                         7,183.29        59.90                                                                   
                        24,200.00       201.80                                                                   
                             0.00         0.00                                                                   
                           221.31         1.85                                                                   
                           142.70         1.19                                                                   
                           817.69         6.82                                                                   
                           282.15         2.35                                                                   
                           176.59         1.47                                                                   
                           250.29         2.09                                                                   

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EXTERNAL DEBT OF THE REPUBLIC OF THE PHILIPPINES(1) -- (CONTINUED)
AS OF DECEMBER 31, 2002 
IN MILLIONS OF CURRENCY INDICATED 

                                                        [Enlarge/Download Table]


                                                                                 ORIGINAL AMOUNT     
                                    INTEREST RATE/                                 CONTRACTED        
                                       SPREAD/                              -------------------------
                                    SERVICE CHARGE     YEAR      YEAR OF     (IN ORIG.       (IN US  
CURRENCY    INTEREST RATE BASIS      (PER ANNUM)    CONTRACTED   MATURITY      CURR)       DOLLAR)(2)
--------  ------------------------  --------------  ----------  ----------  ------------   ----------
                                                                                                     
          FIXED RATE                      0.7500%   28/12/1999  20/12/2039        444.00         3.70
          FIXED RATE                      0.7500%   28/12/1999  20/12/2039      1,221.00        10.18
          FIXED RATE                      0.7500%   28/12/1999  20/12/2039      1,022.00         8.52
          FIXED RATE                      0.7500%   07/04/2000  20/04/2040      1,071.00         8.93
          FIXED RATE                      0.7500%   31/08/2000  20/08/2040     14,724.00       122.78
          FIXED RATE                      0.7500%   31/08/2000  20/08/2040      3,549.00        29.60
          FIXED RATE                      0.7500%   10/09/1998  20/09/2038        894.00         7.46
          FIXED RATE                      0.7500%   10/09/1998  20/09/2038      3,077.00        25.66
          FIXED RATE                      0.7500%   10/09/1998  20/09/2038        580.00         4.84
          FIXED RATE                      0.7500%   10/09/1998  20/09/2038      1,041.00         8.68
          FIXED RATE                      0.7500%   10/09/1998  20/09/2038         54.00         0.45
          FIXED RATE                      0.7500%   10/09/1998  20/09/2038        404.00         3.37
          FIXED RATE                      0.7500%   10/09/1998  20/09/2038      5,349.00        44.61
          FIXED RATE                      0.7500%   10/09/1998  20/09/2038      2,910.00        24.27
          FIXED RATE                      0.7500%   10/09/1998  20/09/2038      2,252.00        18.78
          FIXED RATE                      0.7500%   10/09/1998  20/09/2038        393.00         3.28
          FIXED RATE                      0.7500%   20/05/2001  20/05/2041      1,346.00        11.22
          FIXED RATE                      0.7500%   20/05/2001  20/05/2041        856.00         7.14
          FIXED RATE                      0.7500%   20/05/2001  20/05/2041      1,098.00         9.16
          FIXED RATE                      0.7500%   20/05/2001  20/05/2041      1,070.00         8.92
          FIXED RATE                      0.7500%   20/05/2001  20/05/2041      1,080.00         9.01
          FIXED RATE                      0.7500%   20/05/2001  20/05/2041        992.00         8.27
          FIXED RATE                      0.7500%   20/05/2001  20/05/2041        233.00         1.94
          FIXED RATE                      0.7500%   20/05/2001  20/05/2041      1,134.00         9.46
          FIXED RATE                      0.7500%   20/05/2001  20/05/2041      2,034.00        16.96
          FIXED RATE                      0.9500%   31/08/2000  20/08/2040     14,724.00       122.78
          FIXED RATE                      0.9500%   31/08/2000  20/08/2040      3,549.00        29.60
          FIXED RATE                      1.0000%   07/04/2000  20/04/2040      7,858.00        65.53
          FIXED RATE                      1.3000%   28/12/1999  20/12/2029        519.00         4.33
          FIXED RATE                      1.3000%   28/12/1999  20/12/2029        255.00         2.13
          FIXED RATE                      1.3000%   28/12/1999  20/12/2029      1,436.00        11.97
          FIXED RATE                      1.3000%   28/12/1999  20/12/2029      7,792.00        64.98
          FIXED RATE                      1.3000%   28/12/1999  20/12/2029        145.00         1.21
          FIXED RATE                      1.7000%   10/09/1998  20/09/2028      6,734.00        56.15
          FIXED RATE                      1.7000%   10/09/1998  20/09/2028        291.00         2.43
          FIXED RATE                      1.7000%   10/09/1998  20/09/2028      2,428.00        20.25
          FIXED RATE                      1.7000%   20/05/2001  20/05/2041      2,556.00        21.31
          FIXED RATE                      1.7000%   20/05/2001  20/05/2041      5,175.00        43.15
          FIXED RATE                      1.8000%   28/12/1999  20/12/2029      6,397.00        53.34
          FIXED RATE                      1.8000%   28/12/1999  20/12/2029      5,356.00        44.66
          FIXED RATE                      1.8000%   28/12/1999  20/12/2029     15,299.00       127.58
          FIXED RATE                      1.8000%   28/12/1999  20/12/2029     12,556.00       104.70
          FIXED RATE                      1.8000%   28/12/1999  20/12/2029      4,885.00        40.74
          FIXED RATE                      1.8000%   28/12/1999  20/12/2029          6.59         0.05
          FIXED RATE                      1.8000%   28/12/1999  20/12/2029      4,321.00        36.03
          FIXED RATE                      1.8000%   28/12/1999  20/12/2029      4,270.00        35.61
          FIXED RATE                      1.9500%   22/09/2000  14/10/2013     16,600.00       138.43
          FIXED RATE                      2.1000%   25/03/1999  15/12/2011     20,308.18       169.35
          FIXED RATE                      2.1000%   25/08/1999  15/06/2011      9,697.89        80.87
          FIXED RATE                      2.1000%   30/08/1995  20/08/2025        789.00         6.58
          FIXED RATE                      2.1000%   29/03/1996  20/03/2026      1,048.00         8.74
          FIXED RATE                      2.1000%   18/03/1997  20/03/2027      1,192.00         9.94
          FIXED RATE                      2.1000%   18/03/1997  20/03/2027      1,226.00        10.22
          FIXED RATE                      2.2000%   10/09/1998  20/09/2028      4,955.00        41.32
          FIXED RATE                      2.2000%   10/09/1998  20/09/2028     10,487.00        87.45
          FIXED RATE                      2.2000%   10/09/1998  20/09/2028      5,148.00        42.93
          FIXED RATE                      2.2000%   10/09/1999  20/09/2028      2,387.00        19.91
          FIXED RATE                      2.2000%   10/09/1998  20/09/2028     11,884.00        99.10
          FIXED RATE                      2.2000%   20/05/2001  20/05/2041      6,948.00        57.94
          FIXED RATE                      2.2000%   20/05/2001  20/05/2041      4,687.00        39.08
          FIXED RATE                      2.2000%   20/05/2001  20/05/2041     10,645.00        88.77
          FIXED RATE                      2.2000%   20/05/2001  20/05/2041      5,135.00        42.82
          FIXED RATE                      2.2000%   20/05/2001  20/05/2041      4,130.00        34.44
          FIXED RATE                      2.2000%   20/05/2001  20/05/2041      5,523.00        46.06
          FIXED RATE                      2.3000%   30/08/1995  20/08/2025        795.00         6.63
          FIXED RATE                      2.3000%   30/08/1995  20/08/2025        586.00         4.89
          FIXED RATE                      2.3000%   30/08/1995  20/08/2025      1,327.00        11.07
          FIXED RATE                      2.3000%   30/08/1995  20/08/2025        597.00         4.98


             OUTSTANDING BALANCE                                                                     
                    AS OF                                                                            
              DECEMBER 31, 2002                                                                      
          -------------------------                                                                  
           (IN ORIG.       (IN US                                                                    
CURRENCY     CURR)       DOLLAR)(2)                                                                  
--------  ------------   ----------                                                                  
                                                                                                     
               185.42         1.55                                                                   
               626.35         5.22                                                                   
               769.00         6.41                                                                   
               451.73         3.77                                                                   
               425.86         3.55                                                                   
               270.74         2.26                                                                   
               507.14         4.23                                                                   
             1,191.28         9.93                                                                   
               290.78         2.42                                                                   
               281.29         2.35                                                                   
                26.23         0.22                                                                   
               312.52         2.61                                                                   
               711.82         5.94                                                                   
               399.59         3.33                                                                   
               841.79         7.02                                                                   
               203.57         1.70                                                                   
               326.39         2.72                                                                   
                 0.00         0.00                                                                   
                 0.00         0.00                                                                   
                 0.00         0.00                                                                   
               141.30         1.18                                                                   
             1,028.43         8.58                                                                   
                 0.00         0.00                                                                   
               382.02         3.19                                                                   
               199.59         1.66                                                                   
                 0.00         0.00                                                                   
                 0.00         0.00                                                                   
                 0.00         0.00                                                                   
                46.48         0.39                                                                   
                33.41         0.28                                                                   
               531.45         4.43                                                                   
             2,460.96        20.52                                                                   
                 0.00         0.00                                                                   
               193.72         1.62                                                                   
                 0.00         0.00                                                                   
               619.81         5.17                                                                   
               266.70         2.22                                                                   
                 0.00         0.00                                                                   
               166.69         1.39                                                                   
                81.95         0.68                                                                   
             3,794.81        31.64                                                                   
               585.18         4.88                                                                   
                 0.00         0.00                                                                   
                 0.00         0.00                                                                   
               233.34         1.95                                                                   
                 0.00         0.00                                                                   
            12,957.70       108.05                                                                   
             5,727.58        47.76                                                                   
             8,494.47        70.84                                                                   
               638.37         5.32                                                                   
               954.78         7.96                                                                   
               505.76         4.22                                                                   
               640.44         5.34                                                                   
             2,368.30        19.75                                                                   
             2,153.42        17.96                                                                   
               104.11         0.87                                                                   
                 0.00         0.00                                                                   
             2,126.81        17.74                                                                   
                 0.00         0.00                                                                   
                 0.00         0.00                                                                   
                 0.00         0.00                                                                   
                 0.00         0.00                                                                   
                 0.00         0.00                                                                   
                 0.00         0.00                                                                   
               785.96         6.55                                                                   
               479.62         4.00                                                                   
             1,493.54        12.45                                                                   
               568.85         4.74                                                                   

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EXTERNAL DEBT OF THE REPUBLIC OF THE PHILIPPINES(1) -- (CONTINUED)
AS OF DECEMBER 31, 2002 
IN MILLIONS OF CURRENCY INDICATED 

                                                        [Enlarge/Download Table]


                                                                                 ORIGINAL AMOUNT     
                                    INTEREST RATE/                                 CONTRACTED        
                                       SPREAD/                              -------------------------
                                    SERVICE CHARGE     YEAR      YEAR OF     (IN ORIG.       (IN US  
CURRENCY    INTEREST RATE BASIS      (PER ANNUM)    CONTRACTED   MATURITY      CURR)       DOLLAR)(2)
--------  ------------------------  --------------  ----------  ----------  ------------   ----------
                                                                                                     
          FIXED RATE                      2.3000%   30/08/1995  20/08/2025        640.00         5.34
          FIXED RATE                      2.3000%   30/08/1995  20/08/2025      1,792.00        14.94
          FIXED RATE                      2.3000%   30/08/1995  20/08/2025        490.00         4.09
          FIXED RATE                      2.3000%   30/08/1995  20/08/2025      1,658.00        13.83
          FIXED RATE                      2.3000%   30/08/1995  20/08/2025        569.00         4.74
          FIXED RATE                      2.3000%   29/03/1996  20/03/2026        305.00         2.54
          FIXED RATE                      2.3000%   18/03/1997  20/03/2027        902.00         7.52
          FIXED RATE                      2.3000%   18/03/1997  20/03/2027        985.00         8.21
          FIXED RATE                      2.3000%   18/03/1997  20/03/2027        821.00         6.85
          FIXED RATE                      2.3000%   18/03/1997  20/03/2027      4,019.00        33.51
          FIXED RATE                      2.5000%   30/08/1995  20/08/2025      7,523.00        62.73
          FIXED RATE                      2.5000%   29/03/1996  20/03/2026      5,863.00        48.89
          FIXED RATE                      2.5000%   18/03/1997  20/03/2027      8,219.00        68.54
          FIXED RATE                      2.5000%   18/03/1997  20/03/2027      6,753.00        56.31
          FIXED RATE                      2.7000%   28/03/1991  20/03/2016     10,575.00        88.18
          FIXED RATE                      2.7000%   16/07/1991  20/06/2021     20,020.00       166.95
          FIXED RATE                      2.7000%   26/12/1988  20/12/2013     15,000.00       125.09
          FIXED RATE                      2.7000%   26/12/1988  20/12/2013     25,000.00       208.48
          FIXED RATE                      2.7000%   26/12/1988  20/12/2013     12,500.00       104.24
          FIXED RATE                      2.7000%   23/11/1989  20/11/2014     40,000.00       333.56
          FIXED RATE                      2.7000%   21/12/1990  20/12/2020     28,200.00       235.16
          FIXED RATE                      2.7000%   28/03/1991  20/03/2016     13,219.00       110.23
          FIXED RATE                      2.7000%   16/07/1991  20/06/2016     13,219.00       110.23
          FIXED RATE                      2.7000%   26/05/1989  20/05/2019      2,130.40        17.77
          FIXED RATE                      2.7000%   09/02/1990  20/02/2020      2,304.00        19.21
          FIXED RATE                      2.7000%   09/02/1990  20/02/2020      4,238.00        35.34
          FIXED RATE                      2.7000%   09/02/1990  20/02/2020      2,079.00        17.34
          FIXED RATE                      2.7000%   09/02/1990  20/02/2020      5,708.00        47.60
          FIXED RATE                      2.7000%   09/02/1990  20/02/2020      8,634.00        72.00
          FIXED RATE                      2.7000%   09/02/1990  20/02/2020        316.25         2.64
          FIXED RATE                      2.7000%   09/02/1990  20/02/2020      4,986.00        41.58
          FIXED RATE                      2.7000%   09/02/1990  20/02/2020      5,080.00        42.36
          FIXED RATE                      2.7000%   09/02/1990  20/02/2020     10,560.00        88.06
          FIXED RATE                      2.7000%   09/02/1990  20/02/2020     21,752.00       181.39
          FIXED RATE                      2.7000%   09/02/1990  20/02/2020      4,867.00        40.59
          FIXED RATE                      2.7000%   09/02/1990  20/02/2020      4,301.00        35.87
          FIXED RATE                      2.7000%   16/07/1991  20/06/2021      2,065.00        17.22
          FIXED RATE                      2.7000%   16/07/1991  20/06/2021      1,663.00        13.87
          FIXED RATE                      2.7000%   16/07/1991  20/06/2021      1,795.00        14.97
          FIXED RATE                      2.7000%   16/07/1991  20/06/2021      5,266.00        43.91
          FIXED RATE                      2.7000%   16/07/1991  20/06/2021     10,790.00        89.98
          FIXED RATE                      2.7000%   16/07/1991  20/06/2021      3,516.00        29.32
          FIXED RATE                      2.7000%   16/07/1991  20/06/2021      9,427.00        78.61
          FIXED RATE                      2.7000%   20/03/1992  20/03/2022      7,655.00        63.84
          FIXED RATE                      2.7000%   30/08/1995  20/08/2025      5,356.00        44.66
          FIXED RATE                      2.7000%   30/08/1995  20/08/2025      3,454.00        28.80
          FIXED RATE                      2.7000%   30/08/1995  20/08/2025     17,064.00       142.30
          FIXED RATE                      2.7000%   30/08/1995  20/08/2025      4,982.00        41.54
          FIXED RATE                      2.7000%   30/08/1995  20/08/2025      5,746.00        47.92
          FIXED RATE                      2.7000%   30/08/1995  20/08/2025     11,103.00        92.59
          FIXED RATE                      2.7000%   30/08/1995  20/08/2025      4,275.00        35.65
          FIXED RATE                      2.7000%   30/08/1995  20/08/2025      7,893.00        65.82
          FIXED RATE                      2.7000%   30/08/1995  20/08/2025      2,303.00        19.20
          FIXED RATE                      2.7000%   18/03/1997  20/03/2027      4,844.00        40.39
          FIXED RATE                      2.7000%   18/03/1997  20/03/2027      6,698.00        55.85
          FIXED RATE                      2.7000%   18/03/1997  20/03/2027      5,772.00        48.13
          FIXED RATE                      2.7000%   18/03/1997  20/03/2027      7,103.00        59.23
          FIXED RATE                      2.7000%   26/05/1989  20/05/2019      2,063.00        17.20
          FIXED RATE                      2.7000%   26/05/1989  20/05/2019      4,776.00        39.83
          FIXED RATE                      2.7000%   26/05/1989  20/05/2019      2,500.00        20.85
          FIXED RATE                      2.7000%   26/05/1989  20/05/2019      2,633.00        21.96
          FIXED RATE                      2.7000%   26/05/1989  20/05/2019      5,500.00        45.86
          FIXED RATE                      3.0000%   17/12/1987  20/12/2012     30,000.00       250.17
          FIXED RATE                      3.0000%   03/09/1992  20/09/2017     25,380.00       211.64
          FIXED RATE                      3.0000%   19/08/1993  20/08/2023      6,872.00        57.31
          FIXED RATE                      3.0000%   19/08/1993  20/08/2023      4,633.00        38.63
          FIXED RATE                      3.0000%   19/08/1993  20/08/2023      3,803.00        31.71
          FIXED RATE                      3.0000%   19/08/1993  20/08/2023      3,055.00        25.48


             OUTSTANDING BALANCE                                                                     
                    AS OF                                                                            
              DECEMBER 31, 2002                                                                      
          -------------------------                                                                  
           (IN ORIG.       (IN US                                                                    
CURRENCY     CURR)       DOLLAR)(2)                                                                  
--------  ------------   ----------                                                                  
                                                                                                     
               662.32         5.52                                                                   
             1,313.38        10.95                                                                   
               455.48         3.80                                                                   
             2,292.06        19.11                                                                   
               559.10         4.66                                                                   
               227.20         1.89                                                                   
               593.34         4.95                                                                   
               885.94         7.39                                                                   
               473.93         3.95                                                                   
             1,627.17        13.57                                                                   
             4,611.39        38.45                                                                   
             5,956.00        49.67                                                                   
             1,675.99        13.98                                                                   
             1,626.60        13.56                                                                   
             7,716.87        64.35                                                                   
            18,066.77       150.66                                                                   
             8,918.91        74.37                                                                   
            14,864.85       123.96                                                                   
             7,432.41        61.98                                                                   
            25,945.94       216.36                                                                   
            24,760.94       206.48                                                                   
             9,646.29        80.44                                                                   
             9,646.29        80.44                                                                   
             1,714.68        14.30                                                                   
             1,942.71        16.20                                                                   
             3,119.73        26.02                                                                   
             1,724.52        14.38                                                                   
             4,591.16        38.29                                                                   
             6,332.90        52.81                                                                   
               269.96         2.25                                                                   
             4,243.61        35.39                                                                   
             2,711.00        22.61                                                                   
             5,360.88        44.70                                                                   
            13,953.80       116.36                                                                   
             3,279.99        27.35                                                                   
             3,671.15        30.61                                                                   
             1,638.29        13.66                                                                   
             1,364.49        11.38                                                                   
             1,135.46         9.47                                                                   
             4,355.90        36.32                                                                   
             9,546.07        79.60                                                                   
             3,146.41        26.24                                                                   
             8,386.16        69.93                                                                   
             4,432.35        36.96                                                                   
             5,030.11        41.95                                                                   
             2,836.65        23.65                                                                   
            11,368.72        94.80                                                                   
             4,693.66        39.14                                                                   
             3,114.35        25.97                                                                   
             6,110.79        50.96                                                                   
             3,388.18        28.25                                                                   
             5,777.11        48.18                                                                   
             1,256.70        10.48                                                                   
             2,133.19        17.79                                                                   
             2,610.98        21.77                                                                   
             4,385.39        36.57                                                                   
             1,647.01        13.73                                                                   
             1,631.65        13.61                                                                   
             2,653.00        22.12                                                                   
             2,012.18        16.78                                                                   
             1,572.85        13.12                                                                   
             4,057.35        33.83                                                                   
            16,216.20       135.23                                                                   
            20,578.35       171.60                                                                   
             6,665.85        55.59                                                                   
             3,967.75        33.09                                                                   
             3,557.21        29.66                                                                   
             3,054.99        25.48                                                                   

  T-12

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EXTERNAL DEBT OF THE REPUBLIC OF THE PHILIPPINES(1) -- (CONTINUED)
AS OF DECEMBER 31, 2002 
IN MILLIONS OF CURRENCY INDICATED 

                                                        [Enlarge/Download Table]


                                                                                 ORIGINAL AMOUNT     
                                    INTEREST RATE/                                 CONTRACTED        
                                       SPREAD/                              -------------------------
                                    SERVICE CHARGE     YEAR      YEAR OF     (IN ORIG.       (IN US  
CURRENCY    INTEREST RATE BASIS      (PER ANNUM)    CONTRACTED   MATURITY      CURR)       DOLLAR)(2)
--------  ------------------------  --------------  ----------  ----------  ------------   ----------
                                                                                                     
