The Notes are not guaranteed by, and do not constitute the obligation of, the country of Ukraine (‘‘Ukraine’’ or the ‘‘State’’), either directly or acting through the Ministry of Finance of Ukraine, nor does Ukraine have any responsibility to facilitate enforcement in the event of a default on the Notes.

The Notes are not guaranteed by, and do not constitute the obligation of, the country of Ukraine (‘‘Ukraine’’ or the ‘‘State’’), either directly or acting through the Ministry of Finance of Ukraine, nor does Ukraine have any responsibility to facilitate enforcement in the event of a default on the Notes.



U.S.$300,000,000 9.375 per cent. Loan Participation Notes due 2016 issued by, but with limited recourse to, Kyiv Finance plc for the sole purpose of financing a corresponding loan to The City of Kyiv acting through the Kyiv City Council Issue Price of the Notes: 100 per cent. Kyiv Finance plc, incorporated under the laws of England and Wales (the ‘‘Issuer’’), is issuing an aggregate principal amount of U.S.$300,000,000 9.375 per cent. Loan Participation Notes due 2016 (the ‘‘Notes’’) for the sole purpose of financing a U.S.$300,000,000 loan (the ‘‘Loan’’) to The City of Kyiv, acting through the Kyiv City Council, a legal entity under the laws of Ukraine (the ‘‘Borrower’’ or the ‘‘City’’), pursuant to a loan agreement dated 4 July 2011 (the ‘‘Loan Agreement’’) between the Issuer and the Borrower. Pursuant to the trust deed (the ‘‘Trust Deed’’) relating to the Notes between the Issuer and Deutsche Trustee Company Limited, as trustee (the ‘‘Trustee’’), the Issuer will provide certain security for all payment obligations in respect of the Notes for the benefit of the Noteholders (as defined in the Loan Agreement), including a first fixed charge in favour of the Trustee of all amounts paid and payable to it under the Loan Agreement and an assignment to the Trustee of the Issuer’s rights and interests under the Loan Agreement, other than in respect of certain reserved rights (as more fully described in ‘‘Description of the Transaction and the Security’’). Interest on the Notes will be paid at an annual rate equal to 9.375 per cent., subject to receipt of funds therefor from the Borrower. The Issuer will make interest payments on the Notes in arrear on 11 January and 11 July in each year, commencing on 11 January 2012, as described under ‘‘Terms and Conditions of the Notes-Interest’’. The Terms and Conditions of the Notes shall be referred to as the ‘‘Terms and Conditions of the Notes’’.

Kyiv Finance PLC DL-LPN 11(16)Cty of Kyiv Reg.S

ISIN	XS0644750027
WKN	A1GTD9