The Republic of Ecuador (the "Republic" or "Ecuador") is offering an aggregate principal amount of U.S.$2,000,000,000 of its 7.95% Notes due June 20, 2024 (the "Notes"). Interest on the Notes will be payable semiannually in arrears on December 20 and June 20 of each year commencing on December 20, 2014. The Notes will mature on June 20, 2024.

OFFERING CIRCULAR
The Republic of Ecuador
U.S. $ 2,000,000,000
7.95 % Notes due 2024
The Republic of Ecuador (the "Republic" or "Ecuador") is offering an aggregate principal amount of
U.S.$2,000,000,000 of its 7.95% Notes due June 20, 2024 (the "Notes"). Interest on the Notes will be payable semiannually
in arrears on December 20 and June 20 of each year commencing on December 20, 2014. The Notes will
mature on June 20, 2024.
The Notes will contain provisions, commonly known as "collective action clauses," regarding acceleration of the Notes
and voting on future amendments, modifications and waivers to the terms and conditions of the Notes. These
provisions differ from those applicable to certain of the Republic's outstanding External Indebtedness (as defined
herein). Under such provisions, which are described in the sections entitled "Description of the Notes — Events of
Default" and "Description of the Notes — Modifications," the Republic may amend the payment provisions of the
Notes and certain other terms with the consent of the holders of 75% of the aggregate amount of the outstanding Notes.
Except as described herein, payments on the Notes will be made without deduction for or on account of withholding
taxes imposed by the Republic. There is currently no public market for the Notes. Application has been made to list
the Notes on the Official List of the Luxembourg Stock Exchange and to have the Notes admitted to trading on the
Euro MTF Market. This Offering Circular constitutes a prospectus for the purpose of the Luxembourg Law dated
July 10, 2005 on prospectuses for securities, as amended. The Notes are and will be issued in registered form and,
in limited circumstances, definitive form in minimum denominations of U.S.$200,000 and integral multiples of
U.S.$1,000 in excess thereof.
See "Risk Factors" beginning on page 14 regarding certain risk factors you should consider before investing
in the Notes.
___________________
Price: 100.00 %
plus accrued interest, if any, from June 20, 2014
Delivery of the Notes will be made on or about June 20, 2014.
The Notes have not been and will not be registered under the Securities Act of 1933, as amended (the "Securities
Act"). The Notes may not be sold within the United States or to U.S. persons except to qualified institutional buyers
in reliance on the exemption from registration provided by Rule 144A under the Securities Act and offered and sold
to certain persons in offshore transactions in reliance on Regulation S under the Securities Act. You are hereby
notified that sellers of the Notes may be relying on the exemption from the provisions of Section 5 of the Securities
Act provided by Rule 144A under the Securities Act.
The Notes will be represented by one or more permanent global notes in fully registered form without interest
coupons, deposited with a common depositary for Euroclear Bank S.A./N.V. ("Euroclear") and Clearstream Banking,
société anonyme ("Clearstream"). Beneficial interests of Euroclear participants in the global notes will be shown on,
and transfers thereof between Euroclear participants will be effected only through, records maintained by Euroclear
and its direct and indirect participants, including Clearstream Banking, société anonyme. See "Book-Entry
Settlement and Clearance."
ANY OFFER OR SALE OF NOTES IN ANY MEMBER STATE OF THE EUROPEAN ECONOMIC AREA
(THE "EEA") THAT HAS IMPLEMENTED DIRECTIVE 2003/71 EC (THE "PROSPECTUS DIRECTIVE")
MUST BE ADDRESSED TO QUALIFIED INVESTORS (AS DEFINED IN THE PROSPECTUS DIRECTIVE).
Joint Bookrunners
Citigroup Credit Suisse
The date of this Offering Circular is June 17, 2014