          FIXED RATE                      3.0000%   19/08/1993  20/08/2023      9,294.00        77.50
          FIXED RATE                      3.0000%   20/12/1994  20/12/2024      9,620.00        80.22
          FIXED RATE                      3.0000%   20/12/1994  20/12/2024     11,754.00        98.02
          FIXED RATE                      3.0000%   20/06/1980  20/06/2010      5,400.00        45.03
          FIXED RATE                      3.0000%   20/06/1980  20/06/2010         62.28         0.52
          FIXED RATE                      3.0000%   20/06/1980  20/06/2010        577.55         4.82
          FIXED RATE                      3.0000%   20/06/1980  20/06/2010      1,860.00        15.51
          FIXED RATE                      3.0000%   20/06/1980  20/06/2010         85.18         0.71
          FIXED RATE                      3.0000%   20/06/1980  20/06/2010        149.90         1.25
          FIXED RATE                      3.0000%   20/06/1980  20/06/2010      5,410.00        45.11
          FIXED RATE                      3.0000%   20/06/1980  20/06/2010        810.07         6.76
          FIXED RATE                      3.0000%   20/06/1980  20/06/2010        979.81         8.17
          FIXED RATE                      3.0000%   16/06/1981  20/06/2011      5,000.00        41.70
          FIXED RATE                      3.0000%   16/06/1981  20/06/2011      3,825.52        31.90
          FIXED RATE                      3.0000%   16/06/1981  20/06/2011      7,571.84        63.14
          FIXED RATE                      3.0000%   31/05/1982  20/05/2012      3,985.19        33.23
          FIXED RATE                      3.0000%   31/05/1982  20/05/2012      2,765.83        23.06
          FIXED RATE                      3.0000%   31/05/1982  20/05/2012        301.37         2.51
          FIXED RATE                      3.0000%   31/05/1982  20/05/2012      3,420.92        28.53
          FIXED RATE                      3.0000%   31/05/1982  10/05/2012      3,773.45        31.47
          FIXED RATE                      3.0000%   09/09/1983  20/09/2013      2,943.82        24.55
          FIXED RATE                      3.0000%   09/09/1983  20/09/2013      2,123.40        17.71
          FIXED RATE                      3.0000%   09/09/1983  20/09/2013      1,140.00         9.51
          FIXED RATE                      3.0000%   09/09/1983  20/09/2013      4,600.00        38.36
          FIXED RATE                      3.0000%   27/01/1988  20/01/2018      2,254.00        18.80
          FIXED RATE                      3.0000%   27/01/1988  20/01/2018      4,837.00        40.34
          FIXED RATE                      3.0000%   27/01/1988  20/01/2018     10,818.00        90.21
          FIXED RATE                      3.0000%   27/01/1988  20/01/2018      2,090.00        17.43
          FIXED RATE                      3.0000%   27/01/1988  20/01/2018      5,735.00        47.82
          FIXED RATE                      3.0000%   27/01/1988  20/01/2018      3,193.00        26.63
          FIXED RATE                      3.0000%   27/01/1988  20/01/2018      4,611.00        38.45
          FIXED RATE                      3.0000%   27/01/1988  20/01/2018      3,372.00        28.12
          FIXED RATE                      3.0000%   27/01/1988  20/01/2018      2,000.00        16.68
          FIXED RATE                      3.0000%   27/01/1988  20/01/2018        707.00         5.90
          FIXED RATE                      3.0000%   27/01/1988  20/01/2018        313.93         2.62
          FIXED RATE                      3.0000%   27/01/1988  20/01/2018        300.44         2.51
          FIXED RATE                      3.0000%   31/05/1988  20/05/2018     14,003.00       116.77
          FIXED RATE                      3.0000%   20/12/1994  20/12/2024      4,616.00        38.49
          FIXED RATE                      3.2500%   14/01/1978  20/01/2003        329.75         2.75
          FIXED RATE                      3.2500%   14/01/1978  20/01/2003      1,773.53        14.79
          FIXED RATE                      3.2500%   14/01/1978  20/01/2003      2,986.50        24.90
          FIXED RATE                      3.2500%   09/11/1978  20/11/2008      4,554.10        37.98
          FIXED RATE                      3.2500%   09/11/1978  20/11/2008      1,257.12        10.48
          FIXED RATE                      3.2500%   09/11/1978  20/11/2008      2,913.08        24.29
          FIXED RATE                      3.2500%   09/11/1978  20/11/2008      5,263.39        43.89
          FIXED RATE                      3.2500%   09/11/1978  20/05/2008      8,128.00        67.78
          FIXED RATE                      3.2500%   09/11/1978  20/11/2008        290.07         2.42
          FIXED RATE                      3.2500%   09/11/1978  20/11/2008        176.78         1.47
          FIXED RATE                      3.2500%   09/11/1978  20/11/2008        155.99         1.30
          FIXED RATE                      3.2500%   09/11/1978  20/11/2008      2,185.29        18.22
          FIXED RATE                      3.5000%   22/12/1994  31/05/2007     48,000.00       400.27
          FIXED RATE                      3.5000%   26/11/1986  20/11/2006     32,895.00       274.31
          FIXED RATE                      3.5000%   07/05/1984  20/05/2014      2,997.01        24.99
          FIXED RATE                      3.5000%   07/05/1984  20/05/2014      1,381.00        11.52
          FIXED RATE                      3.5000%   30/05/1986  20/05/2016        102.06         0.85
          FIXED RATE                      3.5000%   30/05/1986  20/05/2016        457.38         3.81
          FIXED RATE                      3.5000%   30/05/1986  20/05/2016      7,595.00        63.33
          FIXED RATE                      3.5000%   30/05/1986  20/05/2016      3,979.50        33.19
          FIXED RATE                      3.5000%   30/05/1986  20/05/2016      1,439.00        12.00
          FIXED RATE                      3.5000%   30/05/1986  20/05/2016      1,457.60        12.15
          FIXED RATE                      4.2500%   26/03/1979  20/03/2004     10,855.20        90.52
          FIXED RATE                      5.0000%   01/10/1987  20/06/2003     39,120.00       326.22
          FIXED RATE                      6.0000%   11/03/1993  01/02/2013     25,000.00       208.48
          FIXED RATE                      6.0000%   27/04/1990  15/06/2009     48,000.00       400.27
          LIBOR 6 MONTHS                  2.2500%   22/09/2000  25/04/2015      2,940.00        24.52
          LIBOR 6 MONTHS                  2.5000%   13/09/2001  12/12/2006      3,583.80        29.89


             OUTSTANDING BALANCE                                                                     
                    AS OF                                                                            
              DECEMBER 31, 2002                                                                      
          -------------------------                                                                  
           (IN ORIG.       (IN US                                                                    
CURRENCY     CURR)       DOLLAR)(2)                                                                  
--------  ------------   ----------                                                                  
                                                                                                     
             4,407.96        36.76                                                                   
             9,471.92        78.99                                                                   
            11,753.90        98.02                                                                   
             1,975.59        16.47                                                                   
                22.77         0.19                                                                   
               211.28         1.76                                                                   
               680.48         5.67                                                                   
                31.16         0.26                                                                   
                54.83         0.46                                                                   
             1,979.27        16.51                                                                   
               296.36         2.47                                                                   
               358.46         2.99                                                                   
             1,976.57        16.48                                                                   
             1,586.17        13.23                                                                   
             3,139.53        26.18                                                                   
             1,846.76        15.40                                                                   
             1,281.70        10.69                                                                   
               139.63         1.16                                                                   
             1,585.28        13.22                                                                   
             1,748.67        14.58                                                                   
             1,579.60        13.17                                                                   
             1,095.42         9.13                                                                   
               554.25         4.62                                                                   
             2,411.11        20.11                                                                   
               119.75         1.00                                                                   
             3,362.23        28.04                                                                   
             6,815.72        56.84                                                                   
             1,547.15        12.90                                                                   
             4,302.65        35.88                                                                   
             2,047.36        17.07                                                                   
             3,397.35        28.33                                                                   
             2,055.21        17.14                                                                   
             1,057.81         8.82                                                                   
               457.06         3.81                                                                   
               237.34         1.98                                                                   
               227.14         1.89                                                                   
            10,543.04        87.92                                                                   
             4,323.47        36.05                                                                   
                 8.91         0.07                                                                   
                47.93         0.40                                                                   
                80.72         0.67                                                                   
             1,332.90        11.12                                                                   
               367.93         3.07                                                                   
               852.60         7.11                                                                   
             1,540.49        12.85                                                                   
             2,368.27        19.75                                                                   
                84.89         0.71                                                                   
                51.73         0.43                                                                   
                45.65         0.38                                                                   
               639.58         5.33                                                                   
            19,399.25       161.77                                                                   
             8,489.03        70.79                                                                   
             1,681.23        14.02                                                                   
               314.64         2.62                                                                   
                67.18         0.56                                                                   
               301.19         2.51                                                                   
             4,809.67        40.11                                                                   
             2,620.62        21.85                                                                   
               634.96         5.29                                                                   
               959.88         8.00                                                                   
               880.15         7.34                                                                   
             3,401.73        28.37                                                                   
            14,851.58       123.85                                                                   
            17,052.75       142.20                                                                   
             2,940.00        24.52                                                                   
             3,583.80        29.89                                                                   

  T-13

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EXTERNAL DEBT OF THE REPUBLIC OF THE PHILIPPINES(1) -- (CONTINUED)
AS OF DECEMBER 31, 2002 
IN MILLIONS OF CURRENCY INDICATED 

                                                        [Enlarge/Download Table]


                                                                                                    ORIGINAL AMOUNT     
                                                       INTEREST RATE/                                 CONTRACTED        
                                                          SPREAD/                              -------------------------
                                                       SERVICE CHARGE     YEAR      YEAR OF     (IN ORIG.       (IN US  
CURRENCY                       INTEREST RATE BASIS      (PER ANNUM)    CONTRACTED   MATURITY      CURR)       DOLLAR)(2)
--------                     ------------------------  --------------  ----------  ----------  ------------   ----------
                                                                                                                        
      KOREAN WON                                                                                  24,961.98        20.79
                                                                                               ------------   ----------
                             FIXED RATE                      2.5000%   24/02/1998  20/02/2028     21,172.00        17.64
                             FIXED RATE                      3.5000%   12/03/1991  20/03/2011      3,789.98         3.16
      KUWAIT DINAR                                                                                    11.05        38.26
                                                                                               ------------   ----------
                             FIXED RATE                      3.5000%   06/05/1998  15/08/2018          6.15        21.29
                             FIXED RATE                      4.5000%   26/12/1984  15/02/2008          4.90        16.97
      NETHERLANDS GUILDER                                                                              2.30         1.08
                                                                                               ------------   ----------
                             FIXED RATE                      2.5000%   27/04/1984  31/12/2014          2.30         1.08
      SWEDISH KRONA                                                                                   18.31         2.08
                                                                                               ------------   ----------
                             INTEREST FREE                   0.0000%   13/02/1998  30/12/2008         18.31         2.08
      SPECIAL DRAWING RIGHT                                                                          909.36     1,228.00
                                                                                               ------------   ----------
                             INTEREST FREE                   1.0000%   22/11/1990  15/08/2025         16.73        22.59
                             INTEREST FREE                   1.0000%   27/12/1988  15/11/2023          5.91         7.98
                             INTEREST FREE                   1.0000%   09/11/1990  15/11/2025         35.87        48.45
                             INTEREST FREE                   1.0000%   11/07/1991  15/02/2026         50.00        67.52
                             INTEREST FREE                   1.0000%   06/03/1992  01/06/2027         26.40        35.65
                             INTEREST FREE                   1.0000%   27/12/1988  15/10/2023         18.68        25.22
                             INTEREST FREE                   1.0000%   25/01/1991  15/08/2025         24.19        32.67
                             INTEREST FREE                   1.0000%   24/06/1992  15/11/2026         27.16        36.68
                             INTEREST FREE                   1.0000%   22/11/1990  15/08/2025         69.70        94.12
                             INTEREST FREE                   1.0000%   18/12/1989  01/10/2024         25.04        33.82
                             INTEREST FREE                   1.0000%   20/01/1995  15/10/2029         11.93        16.10
                             INTEREST FREE                   1.0000%   25/10/1990  15/09/2025         18.25        24.64
                             INTEREST FREE                   1.0000%   12/09/1988  15/05/2023         53.41        72.12
                             INTEREST FREE                   1.0000%   17/02/1989  15/11/2023         14.77        19.95
                             INTEREST FREE                   1.0000%   05/11/1993  15/06/2028         18.02        24.34
                             INTEREST FREE                   1.0000%   17/02/1989  15/10/2023         25.85        34.91
                             INTEREST FREE                   1.0000%   04/07/1988  01/04/2023         43.44        58.66
                             INTEREST FREE                   1.0000%   05/10/1989  15/08/2024         39.77        53.70
                             INTEREST FREE                   1.0000%   28/11/1991  15/11/2026         35.25        47.59
                             INTEREST FREE                   1.0000%   20/01/1995  15/10/2029         36.80        49.69
                             INTEREST FREE                   1.0000%   21/04/1988  01/02/2023         11.61        15.68
                             INTEREST FREE                   1.0000%   28/11/1991  15/11/2026         22.03        29.75
                             INTEREST FREE                   1.0000%   22/11/1993  01/06/2028         50.50        68.20
                             INTEREST FREE                   1.0000%   11/01/1996  15/09/2029         15.65        21.13
                             INTEREST FREE                   1.0000%   22/11/1990  15/11/2025         14.36        19.39
                             INTEREST FREE                   1.0000%   24/12/1992  01/10/2027         34.65        46.79
                             INTEREST FREE                   1.0000%   24/04/1986  15/05/2026         43.40        58.60
                             INTEREST FREE                   1.0000%   27/11/1995  15/05/2030          9.63        13.00
                             INTEREST FREE                   1.0000%   27/11/1995  15/04/2030         17.64        23.82
                             INTEREST FREE                   1.0000%   04/06/1996  15/03/2021         12.76        17.23
                             INTEREST FREE                   1.0000%   23/07/1997  15/05/2021         13.84        18.69
                             INTEREST FREE                   1.0000%   21/01/1998  01/09/2032         11.02        14.88
                             INTEREST FREE                   1.0000%   15/04/1998  15/11/2032          6.49         8.76
                             INTEREST FREE                   0.0000%   29/11/2000  15/01/2040          4.50         6.08
                             INTEREST FREE                   0.0000%   25/09/2000  15/01/2040          6.00         8.10
                             FIXED RATE                      0.7500%   06/03/1996  15/03/2030          6.15         8.30
                             FIXED RATE                      0.7500%   29/04/1998  15/03/2038         11.00        14.85
                             FIXED RATE                      4.0000%   18/05/1992  01/04/2012         11.00        14.85
                             FIXED RATE                      4.0000%   16/11/1982  01/08/2002          6.95         9.38
                             FIXED RATE                      4.0000%   22/04/1987  01/03/2007          3.02         4.08
      UNITED STATES DOLLAR                                                                         9,427.26     9,427.26
                                                                                               ------------   ----------
                             ADB FLOATING RATE               0.0000%   22/11/1990  15/11/2015          9.00         9.00
                             ADB FLOATING RATE               0.0000%   17/02/1989  15/10/2003         65.00        65.00
                             ADB FLOATING RATE               0.0000%   25/10/1990  15/09/2020         33.00        33.00
                             ADB FLOATING RATE               0.0000%   23/12/1986  01/04/2012         82.00        82.00
                             ADB FLOATING RATE               0.0000%   27/11/1995  15/05/2022         15.00        15.00
                             ADB FLOATING RATE               0.0000%   20/01/1995  15/10/2019         41.00        41.00
                             ADB FLOATING RATE               0.0000%   23/12/1986  15/06/2016         18.80        18.80
                             ADB FLOATING RATE               0.0000%   05/10/1989  15/08/2004         30.00        30.00
                             ADB FLOATING RATE               0.0000%   04/07/1988  01/04/2003         60.00        60.00
                             ADB FLOATING RATE               0.0000%   23/12/1986  01/10/2010         24.00        24.00
                             ADB FLOATING RATE               0.0000%   09/11/1990  15/11/2005         50.00        50.00
                             ADB FLOATING RATE               0.0000%   11/01/1996  15/09/2021          9.50         9.50
                             ADB FLOATING RATE               0.0000%   04/02/1991  15/08/2015        150.00       150.00
                             ADB FLOATING RATE               0.0000%   27/11/1995  15/04/2020         30.00        30.00


                                OUTSTANDING BALANCE                                                                     
                                       AS OF                                                                            
                                 DECEMBER 31, 2002                                                                      
                             -------------------------                                                                  
                              (IN ORIG.       (IN US                                                                    
CURRENCY                        CURR)       DOLLAR)(2)                                                                  
--------                     ------------   ----------                                                                  
                                                                                                                        
      KOREAN WON                4,223.42         3.52                                                                   
                              ----------    ---------                                                                   
                                2,075.81         1.73                                                                   
                                2,147.61         1.79                                                                   
      KUWAIT DINAR                  2.00         6.91                                                                   
                              ----------    ---------                                                                   
                                    0.16         0.56                                                                   
                                    1.84         6.36                                                                   
      NETHERLANDS GUILDER           0.00         0.00                                                                   
                              ----------    ---------                                                                   
                                    0.00         0.00                                                                   
      SWEDISH KRONA                18.21         2.07                                                                   
                              ----------    ---------                                                                   
                                   18.21         2.07                                                                   
      SPECIAL DRAWING RIGHT       670.08       904.87                                                                   
                              ----------    ---------                                                                   
                                   11.61        15.68                                                                   
                                    5.32         7.18                                                                   
                                   34.08        46.02                                                                   
                                   48.13        64.99                                                                   
                                   24.09        32.53                                                                   
                                   14.43        19.49                                                                   
                                   22.98        31.04                                                                   
                                   22.65        30.59                                                                   
                                   64.81        87.52                                                                   
                                   14.53        19.62                                                                   
                                    7.05         9.52                                                                   
                                   17.00        22.95                                                                   
                                   41.66        56.25                                                                   
                                   13.09        17.67                                                                   
                                   14.25        19.24                                                                   
                                   23.27        31.42                                                                   
                                   38.55        52.06                                                                   
                                   36.79        49.68                                                                   
                                   28.35        38.29                                                                   
                                   21.88        29.54                                                                   
                                    9.30        12.56                                                                   
                                   21.48        29.00                                                                   
                                   25.28        34.14                                                                   
                                    4.24         5.72                                                                   
                                   12.80        17.29                                                                   
                                   12.43        16.79                                                                   
                                   37.75        50.98                                                                   
                                    7.34         9.91                                                                   
                                    9.47        12.79                                                                   
                                    5.85         7.89                                                                   
                                    1.96         2.65                                                                   
                                    3.37         4.55                                                                   
                                    1.76         2.37                                                                   
                                    0.00         0.00                                                                   
                                    0.00         0.00                                                                   
                                    2.73         3.69                                                                   
                                    3.19         4.31                                                                   
                                    5.56         7.50                                                                   
                                    0.18         0.24                                                                   
                                    0.87         1.17                                                                   
      UNITED STATES DOLLAR      4,625.99     4,625.99                                                                   
                              ----------    ---------                                                                   
                                    6.84         6.84                                                                   
                                    8.76         8.76                                                                   
                                   29.91        29.91                                                                   
                                   57.75        57.75                                                                   
                                    7.92         7.92                                                                   
                                   32.45        32.45                                                                   
                                   14.77        14.77                                                                   
                                    7.71         7.71                                                                   
                                    4.14         4.14                                                                   
                                   14.21        14.21                                                                   
                                   18.39        18.39                                                                   
                                    5.54         5.54                                                                   
                                  120.55       120.55                                                                   
                                    8.37         8.37                                                                   

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EXTERNAL DEBT OF THE REPUBLIC OF THE PHILIPPINES(1) -- (CONTINUED)
AS OF DECEMBER 31, 2002 
IN MILLIONS OF CURRENCY INDICATED 

                                                        [Enlarge/Download Table]


                                                                                 ORIGINAL AMOUNT     
                                    INTEREST RATE/                                 CONTRACTED        
                                       SPREAD/                              -------------------------
                                    SERVICE CHARGE     YEAR      YEAR OF     (IN ORIG.       (IN US  
CURRENCY    INTEREST RATE BASIS      (PER ANNUM)    CONTRACTED   MATURITY      CURR)       DOLLAR)(2)
--------  ------------------------  --------------  ----------  ----------  ------------   ----------
                                                                                                     
