OFFICIAL
                                      DOCUMENTS

                                                        LOAN NUMBER 8191-BR




               Guarantee Agreement
 (State of Rio de Janeiro Fiscal Efficiency for Quality of Public Service Delivery
                             Development Policy Loan
Programa de Desenvolvimento Economic°, Social e de Sustentabilidade Fiscal II do
                     Estado do Rio de Janeiro — PRODESF II)


                                     between


                    FEDERATIVE REPUBLIC OF BRAZIL


                                       and


             INTERNATIONAL BANK FOR RECONSTRUCTION
                        AND DEVELOPMENT




                      Dated OC-iabe           3 0 , 2012
                                                              LOAN NUMBER 8191-BR


                            GUARANTEE AGREEMENT

        AGREEMENT, dated 06 1-ober 3                    2012, entered into between
                                                          ,



FEDERATIVE REPUBLIC OF BRAZIL ("Guarantor") and INTERNATIONAL BANK
FOR RECONSTRUCTION AND DEVELOPMENT ("Bank") ("Guarantee Agreement")
in connection with the Loan Agreement of same date between the Bank and STATE OF
RIO DE JANEIRO ("Borrower") ("Loan Agreement"). The Guarantor and the Bank
hereby agree as follows:


             ARTICLE I — GENERAL CONDITIONS; DEFINITIONS

      Section 1.01. The General Conditions (as defined in the Appendix to the Loan
Agreement) constitute an integral part of this Agreement.

        Section 1.02. Unless the context requires otherwise, the capitalized terms used in
this Agreement have the meanings ascribed to them in the General Conditions or in the
Loan Agreement.

                             ARTICLE II — GUARANTEE

        Section 2.01. The Guarantor hereby unconditionally guarantees, as primary
obligor and not as surety merely, the due and punctual payment of all Loan Payments
payable by the Borrower pursuant to the Loan Agreement.


                 ARTICLE III —REPRESENTATIVE; ADDRESSES

        Section 3.01. The Guarantor's Representative is its Minister of Finance.

        Section 3.02. The Guarantor's Address is:

                Ministerio da Fazenda
                Procuradoria Geral da Fazenda Nacional
                Esplanada dos Ministerios
                Bloco "P", 8°. Andar
                700048-900, Brasilia, DF
                BRAZIL

                 Facsimile: +(55-61) 3412-1740
       Section 3.03. The Bank's Address is:

              International Bank for
               Reconstruction and Development
              1818 H Street, N.W.
              Washington, D.C. 20433
              United States of America

              Cable:                   Telex:                  Facsimile:

              INTBAFRAD                248423 (MCI) or        (202) 477-6391
              Washington, D.C.          64145 (MCI)


        AGREED at P, 0 de141 fief             Kederc,   e, ke/91     c 18672(1as of
the day and year first above wri en.


                                       FEDERATIVE REPUBLIC OF BRAZIL


                                       By

                                                             Authorized Representative



                                       INTERNATIONAL BANK FOR
                                       RECONSTRUCTION AND DEVELOPMENT


                                       By               /law/4 ie
                                                             Authorized Representative
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