The Republic of Argentina Offers to Owners of EACH SERIES OF BONDS LISTED IN ANNEX A TO THIS PROSPECTUS SUPPLEMENT (collectively, the “Eligible Securities”) to exchange Eligible Securities for its

 The Republic of Argentina Offers to Owners of EACH SERIES OF BONDS LISTED IN ANNEX A TO THIS PROSPECTUS SUPPLEMENT (collectively, the “Eligible Securities”) to exchange Eligible Securities for its PAR BONDS DUE DECEMBER 2038 (“PARS”), DISCOUNT BONDS DUE DECEMBER 2033 (“DISCOUNTS”), QUASI-PAR BONDS DUE DECEMBER 2045 (“QUASI-PARS”) AN

D GDP-LINKED SECURITIES THAT EXPIRE IN DECEMBER 2035 (“GDP-LINKED SECURITIES”) collectively, the “New Securities,” on the terms and conditions described in this prospectus supplement. The GDP-linked Securities will initially be attached to the Pars, Discounts and Quasi-pars. The aggregate Eligible Amount (as defined below) of all Eligible Securities currently outstanding is U.S.$81.8 billion, comprising U.S.$79.7 billion of principal and U.S.$2.1 billion of accrued but unpaid interest as of December 31, 2001, based on exchange rates in effect on December 31, 2003. For a discussion of risk factors which you should consider in evaluating this Offer, see “Risk Factors” beginning on page S-29 of this prospectus supplement and page 17 of the accompanying prospectus