          ADB FLOATING RATE               0.0000%   20/01/1995  01/10/2016         23.50        23.50
          ADB FLOATING RATE               0.0000%   24/12/1992  01/10/2017         50.00        50.00
          ADB FLOATING RATE               0.0000%   02/05/1996  01/05/2010        150.00       150.00
          ADB FLOATING RATE               0.0000%   03/06/1997  15/03/2021         18.50        18.50
          ADB FLOATING RATE               0.0000%   23/06/1997  15/05/2021        167.00       167.00
          ADB FLOATING RATE               0.0000%   24/04/1986  15/05/2006         50.00        50.00
          ADB FLOATING RATE               0.0000%   21/12/1998  15/08/2013        300.00       300.00
          ADB FLOATING RATE               0.0000%   21/12/1998  01/08/2013        200.00       200.00
          ADB FLOATING RATE               0.0000%   21/01/1998  01/09/2022         93.00        93.00
          ADB FLOATING RATE               0.0000%   21/01/1998  01/09/2022         20.22        20.22
          ADB FLOATING RATE               0.0000%   15/04/1998  15/11/2022         15.70        15.70
          ADB FLOATING RATE               0.0000%   21/01/1998  15/11/2022         22.00        22.00
          ADB FLOATING RATE               0.0000%   21/12/1998  01/08/2022         71.00        71.00
          ADB FLOATING RATE               0.0000%   01/03/1999  01/08/2025         53.00        53.00
          ADB FLOATING RATE               0.0000%   01/03/1999  01/12/2023         24.30        24.30
          ADB FLOATING RATE               0.0000%   01/03/1999  15/12/2023         93.16        93.16
          ADB FLOATING RATE               0.0000%   01/03/1999  15/08/2023         60.00        60.00
          ADB FLOATING RATE               0.0000%   18/07/2000  15/08/2014        100.00       100.00
          ADB FLOATING RATE               0.0000%   18/07/2000  15/08/2024         75.00        75.00
          ADB FLOATING RATE               0.0000%   21/07/2000  15/02/2015        100.00       100.00
          ADB FLOATING RATE               0.0000%   21/07/2000  15/02/2015         75.00        75.00
          ADB FLOATING RATE               0.0000%   16/11/2000  15/08/2025         25.00        25.00
          ADB FLOATING RATE               0.0000%   19/11/2001  15/08/2016         75.00        75.00
          ADB FLOATING RATE               0.0000%   22/10/2001  15/09/2025         75.00        75.00
          COST QUA. BOR. IBRD 6M          0.5000%   22/12/1989  15/03/2010        200.00       200.00
          COST QUA. BOR. IBRD 6M          0.5000%   04/06/1984  01/07/2004         90.95        90.95
          COST QUA. BOR. IBRD 6M          0.5000%   19/01/1990  01/02/2010         40.00        40.00
          COST QUA. BOR. IBRD 6M          0.5000%   31/05/1989  15/06/2009        300.00       300.00
          COST QUA. BOR. IBRD 6M          0.5000%   26/09/1984  01/10/2004        150.00       150.00
          COST QUA. BOR. IBRD 6M          0.5000%   09/11/1989  15/09/2009         70.10        70.10
          COST QUA. BOR. IBRD 6M          0.5000%   10/08/1984  15/08/2004         35.81        35.81
          COST QUA. BOR. IBRD 6M          0.5000%   16/03/1990  15/04/2010         40.00        40.00
          COST QUA. BOR. IBRD 6M          0.5000%   09/06/1993  01/08/2013         28.36        28.36
          COST QUA. BOR. IBRD 6M          0.5000%   09/06/1993  01/08/2013         22.94        22.94
          COST QUA. BOR. IBRD 6M          0.5000%   23/12/1992  01/02/2013        200.00       200.00
          COST QUA. BOR. IBRD 6M          0.5000%   05/02/1992  15/03/2012         90.79        90.79
          COST QUA. BOR. IBRD 6M          0.5000%   05/02/1992  15/03/2012         59.21        59.21
          COST QUA. BOR. IBRD 6M          0.5000%   15/07/1993  01/03/2013         37.54        37.54
          COST QUA. BOR. IBRD 6M          0.5000%   15/07/1993  01/03/2013         25.46        25.46
          COST QUA. BOR. IBRD 6M          0.5000%   19/06/1986  01/01/2006         82.00        82.00
          COST QUA. BOR. IBRD 6M          0.5000%   01/09/1988  01/08/2008        200.00       200.00
          COST QUA. BOR. IBRD 6M          0.5000%   09/07/1990  15/09/2010        200.00       200.00
          COST QUA. BOR. IBRD 6M          0.5000%   07/02/1984  01/02/2004         24.97        24.97
          COST QUA. BOR. IBRD 6M          0.5000%   13/06/1988  15/08/2008         45.00        45.00
          COST QUA. BOR. IBRD 6M          0.5000%   28/04/1995  01/04/2015          1.30         1.30
          COST QUA. BOR. IBRD 6M          0.5000%   28/04/1995  01/04/2015         16.70        16.70
          COST QUA. BOR. IBRD 6M          0.5000%   10/06/1983  01/06/2003         35.92        35.92
          COST QUA. BOR. IBRD 6M          0.5000%   30/03/1987  01/01/2007        300.00       300.00
          COST QUA. BOR. IBRD 6M          0.5000%   11/07/1991  15/08/2011        139.44       139.44
          COST QUA. BOR. IBRD 6M          0.5000%   11/07/1991  15/08/2011         18.56        18.56
          COST QUA. BOR. IBRD 6M          0.5000%   02/04/1985  01/05/2005          3.95         3.95
          COST QUA. BOR. IBRD 6M          0.5000%   01/09/1988  15/08/2008        125.26       125.26
          COST QUA. BOR. IBRD 6M          0.5000%   27/04/1983  15/05/2003        302.25       302.25
          INTEREST FREE                   1.0000%   20/12/1974  01/10/2014          5.77         5.77
          INTEREST FREE                   1.0000%   10/11/1978  01/10/2018         14.00        14.00
          INTEREST FREE                   1.0000%   27/08/1979  01/02/2019         12.34        12.34
          INTEREST FREE                   1.0000%   22/10/1980  15/09/2020         12.20        12.20
          INTEREST FREE                   1.0000%   12/10/1981  01/09/2021         12.11        12.11
          INTEREST FREE                   1.0000%   05/01/1973  01/09/2022         12.70        12.70
          INTEREST FREE                   1.0000%   05/04/1974  15/04/2024          9.50         9.50
          INTEREST FREE                   1.0000%   21/04/1978  15/12/2027         21.52        21.52
          INTEREST FREE                   1.0000%   27/06/1979  01/06/2029         32.22        32.22
          FIXED RATE                      0.3000%   28/05/2002  30/11/2032          4.40         4.40
          FIXED RATE                      0.3000%   28/05/2002  30/11/2032          6.78         6.78
          FIXED RATE                      0.3000%   28/05/2002  30/11/2032         18.56        18.56
          FIXED RATE                      1.0000%   22/09/2000  04/10/2030          7.01         7.01
          FIXED RATE                      1.0000%   03/08/2001  31/12/2031         40.00        40.00
          FIXED RATE                      1.5000%   11/07/1996  17/03/2026         25.18        25.18


             OUTSTANDING BALANCE                                                                     
                    AS OF                                                                            
              DECEMBER 31, 2002                                                                      
          -------------------------                                                                  
           (IN ORIG.       (IN US                                                                    
CURRENCY     CURR)       DOLLAR)(2)                                                                  
--------  ------------   ----------                                                                  
                                                                                                     
                19.19        19.19                                                                   
                16.45        16.45                                                                   
                52.12        52.12                                                                   
                 7.73         7.73                                                                   
                66.14        66.14                                                                   
                18.56        18.56                                                                   
               286.18       286.18                                                                   
                90.79        90.79                                                                   
                10.18        10.18                                                                   
                 5.07         5.07                                                                   
                 4.27         4.27                                                                   
                 1.24         1.24                                                                   
                 6.45         6.45                                                                   
                 3.28         3.28                                                                   
                 2.40         2.40                                                                   
                18.56        18.56                                                                   
                 8.30         8.30                                                                   
                30.00        30.00                                                                   
                 2.50         2.50                                                                   
                40.00        40.00                                                                   
                 1.49         1.49                                                                   
                 1.46         1.46                                                                   
                75.00        75.00                                                                   
                 1.81         1.81                                                                   
               126.52       126.52                                                                   
                11.52        11.52                                                                   
                26.35        26.35                                                                   
               171.44       171.44                                                                   
                20.00        20.00                                                                   
                41.02        41.02                                                                   
                 4.46         4.46                                                                   
                19.84        19.84                                                                   
                23.53        23.53                                                                   
                15.29        15.29                                                                   
               161.31       161.31                                                                   
                66.90        66.90                                                                   
                46.47        46.47                                                                   
                30.17        30.17                                                                   
                16.36        16.36                                                                   
                21.78        21.78                                                                   
               107.60       107.60                                                                   
               116.91       116.91                                                                   
                 2.06         2.06                                                                   
                12.63        12.63                                                                   
                 1.17         1.17                                                                   
                 8.99         8.99                                                                   
                 1.08         1.08                                                                   
                90.00        90.00                                                                   
               100.71       100.71                                                                   
                 3.99         3.99                                                                   
                 0.62         0.62                                                                   
                67.38        67.38                                                                   
                10.08        10.08                                                                   
                 2.77         2.77                                                                   
                 8.96         8.96                                                                   
                 8.14         8.14                                                                   
                 8.75         8.75                                                                   
                 9.20         9.20                                                                   
                 7.62         7.62                                                                   
                 6.13         6.13                                                                   
                16.14        16.14                                                                   
                25.62        25.62                                                                   
                 1.95         1.95                                                                   
                 2.12         2.12                                                                   
                 5.96         5.96                                                                   
                 6.91         6.91                                                                   
                39.73        39.73                                                                   
                25.75        25.75                                                                   

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EXTERNAL DEBT OF THE REPUBLIC OF THE PHILIPPINES(1) -- (CONTINUED)
AS OF DECEMBER 31, 2002 
IN MILLIONS OF CURRENCY INDICATED 

                                                        [Enlarge/Download Table]


                                                                                 ORIGINAL AMOUNT     
                                    INTEREST RATE/                                 CONTRACTED        
                                       SPREAD/                              -------------------------
                                    SERVICE CHARGE     YEAR      YEAR OF     (IN ORIG.       (IN US  
CURRENCY    INTEREST RATE BASIS      (PER ANNUM)    CONTRACTED   MATURITY      CURR)       DOLLAR)(2)
--------  ------------------------  --------------  ----------  ----------  ------------   ----------
                                                                                                     
          FIXED RATE                      1.7500%   06/08/2000  15/12/2016         10.00        10.00
          FIXED RATE                      2.0000%   24/12/1980  01/10/2021          4.87         4.87
          FIXED RATE                      2.0000%   23/07/1982  15/04/2023          4.15         4.15
          FIXED RATE                      2.0000%   03/04/1984  19/08/2021          0.04         0.04
          FIXED RATE                      2.0000%   24/03/1975  31/05/2017         15.00        15.00
          FIXED RATE                      2.0000%   29/07/1975  16/02/2017          3.47         3.47
          FIXED RATE                      2.0000%   22/12/1975  13/09/2017          4.84         4.84
          FIXED RATE                      2.0000%   11/03/1974  07/12/2016          1.38         1.38
          FIXED RATE                      2.0000%   28/04/1976  25/04/2017          8.90         8.90
          FIXED RATE                      2.0000%   27/06/1977  27/04/2018          2.93         2.93
          FIXED RATE                      2.0000%   13/01/1978  18/05/2019          4.86         4.86
          FIXED RATE                      2.0000%   13/01/1978  09/11/2018          1.46         1.46
          FIXED RATE                      2.0000%   18/08/1978  14/10/2018          0.68         0.68
          FIXED RATE                      2.0000%   23/02/1979  08/04/2020         10.61        10.61
          FIXED RATE                      2.0000%   28/03/1980  05/03/2021          6.36         6.36
          FIXED RATE                      2.0000%   15/02/1979  28/04/2021          4.13         4.13
          FIXED RATE                      2.0000%   15/02/1978  15/05/2021          3.98         3.98
          FIXED RATE                      2.0000%   16/07/1979  15/09/2020          3.63         3.63
          FIXED RATE                      2.0000%   01/08/1979  11/01/2022          0.83         0.83
          FIXED RATE                      2.0000%   01/08/1978  06/01/2024          0.44         0.44
          FIXED RATE                      2.0000%   29/08/1980  13/10/2021          0.39         0.39
          FIXED RATE                      2.0000%   06/11/1981  06/11/2021          9.65         9.65
          FIXED RATE                      2.0000%   28/05/1981  26/08/2022          0.91         0.91
          FIXED RATE                      2.0000%   29/08/1980  01/06/2021          2.09         2.09
          FIXED RATE                      2.0000%   25/09/1981  15/03/2022          3.04         3.04
          FIXED RATE                      2.0000%   30/09/1981  17/08/2021          0.82         0.82
          FIXED RATE                      2.0000%   31/08/1982  14/06/2023          0.81         0.81
          FIXED RATE                      2.0000%   29/09/1982  28/04/2023          0.21         0.21
          FIXED RATE                      2.0000%   23/05/1984  02/06/2023          0.04         0.04
          FIXED RATE                      2.0000%   31/08/1983  16/11/2024          0.18         0.18
          FIXED RATE                      2.0000%   24/08/1979  20/02/2021          1.05         1.05
          FIXED RATE                      2.0000%   28/10/1980  16/12/2023          3.74         3.74
          FIXED RATE                      2.0000%   04/12/1980  28/10/2023          0.49         0.49
          FIXED RATE                      2.0000%   21/07/1982  12/09/2023          0.29         0.29
          FIXED RATE                      2.0000%   30/07/1983  16/04/2025          0.98         0.98
          FIXED RATE                      2.0000%   29/07/1983  01/10/2024          0.06         0.06
          FIXED RATE                      2.0000%   26/03/1984  10/10/2024          0.35         0.35
          FIXED RATE                      2.0000%   15/02/1979  22/11/2022          0.74         0.74
          FIXED RATE                      2.0000%   30/06/1980  14/02/2023          2.30         2.30
          FIXED RATE                      2.0000%   01/06/1994  23/11/2019         14.97        14.97
          FIXED RATE                      2.0000%   20/06/1986  13/10/2016         31.99        31.99
          FIXED RATE                      2.0000%   19/05/1988  03/07/2018         29.99        29.99
          FIXED RATE                      2.0000%   31/07/1990  25/10/2020         21.00        21.00
          FIXED RATE                      2.0000%   02/08/1999  30/12/2019         15.13        15.13
          FIXED RATE                      2.0000%   02/08/1999  11/02/2020         14.87        14.87
          FIXED RATE                      2.0000%   04/05/1972  26/12/2002          9.64         9.64
          FIXED RATE                      2.0000%   08/07/1985  25/10/2015         40.00        40.00
          FIXED RATE                      2.0000%   12/07/2000  19/01/2021         23.35        23.35
          FIXED RATE                      2.0000%   12/07/2000  19/01/2021         16.65        16.65
          FIXED RATE                      2.5000%   30/06/1997  28/04/2014          9.48         9.48
          FIXED RATE                      3.0000%   29/06/1973  01/05/2003          6.00         6.00
          FIXED RATE                      3.0000%   04/12/1980  06/04/2022          2.30         2.30
          FIXED RATE                      3.0000%   06/07/1989  06/07/2007        100.00       100.00
          FIXED RATE                      3.0000%   17/05/1991  01/10/2021         15.00        15.00
          FIXED RATE                      3.0000%   30/01/1992  05/04/2022         20.00        20.00
          FIXED RATE                      3.0000%   30/04/1993  26/11/2023         20.00        20.00
          FIXED RATE                      3.0000%   30/10/2001  30/10/2011         35.00        35.00
          FIXED RATE                      3.0000%   19/09/2002  01/12/2016         41.25        41.25
          FIXED RATE                      3.0250%   30/03/1988  15/10/2004          6.50         6.50
          FIXED RATE                      3.2500%   27/09/1990  15/04/2006          4.89         4.89
          FIXED RATE                      3.2500%   22/09/1997  22/03/2014         10.00        10.00
          FIXED RATE                      3.4000%   01/03/1996  15/12/2012         22.95        22.95
          FIXED RATE                      3.4000%   06/06/1997  15/12/2014         36.82        36.82
          FIXED RATE                      3.4000%   01/05/1998  15/05/2014         38.51        38.51
          FIXED RATE                      3.9500%   23/12/1994  28/01/2006          6.13         6.13
          FIXED RATE                      4.0000%   16/07/1998  05/11/2018         10.00        10.00
          FIXED RATE                      4.5500%   28/05/2002  31/01/2009          4.40         4.40
          FIXED RATE                      4.5500%   28/05/2002  30/11/2008          6.78         6.78


             OUTSTANDING BALANCE                                                                     
                    AS OF                                                                            
              DECEMBER 31, 2002                                                                      
          -------------------------                                                                  
           (IN ORIG.       (IN US                                                                    
CURRENCY     CURR)       DOLLAR)(2)                                                                  
--------  ------------   ----------                                                                  
                                                                                                     
                 1.65         1.65                                                                   
                 3.52         3.52                                                                   
                 4.20         4.20                                                                   
                 0.03         0.03                                                                   
                 8.81         8.81                                                                   
                 2.04         2.04                                                                   
                 2.92         2.92                                                                   
                 0.79         0.79                                                                   
                 5.23         5.23                                                                   
                 1.82         1.82                                                                   
                 3.08         3.08                                                                   
                 0.92         0.92                                                                   
                 0.45         0.45                                                                   
                 7.22         7.22                                                                   
                 4.52         4.52                                                                   
                 2.93         2.93                                                                   
                 2.83         2.83                                                                   
                 2.52         2.52                                                                   
                 0.61         0.61                                                                   
                 0.35         0.35                                                                   
                 0.28         0.28                                                                   
                 6.98         6.98                                                                   
                 0.68         0.68                                                                   
                 1.48         1.48                                                                   
                 2.24         2.24                                                                   
                 0.61         0.61                                                                   
                 0.62         0.62                                                                   
                 0.16         0.16                                                                   
                 0.03         0.03                                                                   
                 0.15         0.15                                                                   
                 0.74         0.74                                                                   
                 2.92         2.92                                                                   
                 0.40         0.40                                                                   
                 0.23         0.23                                                                   
                 0.81         0.81                                                                   
                 0.05         0.05                                                                   
                 0.29         0.29                                                                   
                 0.55         0.55                                                                   
                 1.76         1.76                                                                   
                12.12        12.12                                                                   
                17.22        17.22                                                                   
                18.45        18.45                                                                   
                14.54        14.54                                                                   
                15.13        15.13                                                                   
                14.87        14.87                                                                   
                 0.00         0.00                                                                   
                20.00        20.00                                                                   
                23.35        23.35                                                                   
                16.64        16.64                                                                   
                 9.01         9.01                                                                   
                 0.18         0.18                                                                   
                 1.67         1.67                                                                   
                42.22        42.22                                                                   
                11.87        11.87                                                                   
                16.67        16.67                                                                   
                17.50        17.50                                                                   
                 0.00         0.00                                                                   
                41.25        41.25                                                                   
                 1.08         1.08                                                                   
                 1.71         1.71                                                                   
                 1.69         1.69                                                                   
                22.95        22.95                                                                   
                27.81        27.81                                                                   
                38.51        38.51                                                                   
                 0.00         0.00                                                                   
                10.00        10.00                                                                   
                 0.00         0.00                                                                   
                 0.00         0.00                                                                   

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EXTERNAL DEBT OF THE REPUBLIC OF THE PHILIPPINES(1) -- (CONTINUED)
AS OF DECEMBER 31, 2002 
IN MILLIONS OF CURRENCY INDICATED 

                                                        [Enlarge/Download Table]


                                                                                               ORIGINAL AMOUNT     
                                                  INTEREST RATE/                                 CONTRACTED        
                                                     SPREAD/                              -------------------------
                                                  SERVICE CHARGE     YEAR      YEAR OF     (IN ORIG.       (IN US  
CURRENCY                  INTEREST RATE BASIS      (PER ANNUM)    CONTRACTED   MATURITY      CURR)       DOLLAR)(2)
--------                ------------------------  --------------  ----------  ----------  ------------   ----------
                                                                                                                   
