0001047469-04-016108 Sample Contracts

QUÉBEC DUE MAY 5, 2014 FISCAL AGENCY AGREEMENT
Fiscal Agency Agreement • May 6th, 2004 • Quebec • Foreign governments

WHEREAS pursuant to an underwriting agreement (the "Underwriting Agreement"), dated December 11, 2003, among the Issuer, Merrill Lynch, Pierce, Fenner & Smith Incorporated, Credit Suisse First Boston LLC, CIBC World Markets Corp., Citigroup Global Markets Inc., J.P. Morgan Securities Inc., Putnam Lovell NBF Securities Inc., RBC Capital Markets Corporation (formerly RBC Dominion Securities Corporation) and Scotia Capital (USA) Inc., and a terms agreement (the "Terms Agreement"), dated April 26, 2004, between the Issuer and Merrill Lynch, Pierce, Fenner & Smith Incorporated, as Representative of the several Underwriters named therein, the Issuer has agreed to create, issue and sell U.S.$1,000,000,000 of 4.875% Global Notes Series PY Due May 5, 2014 (herein collectively called the "Notes" or individually a "Note");

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QUÉBEC
Terms Agreement • May 6th, 2004 • Quebec • Foreign governments

Québec Ministère des Finances Direction de la documentation financière et du Fonds de financement 12 rue Saint-Louis Québec, Québec Canada G1R 5L3

BÉLANGER SAUVÉ LETTERHEAD]
Quebec • May 6th, 2004 • Foreign governments

With reference to the proposed issue and sale by Québec to the underwriters (the "Underwriters") named in Schedule I to the Terms Agreement hereinafter mentioned of 4.875% Global Notes, Series PY (the "Notes"), to be dated May 5, 2004, to mature May 5, 2014, we have examined the following documents:

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