                        FIXED RATE                      4.5500%   28/05/2002  30/09/2008         18.56        18.56
                        FIXED RATE                      5.2000%   05/03/1998  15/10/2010         24.99        24.99
                        FIXED RATE                      5.2000%   08/11/1999  15/11/2012         99.45        99.45
                        FIXED RATE                      5.9500%   23/12/1994  01/03/2006         34.75        34.75
                        FIXED RATE                      7.1800%   22/09/2000  05/04/2008          7.01         7.01
                        FIXED RATE                      7.5000%   29/06/1973  01/05/2003          3.59         3.59
                        FIXED RATE                      7.5000%   26/11/1973  01/09/2003          4.20         4.20
                        FIXED RATE                      7.6000%   07/11/1979  01/09/2009         39.65        39.65
                        FIXED RATE                      7.7000%   09/06/1978  15/04/2008         23.50        23.50
                        FIXED RATE                      7.7300%   06/04/1990  15/07/2010         40.88        40.88
                        FIXED RATE                      7.7300%   06/04/1990  15/07/2010         80.92        80.92
                        FIXED RATE                      7.7300%   09/07/1990  15/09/2010         85.00        85.00
                        FIXED RATE                      7.7300%   08/11/1990  01/08/2010         18.63        18.63
                        FIXED RATE                      7.7300%   08/11/1990  01/08/2010         27.57        27.57
                        FIXED RATE                      7.7300%   08/11/1990  01/11/2010        125.00       125.00
                        FIXED RATE                      7.7300%   05/02/1992  15/04/2012         61.00        61.00
                        FIXED RATE                      7.7300%   31/03/1992  15/06/2012         33.25        33.25
                        FIXED RATE                      7.7300%   31/03/1992  15/06/2012         34.75        34.75
                        FIXED RATE                      7.7500%   31/05/1989  01/03/2009         60.00        60.00
                        FIXED RATE                      8.0000%   23/07/1996  20/10/2006         25.75        25.75
                        FIXED RATE                      8.0000%   20/06/1997  30/05/2013          9.48         9.48
                        FIXED RATE                      8.0600%   14/09/1994  15/04/2006         20.42        20.42
                        FIXED RATE                      8.3000%   06/09/1977  15/04/2007         17.53        17.53
                        FIXED RATE                      8.6000%   31/12/1991  30/11/2004         51.95        51.95
                        FIXED RATE                      8.7500%   07/07/1975  01/05/2005         12.80        12.80
                        FIXED RATE                      8.7500%   18/12/1975  01/11/2005         25.98        25.98
                        FIXED RATE                      8.9000%   15/12/1976  15/07/2006         14.60        14.60
                        FIXED RATE                      9.0000%   06/11/1980  15/07/2004         30.00        30.00
                        FIXED RATE                      9.2000%   07/11/1989  15/10/2003          8.76         8.76
                        FIXED RATE                     10.0000%   12/10/1981  01/09/2011         20.79        20.79
                        FIXED RATE                     10.1000%   17/11/1981  01/08/2006         20.17        20.17
                        FIXED RATE                     10.1000%   04/12/1981  01/09/2006          2.48         2.48
                        FIXED RATE                     10.2500%   28/12/1984  15/04/2008         20.63        20.63
                        FIXED RATE                     10.5000%   23/12/1983  15/11/2013         38.30        38.30
                        FIXED RATE                     10.5000%   23/12/1983  01/10/2003          4.17         4.17
                        FIXED RATE                     10.5000%   23/12/1983  15/10/2013         25.15        25.15
                        FIXED RATE                     11.0000%   03/11/1982  01/09/2012         18.80        18.80
                        FIXED RATE                     11.0000%   01/12/1982  01/05/2006         47.39        47.39
                        FIXED RATE                     11.0000%   20/05/1983  01/01/2010         21.77        21.77
                        LIBOR 6 MONTHS DEPOSIT          0.0000%   03/06/1994  01/06/2024          5.00         5.00
                        LIBOR 6 MONTHS DEPOSIT          0.0000%   03/06/1994  01/06/2024         10.00        10.00
                        LIBOR 6 MONTHS DEPOSIT          0.0000%   05/02/1992  01/02/2022         50.00        50.00
                        LIBOR 6 MONTHS DEPOSIT          0.0000%   10/03/1995  10/03/2015         26.50        26.50
                        LIBOR 6 MONTHS DEPOSIT          0.0000%   14/12/1999  15/12/2019         27.50        27.50
                        LIBOR 6 MONTHS DEPOSIT          0.0000%   25/02/2000  04/15/2020         10.00        10.00
                        LIBOR 6 MONTHS DEPOSIT          0.0000%   10/04/2000  15/02/2020        150.00       150.00
                        LIBOR 6 MONTHS DEPOSIT          0.0000%   20/10/2000  09/01/2020          4.79         4.79
                        LIBOR 6 MONTHS DEPOSIT          0.0000%   08/08/2001  01/05/2021         60.00        60.00
                        LIBOR 6 MONTHS DEPOSIT          0.5000%   20/12/1996  15/01/2017        113.40       113.40
                        LIBOR 6 MONTHS DEPOSIT          0.5000%   20/12/1996  15/01/2018         50.00        50.00
                        LIBOR 6 MONTHS DEPOSIT          0.5000%   20/12/1997  15/01/2019         58.00        58.00
                        LIBOR 6 MONTHS DEPOSIT          0.5000%   09/09/1997  15/06/2018         50.00        50.00
                        LIBOR 6 MONTHS DEPOSIT          0.5000%   08/04/1998  15/06/2018         10.00        10.00
                        LIBOR 6 MONTHS DEPOSIT          0.5000%   08/04/1998  15/06/2018         19.00        19.00
                        LIBOR 6 MONTHS DEPOSIT          0.5000%   12/09/2002  15/04/2019        100.00       100.00
                        LIBOR 6 MONTHS DEPOSIT          0.5000%   07/10/2002  15/04/2022        100.00       100.00
                        LIBOR 6 MONTHS DEPOSIT          0.6250%   18/03/1992  15/12/2003          9.39         9.39
                        LIBOR 6 MONTHS DEPOSIT          0.6250%   01/04/1992  15/06/2003          4.29         4.29
                        LIBOR 6 MONTHS DEPOSIT          0.6250%   06/08/1992  15/06/2003          0.99         0.99
                        LIBOR 6 MONTHS DEPOSIT          0.7500%   11/12/1998  15/09/2018        300.00       300.00
                        LIBOR 6 MONTHS DEPOSIT          0.7500%   23/03/1999  15/05/2019        100.00       100.00
                        LIBOR 6 MONTHS DEPOSIT          1.1000%   19/10/2000  24/10/2003        100.00       100.00
                        LIBOR 6 MONTHS DEPOSIT          1.6000%   19/10/2000  24/10/2005        300.00       300.00
                        LIBOR 6 MONTHS DEPOSIT          2.9000%   04/07/2001  15/12/2003        100.00       100.00
   B. RELENT TO GOCC's                                                                                     3,563.79
                                                                                                         ----------
      BELGIAN FRANC                                                                           1,231.67        31.69
                                                                                          ------------   ----------
                        INTEREST FREE                   0.0000%   30/10/1992  31/12/2022        150.00         3.86


                           OUTSTANDING BALANCE                                                                     
                                  AS OF                                                                            
                            DECEMBER 31, 2002                                                                      
                        -------------------------                                                                  
                         (IN ORIG.       (IN US                                                                    
CURRENCY                   CURR)       DOLLAR)(2)                                                                  
--------                ------------   ----------                                                                  
                                                                                                                   
                               0.56         0.56                                                                   
                              12.72        12.72                                                                   
                              86.13        86.13                                                                   
                              15.50        15.50                                                                   
                               6.32         6.32                                                                   
                               0.16         0.16                                                                   
                               0.37         0.37                                                                   
                              19.63        19.63                                                                   
                               9.70         9.70                                                                   
                              19.71        19.71                                                                   
                              50.64        50.64                                                                   
                              29.24        29.24                                                                   
                               6.40         6.40                                                                   
                              17.09        17.09                                                                   
                              72.53        72.53                                                                   
                              41.71        41.71                                                                   
                              20.97        20.97                                                                   
                              25.29        25.29                                                                   
                              34.28        34.28                                                                   
                              13.63        13.63                                                                   
                               5.56         5.56                                                                   
                               6.28         6.28                                                                   
                               6.21         6.21                                                                   
                               0.00         0.00                                                                   
                               2.87         2.87                                                                   
                               6.73         6.73                                                                   
                               4.95         4.95                                                                   
                               5.85         5.85                                                                   
                               1.34         1.34                                                                   
                              13.59        13.59                                                                   
                               7.58         7.58                                                                   
                               0.92         0.92                                                                   
                               9.96         9.96                                                                   
                              27.16        27.16                                                                   
                               0.53         0.53                                                                   
                              17.86        17.86                                                                   
                              12.31        12.31                                                                   
                              16.20        16.20                                                                   
                              13.28        13.28                                                                   
                               5.00         5.00                                                                   
                              19.50        19.50                                                                   
                              10.00        10.00                                                                   
                              14.35        14.35                                                                   
                               5.69         5.69                                                                   
                              63.52        63.52                                                                   
                              37.35        37.35                                                                   
                               1.26         1.26                                                                   
                               3.31         3.31                                                                   
                              30.76        30.76                                                                   
                              46.15        46.15                                                                   
                              26.77        26.77                                                                   
                              12.67        12.67                                                                   
                               9.83         9.83                                                                   
                               8.22         8.22                                                                   
                               1.00         1.00                                                                   
                               0.00         0.00                                                                   
                               1.41         1.41                                                                   
                               0.43         0.43                                                                   
                               0.10         0.10                                                                   
                             100.00       100.00                                                                   
                               4.62         4.62                                                                   
                             100.00       100.00                                                                   
                             300.00       300.00                                                                   
                             100.00       100.00                                                                   
   B. RELENT TO GOCC's                  1,736.52                                                                   
                                       ---------                                                                   
      BELGIAN FRANC          664.71        17.10                                                                   
                         ----------    ---------                                                                   
                             140.13         3.61                                                                   

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EXTERNAL DEBT OF THE REPUBLIC OF THE PHILIPPINES(1) -- (CONTINUED)
AS OF DECEMBER 31, 2002 
IN MILLIONS OF CURRENCY INDICATED 

                                                        [Enlarge/Download Table]


                                                                                              ORIGINAL AMOUNT     
                                                 INTEREST RATE/                                 CONTRACTED        
                                                    SPREAD/                              -------------------------
                                                 SERVICE CHARGE     YEAR      YEAR OF     (IN ORIG.       (IN US  
CURRENCY                 INTEREST RATE BASIS      (PER ANNUM)    CONTRACTED   MATURITY      CURR)       DOLLAR)(2)
--------               ------------------------  --------------  ----------  ----------  ------------   ----------
                                                                                                                  
                       INTEREST FREE                   0.0000%   23/12/1983  31/12/2013        100.00         2.57
                       INTEREST FREE                   0.0000%   29/11/1982  31/12/2012        100.00         2.57
                       INTEREST FREE                   0.0000%   04/11/1981  31/12/2011        300.00         7.72
                       INTEREST FREE                   0.0000%   11/08/1980  31/12/2010        450.00        11.58
                       INTEREST FREE                   0.0000%   11/03/1996  31/12/2025        131.67         3.39
      SWISS FRANC                                                                               12.07         8.61
                                                                                         ------------   ----------
                       FIXED RATE                      8.3000%   10/03/1989  31/12/2003         12.07         8.61
      DEUTSCHE MARK                                                                            131.93        70.02
                                                                                         ------------   ----------
                       FIXED RATE                      2.0000%   10/07/1989  31/12/2019         32.40        17.20
                       FIXED RATE                      2.0000%   22/03/1982  30/06/2012          9.70         5.15
                       FIXED RATE                      2.0000%   10/07/1989  31/12/2019         14.40         7.64
                       FIXED RATE                      2.0000%   10/07/1989  31/12/2019         62.80        33.33
                       FIXED RATE                      2.0000%   10/04/1981  31/12/2015         12.63         6.70
      DANISH KRONE                                                                             110.00        15.37
                                                                                         ------------   ----------
                       INTEREST FREE                   0.0000%   20/02/1985  01/04/2009         95.00        13.28
                       INTEREST FREE                   0.0000%   20/02/1985  01/10/2009         15.00         2.10
      POUNDS STERLING                                                                            5.49         8.78
                                                                                         ------------   ----------
                       FIXED RATE                      2.0000%   12/03/1980  12/03/2005          3.52         5.64
                       FIXED RATE                      2.0000%   23/09/1980  23/09/2005          1.97         3.15
      JAPANESE YEN                                                                         378,891.88     3,159.58
                                                                                         ------------   ----------
                       FIXED RATE                      0.7500%   07/04/2000  20/04/2040      1,587.00        13.23
                       FIXED RATE                      0.7500%   07/04/2000  20/04/2040        821.00         6.85
                       FIXED RATE                      0.7500%   10/09/1998  20/09/2038     23,668.00       197.37
                       FIXED RATE                      1.0000%   07/04/2000  20/04/2040     20,675.00       172.41
                       FIXED RATE                      1.0000%   07/04/2000  20/04/2040      7,445.00        62.08
                       FIXED RATE                      2.0000%   05/09/1973  31/08/2003      4,513.55        37.64
                       FIXED RATE                      2.0000%   16/08/1995  31/07/2025        545.40         4.55
                       FIXED RATE                      2.7000%   26/05/1989  20/05/2019      6,300.00        52.54
                       FIXED RATE                      2.7000%   28/06/1990  15/11/2010      5,066.00        42.25
                       FIXED RATE                      2.7000%   16/07/1991  20/04/2021      2,005.00        16.72
                       FIXED RATE                      2.7000%   16/07/1991  20/06/2021      5,788.00        48.27
                       FIXED RATE                      2.7000%   26/05/1992  20/05/2022      1,094.00         9.12
                       FIXED RATE                      2.7000%   16/07/1991  20/06/2021      8,283.00        69.07
                       FIXED RATE                      2.7000%   16/07/1991  20/06/2021      4,028.00        33.59
                       FIXED RATE                      2.7000%   18/03/1997  20/03/2027     25,665.00       214.02
                       FIXED RATE                      2.7000%   18/03/1997  20/03/2027        679.00         5.66
                       FIXED RATE                      2.7000%   26/05/1989  20/05/2019      5,054.00        42.15
                       FIXED RATE                      3.0000%   29/01/1993  20/07/2022      3,563.90        29.72
                       FIXED RATE                      3.0000%   31/03/1993  20/03/2023      6,112.00        50.97
                       FIXED RATE                      3.0000%   19/08/1993  20/08/2023     18,120.00       151.10
                       FIXED RATE                      3.0000%   19/08/1993  20/08/2023      1,259.00        10.50
                       FIXED RATE                      3.0000%   12/08/1994  20/08/2024     11,433.00        95.34
                       FIXED RATE                      3.0000%   07/12/1994  20/12/2024      7,056.00        58.84
                       FIXED RATE                      3.0000%   07/12/1994  20/12/2024      6,630.00        55.29
                       FIXED RATE                      3.0000%   20/12/1994  20/12/2024      5,513.00        45.97
                       FIXED RATE                      3.0000%   20/12/1994  20/12/2024     10,756.00        89.69
                       FIXED RATE                      3.0000%   20/12/1994  20/12/2024      2,896.00        24.15
                       FIXED RATE                      3.0000%   20/12/1994  20/12/2024        457.00         3.81
                       FIXED RATE                      3.0000%   20/12/1994  20/12/2024      9,795.00        81.68
                       FIXED RATE                      3.0000%   20/12/1994  20/12/2024      6,212.00        51.80
                       FIXED RATE                      3.0000%   20/06/1980  20/06/2010     14,832.73       123.69
                       FIXED RATE                      3.0000%   20/06/1980  20/06/2010      1,529.75        12.76
                       FIXED RATE                      3.0000%   16/06/1981  20/06/2011      8,516.35        71.02
                       FIXED RATE                      3.0000%   16/06/1981  20/06/2011      7,554.76        63.00
                       FIXED RATE                      3.0000%   16/06/1981  20/06/2011      4,507.27        37.59
                       FIXED RATE                      3.0000%   16/06/1981  20/06/2011        136.58         1.14
                       FIXED RATE                      3.0000%   31/05/1982  20/05/2012     25,489.96       212.56
                       FIXED RATE                      3.0000%   31/05/1982  20/05/2012        467.92         3.90
                       FIXED RATE                      3.0000%   31/05/1982  20/05/2012        149.16         1.24
                       FIXED RATE                      3.0000%   09/09/1983  20/09/2013      6,510.19        54.29
                       FIXED RATE                      3.0000%   09/09/1983  20/09/2013      4,500.00        37.53
                       FIXED RATE                      3.0000%   09/09/1983  20/09/2013        169.79         1.42
                       FIXED RATE                      3.0000%   27/01/1988  20/01/2018      1,272.00        10.61
                       FIXED RATE                      3.0000%   27/01/1988  20/01/2018      6,015.00        50.16
                       FIXED RATE                      3.0000%   27/01/1988  20/01/2018      2,478.00        20.66
                       FIXED RATE                      3.0000%   27/01/1988  20/01/2018        192.00         1.60


                          OUTSTANDING BALANCE                                                                     
                                 AS OF                                                                            
                           DECEMBER 31, 2002                                                                      
                       -------------------------                                                                  
                        (IN ORIG.       (IN US                                                                    
CURRENCY                  CURR)       DOLLAR)(2)                                                                  
--------               ------------   ----------                                                                  
                                                                                                                  
                             41.25         1.06                                                                   
                             37.50         0.96                                                                   
                            135.00         3.47                                                                   
                            180.00         4.63                                                                   
                            130.83         3.37                                                                   
      SWISS FRANC             0.08         0.05                                                                   
                        ----------    ---------                                                                   
                              0.08         0.05                                                                   
      DEUTSCHE MARK          89.42        47.45                                                                   
                        ----------    ---------                                                                   
                             14.93         7.92                                                                   
                              4.74         2.52                                                                   
                             11.94         6.34                                                                   
                             52.30        27.76                                                                   
                              5.51         2.92                                                                   
      DANISH KRONE           38.76         5.42                                                                   
                        ----------    ---------                                                                   
                             32.89         4.60                                                                   
                              5.87         0.82                                                                   
      POUNDS STERLING         0.33         0.52                                                                   
                        ----------    ---------                                                                   
                              0.00         0.00                                                                   
                              0.33         0.52                                                                   
      JAPANESE YEN      183,955.70     1,534.01                                                                   
                        ----------    ---------                                                                   
                            510.65         4.26                                                                   
                            513.51         4.28                                                                   
                          1,140.33         9.51                                                                   
                            435.79         3.63                                                                   
                          2,074.35        17.30                                                                   
                            225.68         1.88                                                                   
                            541.35         4.51                                                                   
                          3,998.61        33.34                                                                   
                          4,224.01        35.22                                                                   
                          1,673.70        13.96                                                                   
                          4,960.70        41.37                                                                   
                            750.13         6.26                                                                   
                          6,690.67        55.79                                                                   
                          3,018.68        25.17                                                                   
                         17,363.11       144.79                                                                   
                              0.00         0.00                                                                   
                          4,053.89        33.81                                                                   
                          3,155.77        26.32                                                                   
                          2,987.05        24.91                                                                   
                         18,014.15       150.22                                                                   
                          1,195.84         9.97                                                                   
                          9,739.81        81.22                                                                   
                          1,369.25        11.42                                                                   
                            696.63         5.81                                                                   
                          5,164.02        43.06                                                                   
                            320.15         2.67                                                                   
                          1,218.99        10.17                                                                   
                            213.91         1.78                                                                   
                          9,325.00        77.76                                                                   
                          1,524.35        12.71                                                                   
                          5,426.60        45.25                                                                   
                            559.65         4.67                                                                   
                          3,531.16        29.45                                                                   
                          3,132.45        26.12                                                                   
                          1,868.86        15.58                                                                   
                             56.61         0.47                                                                   
                         11,812.40        98.50                                                                   
                            216.83         1.81                                                                   
                             69.10         0.58                                                                   
                          3,493.25        29.13                                                                   
                          2,412.63        20.12                                                                   
                             91.08         0.76                                                                   
                            714.71         5.96                                                                   
                          4,487.16        37.42                                                                   
                             46.41         0.39                                                                   
                            127.84         1.07                                                                   

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EXTERNAL DEBT OF THE REPUBLIC OF THE PHILIPPINES(1) -- (CONTINUED)
AS OF DECEMBER 31, 2002 
IN MILLIONS OF CURRENCY INDICATED 

                                                        [Enlarge/Download Table]


                                                                                                    ORIGINAL AMOUNT     
                                                       INTEREST RATE/                                 CONTRACTED        
                                                          SPREAD/                              -------------------------
                                                       SERVICE CHARGE     YEAR      YEAR OF     (IN ORIG.       (IN US  
CURRENCY                       INTEREST RATE BASIS      (PER ANNUM)    CONTRACTED   MATURITY      CURR)       DOLLAR)(2)
--------                     ------------------------  --------------  ----------  ----------  ------------   ----------
                                                                                                                        
                             FIXED RATE                      3.2500%   14/01/1978  20/01/2003     10,404.52        86.76
                             FIXED RATE                      3.2500%   14/01/1978  20/01/2003      3,957.73        33.00
                             FIXED RATE                      3.2500%   09/11/1978  20/11/2008      4,433.24        36.97
                             FIXED RATE                      3.2500%   02/02/1979  20/02/2009      6,999.93        58.37
                             FIXED RATE                      3.2500%   14/01/1978  20/01/2003      3,013.92        25.13
                             FIXED RATE                      3.5000%   07/05/1984  20/05/2014      2,900.51        24.19
                             FIXED RATE                      3.5000%   30/05/1986  20/05/2016        142.80         1.19
                             FIXED RATE                      4.0000%   09/09/1983  20/09/2013      9,297.91        77.54
                             FIXED RATE                      4.0000%   25/09/1987  20/09/2017     40,400.00       336.90
      SPECIAL DRAWING RIGHT                                                                           35.17        47.50
                                                                                               ------------   ----------
                             INTEREST FREE                   0.7500%   08/05/1996  01/01/2036         10.15        13.71
                             INTEREST FREE                   1.0000%   04/06/1991  15/08/2025         11.18        15.10
                             INTEREST FREE                   1.0000%   08/05/1997  01/01/2031         13.84        18.69
      UNITED STATES DOLLAR                                                                           222.23       222.23
                                                                                               ------------   ----------
                             ADB FLOATING RATE               0.0000%   04/06/1991  15/08/2014          6.00         6.00
                             COST QUA. BOR. IBRD 6M          0.5000%   30/06/1987  01/06/2007         32.00        32.00
                             COST QUA. BOR. IBRD 6M          0.5000%   10/04/1986  15/11/2006         38.00        38.00
                             LIBOR 6 MONTHS DEPOSIT          0.5000%   09/09/1997  15/09/2017          2.30         2.30
                             INTEREST FREE                   1.0000%   03/04/1972  01/03/2022         10.02        10.02
                             INTEREST FREE                   1.0000%   27/06/1979  15/02/2029         19.22        19.22
                             FIXED RATE                      2.0000%   24/03/1975  24/03/2016         19.88        19.88
                             FIXED RATE                      2.0000%   06/08/1976  13/04/2017         14.95        14.95
                             FIXED RATE                      2.0000%   09/01/1988  30/06/2014         10.00        10.00
                             FIXED RATE                      2.0000%   06/08/1976  11/04/2017         19.93        19.93
                             FIXED RATE                      2.0000%   21/07/1989  21/07/2014          2.63         2.63
                             FIXED RATE                      3.0000%   07/10/1994  18/04/2011          6.00         6.00
                             FIXED RATE                      7.6000%   07/11/1979  01/10/2003         16.81        16.81
                             FIXED RATE                     10.1000%   04/12/1981  01/09/2006         24.50        24.50
II. NG ASSUMED DEBT (REAL)                                                                         2,087.23       317.88
                                                                                               ------------   ----------
      AUSTRIAN SCHILLING                                                                              21.81         1.65
                                                                                               ------------   ----------
                             AUSTRIAN STATUTORY                                                                         
                             EXPORT PROMO SCHEME             0.6000%         1992        2007         21.81         1.65
      BELGIAN FRANC                                                                                   50.00         1.29
                                                                                               ------------   ----------
                             FREE                            0.0000%         1986        2012         25.00         0.64
                             FREE                            0.0000%         1986        2013         25.00         0.64
      DEUTSCHE MARK                                                                                    0.29         0.15
                                                                                               ------------   ----------
                             FIXED RATE                      8.6000%         1992        2007          0.29         0.15
      FRENCH FRANC                                                                                     2.57         0.41
                                                                                               ------------   ----------
                             TAUX DU MARCHE                                                                             
                             OBLIGATAIRE                     0.4000%         1991        2007          2.57         0.41
      POUND STERLING                                                                                   0.17         0.27
                                                                                               ------------   ----------
                             LIBOR 6 MONTHS DEPOSIT          0.0000%         1992        2007          0.17         0.27
      JAPANESE YEN                                                                                 1,712.56        14.28
                                                                                               ------------   ----------
                             FIXED RATE                      6.3000%         1993        2007      1,296.62        10.81
                             LONG TERM PRIME RATE            0.1000%         1992        2007        415.94         3.47
      UNITED STATES DOLLAR                                                                           299.83       299.83
                                                                                               ------------   ----------
                             FIXED RATE                      3.0000%         1992        2007          0.23         0.23
                             FIXED RATE                      3.0000%         1992        2007          0.40         0.40
                             FIXED RATE                      3.0000%         1992        2007          0.25         0.25
                             FIXED RATE                      3.5000%         1992        2007          1.06         1.06
                             FIXED RATE                      3.5000%         1992        2007          0.60         0.60
                             FIXED RATE                      5.0000%         1981        2004          5.49         5.49
                             FIXED RATE                      5.0000%         1981        2006          5.49         5.49
                             FIXED RATE                      5.0000%         1981        2004          5.49         5.49
                             LIBOR 6 MONTHS DEPOSIT          0.2000%         1992        2007         25.47        25.47
                             LIBOR 6 MONTHS DEPOSIT          0.2000%         1992        2007          2.63         2.63
                             LIBOR 6 MONTHS DEPOSIT          0.2000%         1992        2007          0.58         0.58
                             LIBOR 6 MONTHS DEPOSIT          0.2500%         1990        2007          2.01         2.01
                             LIBOR 6 MONTHS DEPOSIT          0.5000%         1991        2007          3.13         3.13
                             LIBOR 6 MONTHS DEPOSIT          0.5000%         1991        2007          1.24         1.24
                             LIBOR 6 MONTHS DEPOSIT          0.8125%         1986        2003          1.29         1.29
                             LIBOR 6 MONTHS DEPOSIT          0.8125%         1986        2003          2.10         2.10
                             LIBOR 6 MONTHS DEPOSIT          0.8125%         1986        2003          8.73         8.73
                             LIBOR 6 MONTHS DEPOSIT          0.8125%         1986        2003         11.50        11.50


                                OUTSTANDING BALANCE                                                                     
                                       AS OF                                                                            
                                 DECEMBER 31, 2002                                                                      
                             -------------------------                                                                  
                              (IN ORIG.       (IN US                                                                    
CURRENCY                        CURR)       DOLLAR)(2)                                                                  
--------                     ------------   ----------                                                                  
                                                                                                                        
                                  281.20         2.34                                                                   
                                  106.97         0.89                                                                   
                                1,297.52        10.82                                                                   
                                2,219.49        18.51                                                                   
                                   81.46         0.68                                                                   
                                1,627.09        13.57                                                                   
                                   94.01         0.78                                                                   
                                4,989.09        41.60                                                                   
                               28,112.07       234.43                                                                   
      SPECIAL DRAWING RIGHT        31.17        42.10                                                                   
                              ----------    ---------                                                                   
                                    8.39        11.33                                                                   
                                    9.41        12.71                                                                   
                                   13.37        18.06                                                                   
      UNITED STATES DOLLAR         89.86        89.86                                                                   
                              ----------    ---------                                                                   
                                    2.03         2.03                                                                   
                                    8.96         8.96                                                                   
                                    8.08         8.08                                                                   
                                    1.81         1.81                                                                   
                                    5.86         5.86                                                                   
                                   15.28        15.28                                                                   
                                   11.03        11.03                                                                   
                                    8.79         8.79                                                                   
                                    3.08         3.08                                                                   
                                   11.71        11.71                                                                   
                                    1.68         1.68                                                                   
                                    1.55         1.55                                                                   
                                    1.54         1.54                                                                   
                                    8.47         8.47                                                                   
II. NG ASSUMED DEBT (REAL)      1,319.15       185.01                                                                   
                              ----------    ---------                                                                   
      AUSTRIAN SCHILLING           14.02         1.06                                                                   
                              ----------    ---------                                                                   

                                   14.02         1.06                                                                   
      BELGIAN FRANC                28.75         0.74                                                                   
                              ----------    ---------                                                                   
                                   13.75         0.35                                                                   
                                   15.00         0.39                                                                   
      DEUTSCHE MARK                 0.19         0.10                                                                   
                              ----------    ---------                                                                   
                                    0.19         0.10                                                                   
      FRENCH FRANC                  1.65         0.26                                                                   
                              ----------    ---------                                                                   

                                    1.65         0.26                                                                   
      POUND STERLING                0.11         0.18                                                                   
                              ----------    ---------                                                                   
                                    0.11         0.18                                                                   
      JAPANESE YEN              1,100.93         9.18                                                                   
                              ----------    ---------                                                                   
                                  833.54         6.95                                                                   
                                  267.39         2.23                                                                   
      UNITED STATES DOLLAR        173.50       173.50                                                                   
                              ----------    ---------                                                                   
                                    0.22         0.22                                                                   
                                    0.38         0.38                                                                   
                                    0.24         0.24                                                                   
                                    1.01         1.01                                                                   
                                    0.57         0.57                                                                   
                                    0.92         0.92                                                                   
                                    1.83         1.83                                                                   
                                    1.37         1.37                                                                   
                                    1.69         1.69                                                                   
                                   16.37        16.37                                                                   
                                    0.37         0.37                                                                   
                                    1.29         1.29                                                                   
                                    2.01         2.01                                                                   
                                    0.80         0.80                                                                   
                                    0.13         0.13                                                                   
                                    0.21         0.21                                                                   
                                    1.15         1.15                                                                   
                                    0.09         0.09                                                                   

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EXTERNAL DEBT OF THE REPUBLIC OF THE PHILIPPINES(1) -- (CONTINUED)
AS OF DECEMBER 31, 2002 
IN MILLIONS OF CURRENCY INDICATED 

                                                        [Enlarge/Download Table]


                                                                                                        ORIGINAL AMOUNT     
                                                           INTEREST RATE/                                 CONTRACTED        
                                                              SPREAD/                              -------------------------
                                                           SERVICE CHARGE     YEAR      YEAR OF     (IN ORIG.       (IN US  
CURRENCY                           INTEREST RATE BASIS      (PER ANNUM)    CONTRACTED   MATURITY      CURR)       DOLLAR)(2)
--------                         ------------------------  --------------  ----------  ----------  ------------   ----------
                                                                                                                            
                                 NEW SHORT TERM EXIMBANK                                                                    
                                 BORROWING                       0.3750%         1991        2007          0.31         0.31
                                 NEW SHORT TERM EXIMBANK                                                                    
                                 BORROWING                       0.3750%         1991        2007          0.30         0.30
                                 NEW SHORT TERM EXIMBANK                                                                    
                                 BORROWING                       0.3750%         1991        2007          0.00         0.00
                                 NEW SHORT TERM EXIMBANK                                                                    
                                 BORROWING                       0.5000%         1992        2007        151.35       151.35
                                 NEW SHORT TERM EXIMBANK                                                                    
                                 BORROWING                       0.5000%         1992        2007         32.99        32.99
                                 NEW SHORT TERM EXIMBANK                                                                    
                                 BORROWING                       0.5000%         1992        2007         14.16        14.16
                                 NEW SHORT TERM EXIMBANK                                                                    
                                 BORROWING                       0.5000%         1992        2007         23.02        23.02
III. NG SECURITIZED LOANS                                                                                                   
     (BRADY BONDS)                                                                                                 14,015.94
                                                                                                                  ----------
   UNITED STATES DOLLAR                                                                               11,994.53    11,994.53
     OPTION I -- IRB                                                                                     757.38       757.38
                                                                                                   ------------   ----------
      SERIES A                   STEP UP                   4.00% - 7.50%         1992        2007        130.76       130.76
      SERIES B                   STEP UP                   4.00% - 7.50%         1992        2008        626.62       626.62
     OPTION II -- PCIRB                                                                                1,894.09     1,894.09
                                                                                                   ------------   ----------
      SERIES A                   STEP UP                   4.25% - 7.50%         1992        2018        153.49       153.49
      SERIES B                   STEP UP                   4.25% - 7.50%         1992        2017      1,740.60     1,740.60
     OPTION III -- DEBT                                                                                                     
    CONVERSION BONDS                                                                                     696.78       696.78
                                                                                                   ------------   ----------
      SERIES A                   STEP UP                   4.00% - 7.50%         1992        2010          5.31         5.31
      SERIES B                   STEP UP                   4.00% - 7.50%         1992        2009        691.47       691.47
     FIXED RATE BONDS            FIXED                           8.7500%         1996        2016        690.00       690.00
   JAPANESE YEN BONDS (SAMURAI)                                                                       86,600.00     1,139.11
                                                                                                   ------------   ----------
   JAPANESE YEN                                                                                       86,600.00     1,139.11
                                                                                                   ------------   ----------
                                 FIXED                           1.8850%         2001        2011     50,000.00       416.95
                                 FIXED                           3.2000%         2000        2005     35,000.00       291.87
                                 FIXED                           4.3000%         2002        2011     21,600.00       180.12
                                 FIXED                           5.0000%         1996        2003     30,000.00       250.17
   GLOBAL BONDS                                                                                                     8,838.59
                                                                                                                  ----------
   UNITED STATES DOLLAR                                                                                7,956.29     7,956.29
                                                                                                   ------------   ----------
                                 FIXED                           7.5000%         2002        2007        300.00       300.00
                                 FIXED                           8.3750%         2002        2009      1,000.00     1,000.00
                                 FIXED                           8.3750%         2002        2009        300.00       300.00
                                 FIXED                           8.8750%         1998        2008        500.00       500.00
                                 FIXED                           8.8750%         1998        2008        500.00       500.00
                                 FIXED                           9.0000%         2002        2013        500.00       500.00
                                 FIXED                           9.3750%         2002        2017        750.00       750.00
                                 FIXED                           9.5000%         1999        2024      1,006.29     1,006.29
                                 FIXED                           9.8750%         1999        2019        500.00       500.00
                                 FIXED                           9.8750%         1999        2019        200.00       200.00
                                 FIXED                           9.8750%         1999        2019        400.00       400.00
                                 FIXED                           9.8750%         2000        2010        600.00       600.00
                                 FIXED                          10.6250%         2000        2025      1,000.00     1,000.00
                                 LIBOR 6 MONTHS DEPOSIT          4.2000%         2000        2003        200.00       200.00
                                 LIBOR 6 MONTHS DEPOSIT          3.0500%         2001        2004        200.00       200.00
   EURO                                                                                                  850.00       882.30
                                                                                                   ------------   ----------
                                 FIXED                           8.0000%         1999        2004        350.00       363.30
                                 FIXED                           9.3750%         2001        2006        500.00       519.00


                                    OUTSTANDING BALANCE                                                                     
                                           AS OF                                                                            
                                     DECEMBER 31, 2002                                                                      
                                 -------------------------                                                                  
                                  (IN ORIG.       (IN US                                                                    
CURRENCY                            CURR)       DOLLAR)(2)                                                                  
--------                         ------------   ----------                                                                  
                                                                                                                            
                                        0.25         0.25                                                                   
                                        0.19         0.19                                                                   
                                        0.00         0.00                                                                   
                                       97.30        97.30                                                                   
                                       21.21        21.21                                                                   
                                        9.10         9.10                                                                   
                                       14.80        14.80                                                                   
III. NG SECURITIZED LOANS                                                                                                   
     (BRADY BONDS)                              11,857.44                                                                   
                                                ---------                                                                   
   UNITED STATES DOLLAR             9,836.03     9,836.03                                                                   
     OPTION I -- IRB                  250.04       250.04                                                                   
                                  ----------    ---------                                                                   
      SERIES A                         49.15        49.15                                                                   
      SERIES B                        200.89       200.89                                                                   
     OPTION II -- PCIRB               582.68       582.68                                                                   
                                  ----------    ---------                                                                   
      SERIES A                        127.52       127.52                                                                   
      SERIES B                        455.16       455.16                                                                   
     OPTION III -- DEBT                                                                                                     
    CONVERSION BONDS                  357.03       357.03                                                                   
                                  ----------    ---------                                                                   
      SERIES A                          3.07         3.07                                                                   
      SERIES B                        353.96       353.96                                                                   
     FIXED RATE BONDS                 690.00       690.00                                                                   
   JAPANESE YEN BONDS (SAMURAI)   136,600.00     1,139.11                                                                   
                                  ----------    ---------                                                                   
   JAPANESE YEN                   136,600.00     1,139.11                                                                   
                                  ----------    ---------                                                                   
                                   50,000.00       416.95                                                                   
                                   35,000.00       291.87                                                                   
                                   21,600.00       180.12                                                                   
                                   30,000.00       250.17                                                                   
   GLOBAL BONDS                                  8,838.59                                                                   
                                                ---------                                                                   
   UNITED STATES DOLLAR             7,956.29     7,956.29                                                                   
                                  ----------    ---------                                                                   
                                      300.00       300.00                                                                   
                                    1,000.00     1,000.00                                                                   
                                      300.00       300.00                                                                   
                                      500.00       500.00                                                                   
                                      500.00       500.00                                                                   
                                      500.00       500.00                                                                   
                                      750.00       750.00                                                                   
                                    1,006.29     1,006.29                                                                   
                                      500.00       500.00                                                                   
                                      200.00       200.00                                                                   
                                      400.00       400.00                                                                   
                                      600.00       600.00                                                                   
                                    1,000.00     1,000.00                                                                   
                                      200.00       200.00                                                                   
                                      200.00       200.00                                                                   
   EURO                               850.00       882.30                                                                   
                                  ----------    ---------                                                                   
                                      350.00       363.30                                                                   
                                      500.00       519.00                                                                   

---------------                                                                 

(1) Excludes external debt guaranteed by the Republic.                          

(2) Amounts in original currencies converted into US Dollars using BSP reference
rate as of December 27, 2002.                                           

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DOMESTIC GOVERNMENT SECURITIES(1) 
AS OF DECEMBER 31, 2002 
(IN MILLIONS OF PESOS)

                                                        [Enlarge/Download Table]

                                                                                 OUTSTANDING 
                                 INTEREST                                           AS OF    
                                   RATE          YEAR      YEAR OF    ORIGINAL   DECEMBER 31,
          INTEREST RATE BASIS   (PER ANNUM)   CONTRACTED  MATURITY     AMOUNT        2002    
          -------------------  -------------  ----------  ---------  ----------  ------------
                                                                                             
TOTAL (I + II)                                                                   1,466,145.27
                                                                                 ============
I.   ACTUAL OBLIGATIONS                                                          1,447,341.91
                                                                                 ------------
    A.  TREASURY BILLS                                                             405,226.40
                                                                                 ------------
         ADAPS                      Various               2002-2003                 74,055.00
         TAP                        Various               2002-2003                  2,567.00
         GOCC Series                Various               2002-2003                124,539.60
         LGUs                       Various               2002-2003                    333.30
         TEIs                       Various               2002-2003                 29,163.20
         CB-BOL                Floating Rate              2002-2003                174,568.30
    B.  TREASURY NOTES RA 245                                          2,438.06      2,415.55
                                                                     ----------  ------------
               Fixed Rate            3.500%      1984       2005         337.59        334.31
               Fixed Rate            3.500%      1984       2005         153.43        153.43
               Fixed Rate            3.500%      1984       2005          55.81         55.81
               Fixed Rate            3.500%      1985       2005         145.99        145.99
               Fixed Rate            3.500%      1985       2005          91.85         91.85
               Fixed Rate            3.500%      1985       2005           8.92          8.92
               Fixed Rate            3.500%      1985       2005           1.40          1.40
               Fixed Rate            3.500%      1985       2005          51.65         42.88
               Fixed Rate            3.500%      1985       2005           2.44          2.44
               Fixed Rate            3.500%      1985       2006           4.44          4.44
               Fixed Rate            3.500%      1985       2006          70.00         70.00
               Fixed Rate            3.500%      1985       2006          37.86         37.86
               Fixed Rate            3.500%      1985       2006           0.52          0.52
               Fixed Rate            3.500%      1985       2006           1.57          1.57
               Fixed Rate            3.500%      1985       2006           0.72          0.72
               Fixed Rate            3.500%      1985       2006           2.26          2.26
               Fixed Rate            3.500%      1985       2006          31.12         31.12
               Fixed Rate            3.500%      1986       2006          39.93         39.93
               Fixed Rate            3.500%      1986       2006         188.86        188.86
               Fixed Rate            3.500%      1986       2006         126.90        126.90
               Fixed Rate            3.500%      1986       2006          26.67         26.67
               Fixed Rate            3.500%      1986       2006         200.84        200.84
               Fixed Rate            3.500%      1986       2006         139.64        139.64
               Fixed Rate            3.500%      1986       2006          13.47          3.01
               Fixed Rate            3.500%      1986       2006         295.60        295.60
               Fixed Rate            3.500%      1986       2006          26.68         26.68
               Fixed Rate            3.500%      1986       2007          44.90         44.90
               Fixed Rate            3.500%      1986       2007           1.04          1.04
               Fixed Rate            3.500%      1986       2007           5.10          5.10
               Fixed Rate            3.500%      1986       2007          20.91         20.91
               Fixed Rate            3.500%      1986       2007         309.95        309.95
    C.  BONDS                                                         83,916.86     90,707.71
                                                                     ----------  ------------
         TREASURY BONDS                                                8,959.40      5,892.14
                                                                     ----------  ------------
             T/BONDS R.A. 245                                          7,396.74      4,807.10
                                                                     ----------  ------------
               Fixed Rate            2.000%      1973       2003          93.00         91.46
               Fixed Rate            3.250%      1978       2003          34.83         34.83
               Fixed Rate            3.250%      1978       2003          37.32         37.32
               Fixed Rate            3.250%      1978       2003          90.97         90.97
               Fixed Rate            3.250%      1980       2005          95.00         95.00
               Fixed Rate            4.000%      1980       2005       2,100.00      1,099.98
               Fixed Rate            4.000%      1981       2006       1,600.00      1,179.53
               Fixed Rate            4.000%      1982       2007       2,700.00      1,746.22
               Fixed Rate            4.000%      1983       2008          30.00          9.69

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DOMESTIC GOVERNMENT SECURITIES(1) -- (CONTINUED)
AS OF DECEMBER 31, 2002 
(IN MILLIONS OF PESOS)

                                                        [Enlarge/Download Table]

                                                                                       OUTSTANDING 
                                       INTEREST                                           AS OF    
                                         RATE          YEAR      YEAR OF    ORIGINAL   DECEMBER 31,
      INTEREST RATE BASIS             (PER ANNUM)   CONTRACTED  MATURITY     AMOUNT        2002    
      -------------------            -------------  ----------  ---------  ----------  ------------
                                                                                                   
           Fixed Rate                      4.000%      1983       2004           6.89          0.26
           Fixed Rate                      4.000%      1983       2004          42.03         39.38
           Fixed Rate                      4.000%      1983       2003         100.00          5.93
           Fixed Rate                      4.000%      1983       2008          50.00          3.95
           Fixed Rate                      4.000%      1983       2008           4.87          0.26
           Fixed Rate                      4.000%      1983       2008         200.00        200.00
           Fixed Rate                      4.000%      1983       2008          50.00         50.00
           Fixed Rate                      4.000%      1983       2008         100.00        100.00
           Fixed Rate                      4.000%      1983       2008           6.83          6.83
           Fixed Rate                      4.000%      1983       2008          15.00         15.00
           Fixed Rate                      7.000%      1979       2004          20.00          0.45
           Fixed Rate                     10.750%      1978       2003          20.00          0.04
         T/BONDS PD NO. 4                                                      500.26        497.75
                                                                           ----------  ------------
           Fixed Rate                      2.000%      1973       2003         490.07        487.56
           Fixed Rate                      2.000%      1973       2003          10.19         10.19
         T/BONDS PD NO. 195                                                    922.00        447.73
                                                                           ----------  ------------
           Fixed Rate                      3.750%      1973       2003         307.00        306.85
           Fixed Rate                      5.000%      1973       2003         100.28         16.51
           Fixed Rate                      6.000%      1973       2003         514.72        124.37
         T/BONDS PD NO. 694                                                    140.40        139.56
                                                                           ----------  ------------
           Fixed Rate                      3.000%      1978       2008         100.00        100.00
           Fixed Rate                      3.000%      1979       2009          40.40         39.56
     30 YR FXTB                                                                 97.05         97.05
                                                                           ----------  ------------
           Fixed Rate                     12.840%      1996       2025          97.05         97.05
     TREASURY BONDS (CB-BOL)                                                50,000.00     50,000.00
                                                                           ----------  ------------
      182-Day T-Bill Rate                              1993       2018      50,000.00     50,000.00
     12 YR PESO DENOMINATED T/BONDS                                         24,860.41     24,860.41
                                                                           ----------  ------------
       91-Day T-Bill Rate                              1995       2007       3,226.41      3,226.41
       91-Day T-Bill Rate                              1995       2007      21,634.00     21,634.00
                                                                           ----------  ------------
AGRARIAN REFORM BONDS                                                                      9,858.12
                                                                                       ------------
       91-Day T-Bill Rate                                                                          
D.  FIXED RATE T/BONDS                                                     879,276.67    878,276.67
                                                                           ----------  ------------
     2 YR FXTB                                                             176,832.80    176,832.80
                                                                           ----------  ------------
         ADAPS                                                              55,375.00     55,375.00
                                                                           ----------  ------------
           Fixed Rate                     16.000%      2001       2003       3,000.00      3,000.00
           Fixed Rate                     14.125%      2001       2003       3,000.00      3,000.00
           Fixed Rate                     13.625%      2001       2003       3,000.00      3,000.00
           Fixed Rate                     13.250%      2001       2003       4,000.00      4,000.00
           Fixed Rate                     13.250%      2001       2003       2,000.00      2,000.00
           Fixed Rate                     13.250%      2001       2003       2,000.00      2,000.00
           Fixed Rate                     13.250%      2001       2003       2,000.00      2,000.00
           Fixed Rate                     13.250%      2001       2003       2,000.00      2,000.00
           Fixed Rate                     13.250%      2001       2003       4,000.00      4,000.00
           Fixed Rate                     12.750%      2001       2003       3,500.00      3,500.00
           Fixed Rate                     12.750%      2001       2003       1,270.00      1,270.00
           Fixed Rate                      9.500%      2002       2004       3,605.00      3,605.00
           Fixed Rate                      9.500%      2002       2004       4,000.00      4,000.00
           Fixed Rate                      8.875%      2002       2004       3,000.00      3,000.00
           Fixed Rate                      8.875%      2002       2004       9,000.00      9,000.00
           Fixed Rate                      8.875%      2002       2004       6,000.00      6,000.00

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DOMESTIC GOVERNMENT SECURITIES(1) -- (CONTINUED)
AS OF DECEMBER 31, 2002 
(IN MILLIONS OF PESOS)

                                                                [Download Table]

                                                                        OUTSTANDING 
                        INTEREST                                           AS OF    
                          RATE          YEAR      YEAR OF    ORIGINAL   DECEMBER 31,
 INTEREST RATE BASIS   (PER ANNUM)   CONTRACTED  MATURITY     AMOUNT        2002    
 -------------------  -------------  ----------  ---------  ----------  ------------
                                                                                    
    TAP                                                      25,448.00     25,448.00
                                                            ----------  ------------
      Fixed Rate           16.000%      2001       2003       4,300.00      4,300.00
      Fixed Rate           13.625%      2001       2003       8,088.00      8,088.00
      Fixed Rate           13.250%      2001       2003       7,100.00      7,100.00
      Fixed Rate           13.250%      2001       2003       3,560.00      3,560.00
      Fixed Rate           12.750%      2001       2003       2,000.00      2,000.00
      Fixed Rate            8.875%      2002       2004         400.00        400.00
    GOCCS                                                    77,024.20     77,024.20
                                                            ----------  ------------
      Fixed Rate           16.000%      2001       2003       6,966.90      6,966.90
      Fixed Rate           14.125%      2001       2003       2,020.30      2,020.30
      Fixed Rate           13.625%      2001       2003      13,166.10     13,166.10
      Fixed Rate           13.250%      2001       2003       1,572.00      1,572.00
      Fixed Rate           13.250%      2001       2003         847.70        847.70
      Fixed Rate           13.250%      2001       2003         678.90        678.90
      Fixed Rate           13.250%      2001       2003       8,714.70      8,714.70
      Fixed Rate           12.750%      2001       2003      16,783.10     16,783.10
      Fixed Rate            9.500%      2002       2004      10,561.10     10,561.10
      Fixed Rate            8.875%      2002       2004       2,278.30      2,278.30
      Fixed Rate            8.875%      2002       2004       6,062.00      6,062.00
      Fixed Rate            8.875%      2002       2004       7,373.10      7,373.10
    TEIS                                                     18,985.60     18,985.60
                                                            ----------  ------------
      Fixed Rate           14.400%      2001       2003         215.10        215.10
      Fixed Rate           16.000%      2001       2003         500.00        500.00
      Fixed Rate          12.7125%      2001       2003          37.80         37.80
      Fixed Rate           14.125%      2001       2003         200.00        200.00
      Fixed Rate           13.625%      2001       2003         441.60        441.60
      Fixed Rate          12.2625%      2001       2003       1,184.10      1,184.10
      Fixed Rate           13.250%      2001       2003         400.00        400.00
      Fixed Rate           11.925%      2001       2003         345.60        345.60
      Fixed Rate           11.925%      2001       2003         117.40        117.40
      Fixed Rate           11.925%      2001       2003         334.50        334.50
      Fixed Rate           13.250%      2001       2003         205.90        205.90
      Fixed Rate           11.925%      2001       2003          94.80         94.80
      Fixed Rate           13.250%      2001       2003         200.00        200.00
      Fixed Rate           11.925%      2001       2003          39.70         39.70
      Fixed Rate           12.750%      2001       2003       4,293.70      4,293.70
      Fixed Rate           11.475%      2001       2003       1,713.50      1,713.50
      Fixed Rate            8.550%      2002       2004         771.00        771.00
      Fixed Rate            9.500%      2002       2004       1,416.40      1,416.40
      Fixed Rate           7.9875%      2002       2004          34.00         34.00
      Fixed Rate            8.875%      2002       2004         211.20        211.20
      Fixed Rate            8.875%      2002       2004         500.00        500.00
      Fixed Rate           7.9875%      2002       2004         465.70        465.70
      Fixed Rate            8.875%      2002       2004       4,659.00      4,659.00
      Fixed Rate           7.9875%      2002       2004         604.60        604.60
3 YR FXTB                                                    36,076.50     36,076.50
                                                            ----------  ------------
    ADAPS                                                    12,000.00     12,000.00
                                                            ----------  ------------
      Fixed Rate          10.2500%      2002       2005       6,000.00      6,000.00
      Fixed Rate          10.0000%      2002       2005       3,000.00      3,000.00
      Fixed Rate           9.1250%      2002       2005       3,000.00      3,000.00
    GOCCS                                                    15,884.10     15,884.10
                                                            ----------  ------------
      Fixed Rate          10.2500%      2002       2005       7,235.10      7,235.10

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DOMESTIC GOVERNMENT SECURITIES(1) -- (CONTINUED)
AS OF DECEMBER 31, 2002 
(IN MILLIONS OF PESOS)

                                                                [Download Table]

                                                                        OUTSTANDING 
                        INTEREST                                           AS OF    
                          RATE          YEAR      YEAR OF    ORIGINAL   DECEMBER 31,
 INTEREST RATE BASIS   (PER ANNUM)   CONTRACTED  MATURITY     AMOUNT        2002    
 -------------------  -------------  ----------  ---------  ----------  ------------
                                                                                    
      Fixed Rate          10.0000%      2002       2005       8,470.00      8,470.00
      Fixed Rate           9.1250%      2002       2005         179.00        179.00
    TEIS                                                      8,192.40      8,192.40
                                                            ----------  ------------
      Fixed Rate          10.2500%      2002       2005       5,608.40      5,608.40
      Fixed Rate           9.2250%      2002       2005         589.90        589.90
      Fixed Rate          10.0000%      2002       2005         400.00        400.00
      Fixed Rate           9.0000%      2002       2005         432.70        432.70
      Fixed Rate           9.1250%      2002       2005       1,123.70      1,123.70
      Fixed Rate           8.2125%      2002       2005          37.70         37.70
4 YR FXTB                                                    14,706.30     14,706.30
                                                            ----------  ------------
    ADAPS                                                    10,585.00     10,585.00
                                                            ----------  ------------
      Fixed Rate          10.3750%      2002       2006       6,000.00      6,000.00
      Fixed Rate          10.3750%      2002       2006       4,585.00      4,585.00
    GOCCS                                                     2,464.00      2,464.00
                                                            ----------  ------------
      Fixed Rate          10.3750%      2002       2006       2,086.90      2,086.90
      Fixed Rate          10.3750%      2002       2006         377.10        377.10
    TEIS                                                      1,657.30      1,657.30
                                                            ----------  ------------
      Fixed Rate          10.3750%      2002       2006         500.00        500.00
      Fixed Rate           9.3375%      2002       2006         141.10        141.10
      Fixed Rate          10.3750%      2002       2006       1,000.00      1,000.00
      Fixed Rate           9.3375%      2002       2006          16.20         16.20
3 YR RETAIL T/BONDS                                          23,259.75     23,259.75
                                                            ----------  ------------
      Fixed Rate           10.750%      2002       2005      23,259.75     23,259.75
4 YR RETAIL T/BONDS                                          37,993.16     37,993.16
                                                            ----------  ------------
      Fixed Rate           14.250%      2001       2005      15,635.38     15,635.38
      Fixed Rate           14.250%      2001       2005      22,357.78     22,357.78
5 YR RETAIL T/BONDS                                          39,670.53     39,670.53
                                                            ----------  ------------
      Fixed Rate           12.375%      2002       2007      39,670.53     39,670.53
5 YR FXTB                                                   210,900.78    210,900.78
                                                            ----------  ------------
    ADAPS                                                   115,012.00    115,012.00
                                                            ----------  ------------
      Fixed Rate           20.000%      1998       2003       2,000.00      2,000.00
      Fixed Rate           21.000%      1998       2003       3,000.00      3,000.00
      Fixed Rate           20.000%      1998       2003       2,000.00      2,000.00
      Fixed Rate           16.125%      1998       2003       3,000.00      3,000.00
      Fixed Rate           14.000%      1999       2004       3,000.00      3,000.00
      Fixed Rate           13.625%      1999       2004       1,730.00      1,730.00
      Fixed Rate           14.250%      1999       2004         890.00        890.00
      Fixed Rate           14.250%      1999       2004       2,000.00      2,000.00
      Fixed Rate           14.125%      1999       2004       2,000.00      2,000.00
      Fixed Rate           13.750%      2000       2005       3,000.00      3,000.00
      Fixed Rate           13.500%      2000       2005       3,000.00      3,000.00
      Fixed Rate           13.500%      2000       2005       3,000.00      3,000.00
      Fixed Rate           12.750%      2000       2005       3,000.00      3,000.00
      Fixed Rate           13.250%      2000       2005       1,610.00      1,610.00
      Fixed Rate           13.000%      2000       2005       3,000.00      3,000.00
      Fixed Rate           13.500%      2000       2005       1,230.00      1,230.00
      Fixed Rate           13.875%      2000       2005         765.00        765.00
      Fixed Rate           16.750%      2000       2005       1,349.00      1,349.00
      Fixed Rate           15.875%      2001       2006       3,000.00      3,000.00
      Fixed Rate           15.000%      2001       2006       2,961.00      2,961.00
      Fixed Rate           14.500%      2001       2006       3,000.00      3,000.00
      Fixed Rate           14.000%      2001       2006       1,000.00      1,000.00

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DOMESTIC GOVERNMENT SECURITIES(1) -- (CONTINUED)
AS OF DECEMBER 31, 2002 
(IN MILLIONS OF PESOS)

                                                                [Download Table]

                                                                       OUTSTANDING 
                       INTEREST                                           AS OF    
                         RATE          YEAR      YEAR OF    ORIGINAL   DECEMBER 31,
INTEREST RATE BASIS   (PER ANNUM)   CONTRACTED  MATURITY     AMOUNT        2002    
-------------------  -------------  ----------  ---------  ----------  ------------
                                                                                   
     Fixed Rate           15.250%      2001       2006       1,948.00      1,948.00
     Fixed Rate           15.250%      2001       2006       2,000.00      2,000.00
     Fixed Rate           15.500%      2001       2006       3,500.00      3,500.00
     Fixed Rate           16.250%      2001       2006         905.00        905.00
     Fixed Rate           14.125%      2001       2004       1,891.00      1,891.00
     Fixed Rate           14.125%      2001       2004       2,000.00      2,000.00
     Fixed Rate           14.250%      2001       2004       1,260.00      1,260.00
     Fixed Rate           14.250%      2001       2004       2,000.00      2,000.00
     Fixed Rate           13.750%      2001       2005       2,000.00      2,000.00
     Fixed Rate           13.750%      2001       2005       2,000.00      2,000.00
     Fixed Rate           13.875%      2001       2005       2,095.00      2,095.00
     Fixed Rate           12.750%      2002       2005       4,000.00      4,000.00
     Fixed Rate           13.875%      2002       2005       4,000.00      4,000.00
     Fixed Rate           12.750%      2002       2005       4,000.00      4,000.00
     Fixed Rate           13.500%      2002       2005       4,000.00      4,000.00
     Fixed Rate           13.000%      2002       2005       3,000.00      3,000.00
     Fixed Rate           13.000%      2002       2007       3,848.00      3,848.00
     Fixed Rate           13.000%      2002       2007       1,025.00      1,025.00
     Fixed Rate           13.000%      2002       2007       3,000.00      3,000.00
     Fixed Rate           10.750%      2002       2007       2,935.00      2,935.00
     Fixed Rate           10.750%      2002       2007       3,000.00      3,000.00
     Fixed Rate           10.750%      2002       2007       3,000.00      3,000.00
     Fixed Rate           11.000%      2002       2007       2,000.00      2,000.00
     Fixed Rate           11.000%      2002       2007       1,000.00      1,000.00
     Fixed Rate           11.000%      2002       2007       3,000.00      3,000.00
     Fixed Rate           14.000%      2002       2006       2,070.00      2,070.00
   TAP                                                      23,856.00     23,856.00
                                                           ----------  ------------
     Fixed Rate           20.000%      1998       2003       4,300.00      4,300.00
     Fixed Rate           16.125%      1998       2003       2,350.00      2,350.00
     Fixed Rate           14.000%      1999       2004       1,050.00      1,050.00
     Fixed Rate           14.125%      1999       2004       1,000.00      1,000.00
     Fixed Rate           13.875%      2000       2005       3,300.00      3,300.00
     Fixed Rate           16.750%      2000       2005         400.00        400.00
     Fixed Rate           15.875%      2001       2006       1,000.00      1,000.00
     Fixed Rate           15.000%      2001       2006         800.00        800.00
     Fixed Rate           14.500%      2001       2006       3,950.00      3,950.00
     Fixed Rate           14.000%      2001       2006       1,000.00      1,000.00
     Fixed Rate           14.250%      2001       2004       2,706.00      2,706.00
     Fixed Rate           14.250%      2001       2004         500.00        500.00
     Fixed Rate           13.000%      2002       2005       1,500.00      1,500.00
   GOCCS                                                    53,524.98     53,524.98
                                                           ----------  ------------
     Fixed Rate           20.000%      1998       2003         191.00        191.00
     Fixed Rate           21.000%      1998       2003       1,949.80      1,949.80
     Fixed Rate           20.000%      1998       2003         143.20        143.20
     Fixed Rate           16.125%      1998       2003         910.50        910.50
     Fixed Rate           14.000%      1999       2004       1,586.60      1,586.60
     Fixed Rate           13.625%      1999       2004          45.80         45.80
     Fixed Rate           14.250%      1999       2004       1,485.10      1,485.10
     Fixed Rate           14.250%      1999       2004         938.70        938.70
     Fixed Rate           14.125%      1999       2004       2,975.60      2,975.60
     Fixed Rate           13.750%      2000       2005       2,227.40      2,227.40
     Fixed Rate           13.500%      2000       2005           1.40          1.40
     Fixed Rate           13.500%      2000       2005       1,563.10      1,563.10
     Fixed Rate           12.750%      2000       2005          53.00         53.00

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DOMESTIC GOVERNMENT SECURITIES(1) -- (CONTINUED)
AS OF DECEMBER 31, 2002 
(IN MILLIONS OF PESOS)

                                                                [Download Table]

                                                                       OUTSTANDING 
                       INTEREST                                           AS OF    
                         RATE          YEAR      YEAR OF    ORIGINAL   DECEMBER 31,
INTEREST RATE BASIS   (PER ANNUM)   CONTRACTED  MATURITY     AMOUNT        2002    
-------------------  -------------  ----------  ---------  ----------  ------------
                                                                                   
     Fixed Rate           13.250%      2000       2005         118.40        118.40
     Fixed Rate           13.000%      2000       2005          48.20         48.20
     Fixed Rate           13.500%      2000       2005       2,998.40      2,998.40
     Fixed Rate           13.875%      2000       2005       2,439.00      2,439.00
     Fixed Rate           16.750%      2000       2005       1,825.90      1,825.90
     Fixed Rate           15.875%      2001       2006         990.50        990.50
     Fixed Rate           15.000%      2001       2006         587.20        587.20
     Fixed Rate           14.500%      2001       2006       2,181.70      2,181.70
     Fixed Rate           14.000%      2001       2006         463.20        463.20
     Fixed Rate           15.250%      2001       2006         230.10        230.10
     Fixed Rate           15.250%      2001       2006       2,457.90      2,457.90
     Fixed Rate           14.125%      2001       2006       1,977.48      1,977.48
     Fixed Rate           14.250%      2001       2004         454.30        454.30
     Fixed Rate           15.500%      2001       2006         581.60        581.60
     Fixed Rate           16.250%      2001       2006       2,269.10      2,269.10
     Fixed Rate           13.750%      2001       2005       1,524.80      1,524.80
     Fixed Rate           13.875%      2001       2005       2,037.90      2,037.90
     Fixed Rate           12.750%      2002       2005       2,540.70      2,540.70
     Fixed Rate           13.500%      2002       2005       5,140.10      5,140.10
     Fixed Rate           13.000%      2002       2007         155.20        155.20
     Fixed Rate           13.000%      2002       2007       4,911.50      4,911.50
     Fixed Rate           11.000%      2002       2007         477.90        477.90
     Fixed Rate           13.000%      2002       2005       2,146.30      2,146.30
     Fixed Rate           14.000%      2002       2006         896.40        896.40
   TEIS                                                     18,507.80     18,507.80
                                                           ----------  ------------
     Fixed Rate          18.9000%      1998       2003         500.00        500.00
     Fixed Rate          18.0000%      1998       2003       1,018.50      1,018.50
     Fixed Rate          20.0000%      1998       2003         200.00        200.00
     Fixed Rate          14.5125%      1998       2003         370.20        370.20
     Fixed Rate          14.0000%      1999       2004         500.00        500.00
     Fixed Rate          12.6000%      1999       2004         211.90        211.90
     Fixed Rate          12.8250%      1999       2004           1.00          1.00
     Fixed Rate          12.8250%      1999       2004          10.00         10.00
     Fixed Rate          13.7500%      2000       2005         100.00        100.00
     Fixed Rate          13.5000%      2000       2005         200.00        200.00
     Fixed Rate          12.1500%      2000       2005          10.00         10.00
     Fixed Rate          12.1500%      2000       2005          30.00         30.00
     Fixed Rate          12.7500%      2000       2005         200.00        200.00
     Fixed Rate          13.5000%      2000       2005         100.00        100.00
     Fixed Rate          12.1500%      2000       2005          30.00         30.00
     Fixed Rate          13.8750%      2000       2005         200.00        200.00
     Fixed Rate          12.4875%      2000       2005          18.00         18.00
     Fixed Rate          15.0750%      2000       2005         223.40        223.40
     Fixed Rate          16.7500%      2000       2005         500.00        500.00
     Fixed Rate          14.2875%      2001       2006          24.60         24.60
     Fixed Rate          15.8750%      2001       2006         200.00        200.00
     Fixed Rate          15.0000%      2001       2006         200.00        200.00
     Fixed Rate          13.5000%      2001       2006          45.00         45.00
     Fixed Rate          14.5000%      2001       2006         600.00        600.00
     Fixed Rate          13.0500%      2001       2006         150.70        150.70
     Fixed Rate          12.6000%      2001       2006          19.50         19.50
     Fixed Rate          15.2500%      2001       2006         800.00        800.00
     Fixed Rate          13.7250%      2001       2006         100.40        100.40
     Fixed Rate          13.7250%      2001       2006         194.10        194.10

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DOMESTIC GOVERNMENT SECURITIES(1) -- (CONTINUED)
AS OF DECEMBER 31, 2002 
(IN MILLIONS OF PESOS)

                                                        [Enlarge/Download Table]

                                                                                 OUTSTANDING 
                                 INTEREST                                           AS OF    
                                   RATE          YEAR      YEAR OF    ORIGINAL   DECEMBER 31,
 INTEREST RATE BASIS            (PER ANNUM)   CONTRACTED  MATURITY     AMOUNT        2002    
 -------------------           -------------  ----------  ---------  ----------  ------------
                                                                                             
      Fixed Rate                   15.2500%      2001       2006         200.00        200.00
      Fixed Rate                   15.5000%      2001       2006         400.00        400.00
      Fixed Rate                   13.9500%      2001       2006          75.80         75.80
      Fixed Rate                   16.2500%      2001       2006         500.00        500.00
      Fixed Rate                   14.6250%      2001       2006         203.60        203.60
      Fixed Rate                   14.1250%      2001       2004         468.00        468.00
      Fixed Rate                   12.7125%      2001       2004          19.50         19.50
      Fixed Rate                   14.2500%      2001       2004         200.00        200.00
      Fixed Rate                   12.8250%      2001       2004          94.10         94.10
      Fixed Rate                   14.2500%      2001       2004         200.00        200.00
      Fixed Rate                   13.7500%      2001       2005         200.00        200.00
      Fixed Rate                   12.3750%      2001       2005         246.90        246.90
      Fixed Rate                   12.4875%      2001       2005          41.70         41.70
      Fixed Rate                   13.8750%      2001       2005         200.00        200.00
      Fixed Rate                    12.375%      2001       2005         235.50        235.50
      Fixed Rate                    11.475%      2002       2005         248.00        248.00
      Fixed Rate                   12.4875%      2002       2005         400.00        400.00
      Fixed Rate                    12.150%      2002       2005         554.70        554.70
      Fixed Rate                    13.500%      2002       2005         518.40        518.40
      Fixed Rate                    11.700%      2002       2007         719.50        719.50
      Fixed Rate                    13.000%      2002       2007         200.00        200.00
      Fixed Rate                    11.700%      2002       2007         533.40        533.40
      Fixed Rate                    11.000%      2002       2007       2,309.20      2,309.20
      Fixed Rate                     9.900%      2002       2007         108.50        108.50
      Fixed Rate                    11.700%      2002       2005         318.40        318.40
      Fixed Rate                    13.000%      2002       2005       1,185.00      1,185.00
      Fixed Rate                    14.000%      2002       2006       1,370.30      1,370.30
    SMALL DENOMINATED T/BONDS                                         30,260.24     30,260.24
                                                                     ----------  ------------
      Fixed Rate                   13.6250%      1999       2004      30,260.24     30,260.24
    PROGRESS BONDS                                                     8,000.00      8,000.00
                                                                     ----------  ------------
      Fixed Rate                    13.875%      2000       2005       8,000.00      8,000.00
7 YR FXTB                                                            147,447.10    147,447.10
                                                                     ----------  ------------
    ADAPS                                                             75,499.00     75,499.00
                                                                     ----------  ------------
      Fixed Rate                    15.500%      1996       2003       3,000.00      3,000.00
      Fixed Rate                    15.375%      1996       2003       3,000.00      3,000.00
      Fixed Rate                    15.375%      1996       2003       3,000.00      3,000.00
      Fixed Rate                    15.375%      1996       2003       4,000.00      4,000.00
      Fixed Rate                    15.750%      1996       2003       2,585.00      2,585.00
      Fixed Rate                    14.875%      1996       2003       2,000.00      2,000.00
      Fixed Rate                    14.000%      1996       2003       2,000.00      2,000.00
      Fixed Rate                    13.500%      1997       2004       3,340.00      3,340.00
      Fixed Rate                    20.875%      1997       2004       1,987.00      1,987.00
      Fixed Rate                    20.500%      1998       2005       1,887.00      1,887.00
      Fixed Rate                    20.000%      1998       2005       1,164.00      1,164.00
      Fixed Rate                    18.375%      1998       2005       2,500.00      2,500.00
      Fixed Rate                    16.500%      1999       2006       1,805.00      1,805.00
      Fixed Rate                    14.000%      1999       2006         750.00        750.00
      Fixed Rate                    14.000%      1999       2006          21.00         21.00
      Fixed Rate                    15.000%      1999       2006       2,000.00      2,000.00
      Fixed Rate                    14.750%      1999       2006       2,000.00      2,000.00
      Fixed Rate                    14.625%      1999       2006       2,000.00      2,000.00
      Fixed Rate                    14.500%      1999       2006       2,000.00      2,000.00
      Fixed Rate                    14.500%      2000       2007       2,775.00      2,775.00

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DOMESTIC GOVERNMENT SECURITIES(1) -- (CONTINUED)
AS OF DECEMBER 31, 2002 
(IN MILLIONS OF PESOS)

                                                                [Download Table]

                                                                       OUTSTANDING 
                       INTEREST                                           AS OF    
                         RATE          YEAR      YEAR OF    ORIGINAL   DECEMBER 31,
INTEREST RATE BASIS   (PER ANNUM)   CONTRACTED  MATURITY     AMOUNT        2002    
-------------------  -------------  ----------  ---------  ----------  ------------
                                                                                   
     Fixed Rate           14.250%      2000       2007       3,000.00      3,000.00
     Fixed Rate           14.000%      2000       2007       3,000.00      3,000.00
     Fixed Rate           13.375%      2000       2007       3,000.00      3,000.00
     Fixed Rate           13.875%      2000       2007       1,250.00      1,250.00
     Fixed Rate           13.500%      2000       2007       3,000.00      3,000.00
     Fixed Rate           14.000%      2000       2007       1,165.00      1,165.00
     Fixed Rate           14.250%      2000       2007       1,640.00      1,640.00
     Fixed Rate           14.250%      2000       2007       2,116.00      2,116.00
     Fixed Rate           14.500%      2000       2007       1,020.00      1,020.00
     Fixed Rate           17.250%      2000       2007       1,039.00      1,039.00
     Fixed Rate           16.000%      2001       2008       3,000.00      3,000.00
     Fixed Rate           15.625%      2001       2008       3,000.00      3,000.00
     Fixed Rate           13.500%      2001       2004       2,000.00      2,000.00
     Fixed Rate           13.500%      2001       2004       1,000.00      1,000.00
     Fixed Rate           15.000%      2001       2006       2,000.00      2,000.00
     Fixed Rate           14.000%      2002       2006         455.00        455.00
   TAP                                                      11,680.00     11,680.00
                                                           ----------  ------------
     Fixed Rate           14.000%      1996       2003       1,000.00      1,000.00
     Fixed Rate           13.500%      1997       2004       3,180.00      3,180.00
     Fixed Rate           20.500%      1998       2005       1,200.00      1,200.00
     Fixed Rate           18.375%      1998       2005       2,100.00      2,100.00
     Fixed Rate           16.000%      2001       2008       2,200.00      2,200.00
     Fixed Rate           15.625%      2001       2008       2,000.00      2,000.00
   GOCCS                                                    37,803.70     37,803.70
                                                           ----------  ------------
     Fixed Rate           15.500%      1996       2003       5,513.70      5,513.70
     Fixed Rate           15.375%      1996       2003         193.00        193.00
     Fixed Rate           15.375%      1996       2003       1,884.10      1,884.10
     Fixed Rate           15.750%      1996       2003          98.60         98.60
     Fixed Rate           14.175%      1996       2003       1,000.00      1,000.00
     Fixed Rate           14.875%      1996       2003           0.80          0.80
     Fixed Rate           14.000%      1996       2003           6.40          6.40
     Fixed Rate           20.875%      1997       2004          65.00         65.00
     Fixed Rate           16.500%      1999       2006       1,446.70      1,446.70
     Fixed Rate           15.000%      1999       2006          13.20         13.20
     Fixed Rate           14.750%      1999       2006           1.00          1.00
     Fixed Rate           14.625%      1999       2006       1,958.80      1,958.80
     Fixed Rate           14.500%      1999       2006         867.70        867.70
     Fixed Rate           14.500%      2000       2007       3,091.00      3,091.00
     Fixed Rate           14.250%      2000       2007         379.40        379.40
     Fixed Rate           14.000%      2000       2007         552.70        552.70
     Fixed Rate           13.875%      2000       2007       1,047.60      1,047.60
     Fixed Rate           13.500%      2000       2007          10.60         10.60
     Fixed Rate           14.000%      2000       2007          37.00         37.00
     Fixed Rate           14.250%      2000       2007          10.50         10.50
     Fixed Rate           14.250%      2000       2007          99.90         99.90
     Fixed Rate           14.500%      2000       2007         573.20        573.20
     Fixed Rate           17.250%      2000       2007       3,043.70      3,043.70
     Fixed Rate           16.000%      2001       2008       2,514.30      2,514.30
     Fixed Rate           15.625%      2001       2008       8,319.10      8,319.10
     Fixed Rate           16.000%      2001       2008         509.00        509.00
     Fixed Rate           13.500%      2001       2004         403.10        403.10
     Fixed Rate           15.000%      2001       2006       1,953.40      1,953.40
     Fixed Rate           14.000%      2002       2006       2,210.20      2,210.20

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DOMESTIC GOVERNMENT SECURITIES(1) -- (CONTINUED)
AS OF DECEMBER 31, 2002 
(IN MILLIONS OF PESOS)

                                                                [Download Table]

                                                                        OUTSTANDING 
                        INTEREST                                           AS OF    
                          RATE          YEAR      YEAR OF    ORIGINAL   DECEMBER 31,
 INTEREST RATE BASIS   (PER ANNUM)   CONTRACTED  MATURITY     AMOUNT        2002    
 -------------------  -------------  ----------  ---------  ----------  ------------
                                                                                    
    TEIS                                                     22,464.40     22,464.40
                                                            ----------  ------------
      Fixed Rate          13.8375%      1996       2003       8,000.00      8,000.00
      Fixed Rate           14.175%      1996       2003       1,201.00      1,201.00
      Fixed Rate           12.150%      1997       2004         100.00        100.00
      Fixed Rate          18.7875%      1997       2004       2,800.00      2,800.00
      Fixed Rate           18.000%      1998       2005         200.00        200.00
      Fixed Rate          16.5375%      1998       2005          50.00         50.00
      Fixed Rate           14.850%      1999       2006         116.10        116.10
      Fixed Rate           12.600%      1999       2006           1.20          1.20
      Fixed Rate           14.000%      1999       2006         500.00        500.00
      Fixed Rate           13.500%      1999       2006         158.00        158.00
      Fixed Rate           15.000%      1999       2006         200.00        200.00
      Fixed Rate           14.625%      1999       2006         200.00        200.00
      Fixed Rate          13.1625%      1999       2006           2.30          2.30
      Fixed Rate           13.050%      1999       2006           8.00          8.00
      Fixed Rate           14.500%      2000       2007         200.00        200.00
      Fixed Rate           13.050%      2000       2007           7.00          7.00
      Fixed Rate           14.250%      2000       2007         200.00        200.00
      Fixed Rate           12.825%      2000       2007          15.00         15.00
      Fixed Rate           14.000%      2000       2007         200.00        200.00
      Fixed Rate           13.375%      2000       2007         500.00        500.00
      Fixed Rate           13.875%      2000       2007         500.00        500.00
      Fixed Rate           13.500%      2000       2007         300.00        300.00
      Fixed Rate           14.500%      2000       2007         200.00        200.00
      Fixed Rate           17.250%      2000       2007         200.00        200.00
      Fixed Rate           15.525%      2000       2007          75.10         75.10
      Fixed Rate          14.4000%      2001       2008         435.30        435.30
      Fixed Rate           16.000%      2001       2008       1,209.50      1,209.50
      Fixed Rate           15.625%      2001       2008         823.10        823.10
      Fixed Rate          14.0625%      2001       2008       1,121.60      1,121.60
      Fixed Rate           12.150%      2001       2004         142.30        142.30
      Fixed Rate           13.500%      2001       2004         900.00        900.00
      Fixed Rate           12.150%      2001       2004         137.80        137.80
      Fixed Rate           15.000%      2001       2006         200.00        200.00
      Fixed Rate           13.500%      2001       2006         911.80        911.80
      Fixed Rate           12.600%      2002       2006         149.30        149.30
      Fixed Rate           14.000%      2002       2006         500.00        500.00
10 YR FXTB                                                  118,769.45    117,769.45
                                                            ----------  ------------
    ADAPS                                                    69,407.00     69,407.00
                                                            ----------  ------------
      Fixed Rate           16.000%      1996       2006       2,000.00      2,000.00
      Fixed Rate           14.125%      1997       2007       5,000.00      5,000.00
      Fixed Rate           13.875%      1997       2007       3,500.00      3,500.00
      Fixed Rate           22.875%      1997       2007       1,759.00      1,759.00
      Fixed Rate           19.000%      1998       2008       2,000.00      2,000.00
      Fixed Rate           20.000%      1998       2008         446.00        446.00
      Fixed Rate           18.000%      1998       2008       3,000.00      3,000.00
      Fixed Rate           16.500%      1999       2009       3,000.00      3,000.00
      Fixed Rate           14.625%      1999       2009       1,550.00      1,550.00
      Fixed Rate           15.000%      1999       2009       1,578.00      1,578.00
      Fixed Rate           15.500%      1999       2009       2,000.00      2,000.00
      Fixed Rate           15.125%      1999       2009       2,000.00      2,000.00
      Fixed Rate           15.000%      1999       2009       2,000.00      2,000.00
      Fixed Rate           14.875%      1999       2009       2,000.00      2,000.00
      Fixed Rate           14.750%      2000       2010       3,000.00      3,000.00

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DOMESTIC GOVERNMENT SECURITIES(1) -- (CONTINUED)
AS OF DECEMBER 31, 2002 
(IN MILLIONS OF PESOS)

                                                                [Download Table]

                                                                       OUTSTANDING 
                       INTEREST                                           AS OF    
                         RATE          YEAR      YEAR OF    ORIGINAL   DECEMBER 31,
INTEREST RATE BASIS   (PER ANNUM)   CONTRACTED  MATURITY     AMOUNT        2002    
-------------------  -------------  ----------  ---------  ----------  ------------
                                                                                   
     Fixed Rate           14.625%      2000       2010       3,000.00      3,000.00
     Fixed Rate           13.875%      2000       2010       3,000.00      3,000.00
     Fixed Rate           13.875%      2000       2010       2,563.00      2,563.00
     Fixed Rate           14.250%      2000       2010       1,430.00      1,430.00
     Fixed Rate           14.125%      2000       2010       3,000.00      3,000.00
     Fixed Rate           14.500%      2000       2010       2,918.00      2,918.00
     Fixed Rate           14.625%      2000       2010       1,825.00      1,825.00
     Fixed Rate           14.625%      2000       2010       3,000.00      3,000.00
     Fixed Rate           17.500%      2000       2010       1,750.00      1,750.00
     Fixed Rate           17.500%      2001       2011       2,195.00      2,195.00
     Fixed Rate           16.500%      2001       2011       2,893.00      2,893.00
     Fixed Rate           13.000%      2002       2012       3,000.00      3,000.00
     Fixed Rate           13.000%      2002       2012       2,000.00      2,000.00
     Fixed Rate           12.125%      2002       2012       2,000.00      2,000.00
   TAP                                                      18,390.00     18,390.00
                                                           ----------  ------------
     Fixed Rate           16.000%      1996       2006         500.00        500.00
     Fixed Rate           21.000%      1997       2007          40.00         40.00
     Fixed Rate           19.000%      1998       2008       3,800.00      3,800.00
     Fixed Rate           17.800%      1998       2008       1,000.00      1,000.00
     Fixed Rate           18.000%      1998       2008       1,100.00      1,100.00
     Fixed Rate           16.500%      1999       2009       2,150.00      2,150.00
     Fixed Rate           14.625%      1999       2009         400.00        400.00
     Fixed Rate           15.500%      1999       2009       1,650.00      1,650.00
     Fixed Rate           15.000%      1999       2009         600.00        600.00
     Fixed Rate           14.750%      2000       2010         500.00        500.00
     Fixed Rate           14.625%      2000       2010       1,450.00      1,450.00
     Fixed Rate           17.500%      2000       2010       1,200.00      1,200.00
     Fixed Rate           17.500%      2001       2011       1,000.00      1,000.00
     Fixed Rate           13.000%      2002       2012       3,000.00      3,000.00
   GOCCS                                                    17,163.75     17,163.75
                                                           ----------  ------------
     Fixed Rate           16.000%      1996       2006       1,792.64      1,792.64
     Fixed Rate           14.400%      1996       2006       1,000.00      1,000.00
     Fixed Rate           12.840%      1997       2007           4.71          4.71
     Fixed Rate           14.125%      1997       2007          30.20         30.20
     Fixed Rate           22.875%      1997       2007       1,784.80      1,784.80
     Fixed Rate           20.000%      1998       2008         163.00        163.00
     Fixed Rate           18.000%      1998       2008       1,387.50      1,387.50
     Fixed Rate           16.500%      1999       2009         183.10        183.10
     Fixed Rate           15.500%      1999       2009         189.80        189.80
     Fixed Rate           15.125%      1999       2009       3,302.50      3,302.50
     Fixed Rate           15.000%      1999       2009       4,909.10      4,909.10
     Fixed Rate           14.875%      1999       2009         162.70        162.70
     Fixed Rate           14.750%      2000       2010         756.10        756.10
     Fixed Rate           14.625%      2000       2010         231.40        231.40
     Fixed Rate           13.875%      2000       2010         181.50        181.50
     Fixed Rate           13.875%      2000       2010          94.20         94.20
     Fixed Rate           14.250%      2000       2010           4.90          4.90
     Fixed Rate           14.125%      2000       2010         355.50        355.50
     Fixed Rate           14.500%      2000       2010          48.10         48.10
     Fixed Rate           14.625%      2000       2010           5.50          5.50
     Fixed Rate           14.625%      2000       2010         197.40        197.40
     Fixed Rate           17.500%      2000       2010           1.10          1.10
     Fixed Rate           17.500%      2001       2011          45.30         45.30

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DOMESTIC GOVERNMENT SECURITIES(1) -- (CONTINUED)
AS OF DECEMBER 31, 2002 
(IN MILLIONS OF PESOS)

                                                                [Download Table]

                                                                        OUTSTANDING 
                        INTEREST                                           AS OF    
                          RATE          YEAR      YEAR OF    ORIGINAL   DECEMBER 31,
 INTEREST RATE BASIS   (PER ANNUM)   CONTRACTED  MATURITY     AMOUNT        2002    
 -------------------  -------------  ----------  ---------  ----------  ------------
                                                                                    
      Fixed Rate           16.500%      2001       2011         301.70        301.70
      Fixed Rate           13.000%      2002       2012          31.00         31.00
    TEIS                                                     13,808.70     12,808.70
                                                            ----------  ------------
      Fixed Rate          14.4000%      1996       2006       5,801.50      4,801.50
      Fixed Rate          20.5875%      1997       2007       3,900.00      3,900.00
      Fixed Rate          18.0000%      1998       2008         200.00        200.00
      Fixed Rate           16.200%      1998       2008          58.50         58.50
      Fixed Rate           16.500%      1999       2009         500.00        500.00
      Fixed Rate           15.000%      1998       2008         100.00        100.00
      Fixed Rate           15.500%      1998       2008         100.00        100.00
      Fixed Rate           15.000%      1998       2008         200.00        200.00
      Fixed Rate           14.625%      2000       2010         200.00        200.00
      Fixed Rate           14.250%      2000       2010         200.00        200.00
      Fixed Rate           14.125%      2000       2010         200.00        200.00
      Fixed Rate           14.625%      2000       2010         200.00        200.00
      Fixed Rate           17.500%      2000       2010         200.00        200.00
      Fixed Rate           17.500%      2001       2011         744.70        744.70
      Fixed Rate           15.750%      2001       2011           4.50          4.50
      Fixed Rate           16.500%      2001       2011         700.00        700.00
      Fixed Rate           14.800%      2001       2011         300.40        300.40
      Fixed Rate           11.700%      2002       2012         181.70        181.70
      Fixed Rate           11.700%      2002       2012          17.40         17.40
20 YRS XTB                                                   18,000.36     18,000.36
                                                            ----------  ------------
    ADAPS                                                     7,000.00      7,000.00
                                                            ----------  ------------
      Fixed Rate           14.375%      1997       2017       2,000.00      2,000.00
      Fixed Rate           15.000%      2002       2022       4,000.00      4,000.00
      Fixed Rate           12.750%      2002       2022       1,000.00      1,000.00
    TAP                                                       3,804.90      3,804.90
                                                            ----------  ------------
      Fixed Rate           14.375%      1997       2017       3,804.90      3,804.90
    GOCCS                                                     7,160.46      7,160.46
                                                            ----------  ------------
      Fixed Rate           14.375%      1997       2017       4,020.10      4,020.10
      Fixed Rate           12.840%      1998       2018           9.97          9.97
      Fixed Rate           12.840%      1998       2018           0.48          0.48
      Fixed Rate           12.840%      1999       2019           4.97          4.97
      Fixed Rate           12.840%      1999       2019           0.48          0.48
      Fixed Rate           12.840%      1999       2019           0.05          0.05
      Fixed Rate           12.840%      1999       2019           1.02          1.02
      Fixed Rate           12.840%      2000       2020           2.20          2.20
      Fixed Rate           12.840%      2001       2021           2.42          2.42
      Fixed Rate           12.840%      2002       2022           2.67          2.67
      Fixed Rate           15.000%      2002       2022       3,116.10      3,116.10
    TEI                                                          35.00         35.00
                                                            ----------  ------------
      Fixed Rate           13.500%      2002       2022          35.00         35.00
25 YR FXTB                                                    8,202.10      8,202.10
                                                            ----------  ------------
    ADAPS                                                     5,286.00      5,286.00
                                                            ----------  ------------
      Fixed Rate           18.250%      2000       2025       5,286.00      5,286.00
    TAP                                                       2,320.00      2,320.00
                                                            ----------  ------------
      Fixed Rate           18.250%      2000       2025       2,320.00      2,320.00
    GOCCS                                                        96.10         96.10
                                                            ----------  ------------
      Fixed Rate           18.250%      2000       2025          96.10         96.10

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DOMESTIC GOVERNMENT SECURITIES(1) -- (CONTINUED)
AS OF DECEMBER 31, 2002 
(IN MILLIONS OF PESOS)

                                                        [Enlarge/Download Table]

                                                                                            OUTSTANDING 
                                            INTEREST                                           AS OF    
                                              RATE          YEAR      YEAR OF    ORIGINAL   DECEMBER 31,
          INTEREST RATE BASIS              (PER ANNUM)   CONTRACTED  MATURITY     AMOUNT        2002    
          -------------------             -------------  ----------  ---------  ----------  ------------
                                                                                                        
             TEIS                                                                   500.00        500.00
                                                                                ----------  ------------
               Fixed Rate                      18.250%      2000       2025         500.00        500.00
         10 YR SPECIAL PURPOSE T/BONDS FOR CARP                                   9,157.62      9,157.62
                                                                                ----------  ------------
             ADAPS                                                                5,988.00      5,988.00
                                                                                ----------  ------------
               Fixed Rate                      15.500%      2001       2011       3,173.00      3,173.00
               Fixed Rate                      14.000%      2002       2012       2,815.00      2,815.00
             TAP                                                                                        
               Fixed Rate                      15.500%      2001       2011       2,769.62      2,769.62
             TEIS                                                                                       
               Fixed Rate                      15.500%      2001       2011         400.00        400.00
    E.  ZERO COUPON PEACE BOND                                                   35,000.00     35,000.00
                                                                                ----------  ------------
                                                            2001       2011      35,000.00     35,000.00
    F.  FIXED RATE PESO NOTES (CURR SWAP)                                        11,810.00     11,810.00
                                                                                ----------  ------------
         3 YR                                                                     6,330.00      6,330.00
                                                                                ----------  ------------
               Fixed Rate                                                                               
         5 YR                                  14.000%      2001       2004       6,330.00      6,330.00
                                                                                ----------  ------------
               Fixed Rate                                                         5,480.00      5,480.00
                                                                                ----------  ------------
                                               14.250%      2001       2006       5,480.00      5,480.00
    G.  US DOLLAR LINKED PHP. PESO NOTES (DLPNS)(2)                              12,000.00     12,080.50
                                                                                ----------  ------------
         2 YR                                                                     3,500.00      3,571.63
                                                                                ----------  ------------
               Fixed Rate                      8.5625%      2001       2003       3,500.00      3,571.63
         3 YR                                                                     8,500.00      8,508.86
                                                                                ----------  ------------
               Fixed Rate                     10.4375%      2001       2004       3,500.00      3,567.17
               Fixed Rate                      7.5625%      2002       2005       5,000.00      4,941.69
                                                                                ----------  ------------
    H.  FIXED RATE PROMISSORY NOTES                                              11,520.00     11,520.00
                                                                                ----------  ------------
         3 YR                                                                                           
               Fixed Rate                       8.125%      2002       2005       6,230.00      6,230.00
         5 YR                                                                                           
               Fixed Rate                       9.625%      2002       2007       5,290.00      5,290.00
I.   FIXED TERM DEPOSIT                        Various      2002       2003         305.08        305.08
II.  CONTINGENT OBLIGATIONS                                                      18,140.70     18,803.37
                                                                                ----------  ------------
    A.  NPC BONDS                                                                   140.70        140.70
                                                                                ----------  ------------
               Fixed Rate                       8.500%      1978       2003          20.00         20.00
               Fixed Rate                       8.500%      1978       2003          20.00         20.00
               Fixed Rate                       8.500%      1978       2003          20.00         20.00
               Fixed Rate                       8.500%      1978       2003          20.00         20.00
               Fixed Rate                       8.500%      1978       2003          20.00         20.00
               Fixed Rate                       8.500%      1978       2003          20.00         20.00
               Fixed Rate                       8.500%      1978       2003          10.00         10.00
               Fixed Rate                       8.500%      1978       2003          10.70         10.70
    B.  LAND BANK BONDS                                                                           662.67
                                                                                            ------------
               Fixed Rate                       6.000%                                            662.67
    C.  NDC AGRI-AGRA (ERAP BONDS)                                                7,000.00      7,000.00
                                                                                ----------  ------------
               Fixed Rate                       7.875%      1999       2004       5,000.00      5,000.00
               Fixed Rate                       6.875%      2002       2009       2,000.00      2,000.00
    D.  PAG-IBIG HOUSING BONDS BOND                                               4,000.00      4,000.00
                                                                                ----------  ------------
               Fixed Rate                       8.250%      2000       2005       4,000.00      4,000.00

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DOMESTIC GOVERNMENT SECURITIES(1) -- (CONTINUED)
AS OF DECEMBER 31, 2002 
(IN MILLIONS OF PESOS)

                                                        [Enlarge/Download Table]

                                                                            OUTSTANDING 
                            INTEREST                                           AS OF    
                              RATE          YEAR      YEAR OF    ORIGINAL   DECEMBER 31,
     INTEREST RATE BASIS   (PER ANNUM)   CONTRACTED  MATURITY     AMOUNT        2002    
     -------------------  -------------  ----------  ---------  ----------  ------------
                                                                                        
E. HGC ZERO COUPON BOND                                           7,000.00      7,000.00
                                                                ----------  ------------
        ADAPS                               2002       2007       5,000.00      5,000.00
        TAP                                 2002       2007       2,000.00      2,000.00

---------------                                                                 

(1) Excludes external securities of the Republic.                               

(2) Based on reference rate of P/US$ of P53.05 as of December 27, 2002.         

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GOVERNMENT GUARANTEED CORPORATE BONDS 
AS OF DECEMBER 31, 2001 
(IN MILLIONS OF PESOS)

                                                        [Enlarge/Download Table]

                                                                                                   OUTSTANDING BALANCE
                                              INTEREST                                                    AS OF       
                                             RATE/SPREAD      YEAR      YEAR OF   ORIGINAL AMOUNT   DECEMBER 31, 2001 
            INTEREST RATE BASIS              (PER ANNUM)   CONTRACTED   MATURITY    (IN PESOS)         (IN PESOS)     
            -------------------              -----------  ------------  --------  ---------------  -------------------
                                                                                                                      
National Power Corporation Bonds                                                                                      
    Fixed Rate                                  8.500%        1978        2003           20.00              20.00     
    Fixed Rate                                  8.500%        1978        2003           20.00              20.00     
    Fixed Rate                                  8.500%        1978        2003           20.00              20.00     
    Fixed Rate                                  8.500%        1978        2003           20.00              20.00     
    Fixed Rate                                  8.500%        1978        2003           20.00              20.00     
    Fixed Rate                                  8.500%        1978        2003           20.00              20.00     
    Fixed Rate                                  8.500%        1978        2003           10.00              10.00     
    Fixed Rate                                  8.500%        1978        2003           10.70              10.70     
                                                                                     ---------          ---------     
         TOTAL NPC BONDS                                                                140.70             140.70     
                                                                                     ---------          ---------     
MWSS Angat Bonds                                                                                                      
    91-Day Treasury Bill Rate                   0.000%*       1992        2002          230.00              17.71     
                                                                                     ---------          ---------     
         TOTAL MWSS ANGAT BONDS                                                         230.00              17.71     
                                                                                     ---------          ---------     
NDC Agri-Agra (Erap Bonds)                                                                                            
    Fixed Rate                                  7.875%        1999        2004        5,000.00           5,000.00     
                                                                                     ---------          ---------     
         TOTAL ERAP BONDS                                                             5,000.00           5,000.00     
                                                                                     ---------          ---------     
HDMF Bonds (PAG-IBIG)                                                                                                 
    Fixed Rate                                  8.250%        2000        2005        4,000.00           4,000.00     
                                                                                     ---------          ---------     
         TOTAL HDMF BONDS                                                             4,000.00           4,000.00     
                                                                                     ---------          ---------     
Land Bank Bonds                                                                                                       
    Fixed Rate                                  6.000%                                                     807.75     
                                                                                     ---------          ---------     
         TOTAL LBP BONDS                                                                                   807.75     
                                                                                     ---------          ---------     
NPC Negotiated T/Bills                                                                                                
    Fixed Rate                                 13.062%        2001        2002       11,000.00          11,000.00     
                                                                                     ---------          ---------     
         TOTAL NP NEGOTIATED T/BILLS                                                 11,000.00          11,000.00     
                                                                                     ---------          ---------     
         GRAND TOTAL CONTINGENT OBLIGATIONS                                          20,370.70          20,966.16     
                                                                                     =========          =========     

---------------                                                                 

Source: Bureau of the Treasury, Department of Finance.                          

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DOMESTIC DEBT OF THE REPUBLIC (OTHER THAN SECURITIES)(1)
AS OF DECEMBER 31, 2002 
IN MILLIONS OF CURRENCY INDICATED 

                                                        [Enlarge/Download Table]

                                                                           ORIGINAL AMOUNT       OUTSTANDING BALANCE  
                                                                             CONTRACTED        AS OF DECEMBER 31, 2002
                                                                        ---------------------  -----------------------
                               INTEREST                                    IN          IN         IN           IN     
                                 RATE       YEAR       YEAR OF          ORIGINAL   PHILIPPINE  ORIGINAL    PHILIPPINE 
        INTEREST RATE BASIS     SPREAD   CONTRACTED   MATURITY    CURR    CURR      PESO(2)      CURR        PESO(2)  
        -------------------    --------  ----------  -----------  ----  --------   ----------  ---------   -----------
                                                                                                                      
TOTAL                                                                                62,061                  23,860   
                                                                                     ------                  ------   
    DIRECT LOANS                                                                        216                  15,609   
                                                                                     ------                  ------   
      AGENCIES                                                                          216                  15,609   
                                                                                     ------                  ------   
        UNITED STATES DOLLARS                                                                                     4   
                                                                                                             ------   
          LIBOR 6 MOS.          0.8125%     1986            2003   USD       4          216          0            4   
        PHILIPPINE PESOS                                                                  0     15,605       15,605   
          INTEREST FREE         0.0000%     1953                   PHP                              79           79   
          INTEREST FREE         0.0000%     1953                   PHP                              48           48   
          INTEREST FREE         0.0000%     1953                   PHP                              29           29   
          INTEREST FREE         0.0000%     1953                   PHP                           6,821        6,821   
          INTEREST FREE         0.0000%     1945                   PHP                           6,599        6,599   
          INTEREST FREE         0.0000%     1945                   PHP                           1,686        1,686   
          INTEREST FREE         0.0000%     1945                   PHP                              21           21   
          INTEREST FREE         0.0000%     1960                   PHP                             217          217   
          INTEREST FREE         0.0000%     1985                   PHP                              64           64   
          INTEREST FREE         0.0000%     1993                   PHP                              28           28   
          INTEREST FREE         0.0000%     1989                   PHP                              14           14   
      ASSUMED LOANS (REAL)                                                           61,845                   8,251   
                                                                                     ------                  ------   
        PHILIPPINE PESOS                                                 2,297        2,297      2,297        2,297   
                                                                         -----       ------     ------       ------   
          INTEREST FREE           0.00%     1986     Upon Demand   PHP      63           63         63           63   
          INTEREST FREE           0.00%     1986     Upon Demand   PHP     134          134        134          134   
          INTEREST FREE           0.00%     1986     Upon Demand   PHP     120          120        120          120   
          INTEREST FREE           0.00%     1986     Upon Demand   PHP      72           72         72           72   
          INTEREST FREE           0.00%     1986     Upon Demand   PHP      50           50         50           50   
          INTEREST FREE           0.00%     1986     Upon Demand   PHP     200          200        200          200   
          INTEREST FREE           0.00%     1986     Upon Demand   PHP       1            1          1            1   
          INTEREST FREE           0.00%     1986     Upon Demand   PHP      66           66         66           66   
          INTEREST FREE           0.00%     1986     Upon Demand   PHP       3            3          3            3   
          INTEREST FREE           0.00%     1986     Upon Demand   PHP       3            3          3            3   
          INTEREST FREE           0.00%     1986     Upon Demand   PHP       4            4          4            4   
          INTEREST FREE           0.00%     1986     Upon Demand   PHP       8            8          8            8   
          INTEREST FREE           0.00%     1986     Upon Demand   PHP       1            1          1            1   
          INTEREST FREE           0.00%     1986     Upon Demand   PHP       1            1          1            1   
          INTEREST FREE           0.00%     1986     Upon Demand   PHP       9            9          9            9   
          INTEREST FREE           0.00%     1986     Upon Demand   PHP      84           84         84           84   
          INTEREST FREE           0.00%     1986     Upon Demand   PHP       3            3          3            3   
          INTEREST FREE           0.00%     1986     Upon Demand   PHP       6            6          6            6   
          INTEREST FREE           0.00%     1986     Upon Demand   PHP       1            1          1            1   
          INTEREST FREE           0.00%     1986     Upon Demand   PHP     261          261        261          261   
          INTEREST FREE           0.00%     1986     Upon Demand   PHP     913          913        913          913   
          INTEREST FREE           0.00%     1986     Upon Demand   PHP       6            6          6            6   
          INTEREST FREE           0.00%     1986     Upon Demand   PHP      54           54         54           54   
          INTEREST FREE           0.00%     1986     Upon Demand   PHP     229          229        229          229   

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GUARANTEED DOMESTIC DEBT OF THE REPUBLIC (OTHER THAN SECURITIES)(1) 
AS OF DECEMBER 31, 2002 
IN MILLIONS OF CURRENCY INDICATED 

                                                        [Enlarge/Download Table]

                                                                                      ORIGINAL AMOUNT   
                                                                                        CONTRACTED      
                                                                                   ---------------------
                                                INTEREST                              IN          IN    
                                                  RATE       YEAR       YEAR OF    ORIGINAL   PHILIPPINE
                          INTEREST RATE BASIS    SPREAD   CONTRACTED   MATURITY      CURR      PESO(2)  
                          -------------------   --------  ----------  -----------  --------   ----------
                                                                                                        
TOTAL                                                                                            2,358  
                                                                                                ------  
A. NATIONAL GOVERNMENT                                                                                  
    DIRECT GUARANTEE                                                                             2,078  
                                                                                                ------  
       US DOLLARS         LIBOR 6 MOS.           0.8125%     1986            2007      39        2,078  
B. GFI GUARANTEE ASSUMED                                                                                
    BY THE GOVERNMENT                                                                                   
    PER PROC. 50.                                                                     280          280  
                                                                                                ------  
       PHILIPPINE PESOS                                                                                 
                          INTEREST FREE          0.0000%     1986     Upon Demand       7            7  
                          INTEREST FREE          0.0000%     1986     Upon Demand      30           30  
                          91 DAY T/BILL          0.0000%     1986            2007      12           12  
                          92 DAY T/BILL          0.0000%     1986            2007      17           17  
                          93 DAY T/BILL          0.0000%     1986            2007      35           35  
                          94 DAY T/BILL          0.0000%     1986            2007       7            7  
                          95 DAY T/BILL          0.0000%     1986            2007       6            6  
                          96 DAY T/BILL          0.0000%     1986            2007       5            5  
                          97 DAY T/BILL          0.0000%     1986            2007       3            3  
                          98 DAY T/BILL          0.0000%     1986            2007       1            1  
                          99 DAY T/BILL          0.0000%     1986            2007      18           18  
                          100 DAY T/BILL         0.0000%     1986            2007      19           19  
                          101 DAY T/BILL         0.0000%     1986            2007      32           32  
                          102 DAY T/BILL         0.0000%     1986            2007      32           32  
                          103 DAY T/BILL         0.0000%     1986            2007       8            8  
                          104 DAY T/BILL         0.0000%     1986            2007      42           42  
                          105 DAY T/BILL         0.0000%     1986            2007       4            4  


                            OUTSTANDING BALANCE                                                         
                          AS OF DECEMBER 31, 2002                                                       
                          ------------------------                                                      
                             IN            IN                                                           
                          ORIGINAL     PHILIPPINE                                                       
                            CURR         PESO(2)                                                        
                          ---------    -----------                                                      
                                                                                                        
TOTAL                                     2,261                                                         
                                         ------                                                         
A. NATIONAL GOVERNMENT                                                                                  
    DIRECT GUARANTEE           39         2,078                                                         
                                         ------                                                         
       US DOLLARS              39         2,078                                                         
B. GFI GUARANTEE ASSUMED                                                                                
    BY THE GOVERNMENT                                                                                   
    PER PROC. 50.             183           183                                                         
                           ------        ------                                                         
       PHILIPPINE PESOS                                                                                 
                                7             7                                                         
                               30            30                                                         
                               12            12                                                         
                               17            17                                                         
                               15            15                                                         
                                7             7                                                         
                                6             6                                                         
                                5             5                                                         
                                3             3                                                         
                                1             1                                                         
                                5             5                                                         
                               19            19                                                         
                                1             1                                                         
                                5             5                                                         
                                3             3                                                         
                               42            42                                                         
                                4             4                                                         

---------------                                                                 

(1) Excludes securities issued by GOCCs                                         

(2) FX rate used: BSP reference rate as of December 27, 2002.                   

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ISSUER

REPUBLIC OF THE PHILIPPINES 
Department of Finance 
Office of the Secretary 
Department of Finance Building
BSP Complex 
Manila
Republic of the Philippines 

                                                                [Download Table]
                                                                           
 FISCAL AGENT, PRINCIPAL PAYING                 LISTING, PAYING AND        
             AGENT,                                TRANSFER AGENT          
  TRANSFER AGENT AND REGISTRAR                                             
      JPMORGAN CHASE BANK                 J.P. MORGAN BANK LUXEMBOURG S.A. 
        4 New York Plaza                           5 Rue Plaetis           
           15th Floor                            L-2338 Luxembourg         
    New York, New York 10004                                               
    United States of America                                               

  LEGAL ADVISORS TO THE ISSUER           LEGAL ADVISORS TO THE UNDERWRITERS
          as to US law                              as to US law           
         ALLEN & OVERY                   CLEARY, GOTTLIEB, STEEN & HAMILTON
9th Floor, Three Exchange Square                Bank of China Tower        
            Central                               One Garden Road          
         Hong Kong SAR                             Hong Kong SAR           
      as to Philippine law                      as to Philippine law       
     DEPARTMENT OF JUSTICE                 ROMULO, MABANTA, BUENAVENTURA   
       Padre Faura Street                      SAYOC & DE LOS ANGELES      
             Malate                          30th Floor, Citibank Tower    
             Manila                             8741 Paseo De Roxas        
  Republic of the Philippines                       Makati City            
                                            Republic of the Philippines    


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[REPUBLIC OF THE PHILIPPINES LOGO]

UNTIL NOVEMBER 26, 2003, ALL DEALERS THAT EFFECT TRANSACTIONS IN THE GLOBAL     
BONDS, WHETHER OR NOT PARTICIPATING IN THIS OFFERING, MAY BE REQUIRED TO DELIVER
A PROSPECTUS. THIS IS IN ADDITION TO THE DEALERS' OBLIGATION TO DELIVER A       
PROSPECTUS WHEN ACTING AS UNDERWRITERS AND WITH RESPECT TO THEIR UNSOLD         
ALLOTMENTS OR SUBSCRIPTIONS.                                                    

Dates Referenced Herein   and   Documents Incorporated by Reference

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		11/26/03		175
		10/23/03		1
Filed on:		10/17/03							424B4
		10/16/03		1		24
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		9/30/03		10		11
		9/24/03		1		98			S-B/A
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		8/31/03		10		84
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		4/24/03		31		107
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		2/19/03		114					424B1
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