BCE Completes Public Offering

On August 12, 2002, BCE Inc. closed a public offering of 85 million common shares at $24.45 per share, further to its prospectus supplement dated August 7, 2002 to its August 1, 2002 short-form shelf prospectus. Total gross proceeds were $2,078,250,000. The net proceeds resulting from the sale of the common shares will be used to pay part of the acquisition price of SBC Communication Inc.’s minority interest in Bell Canada.

The common shares were offered through an underwriting syndicate with RBC Capital Markets Inc. acting as lead manager and global book runner, Scotia Capital Inc., co-lead and Canadian co-book runner, Credit Suisse First Boston Corporation, co-lead and U.S. co-book runner and BMO Nesbitt Burns Inc., co-lead manager.

BCE was represented in-house by Martine Turcotte, chief legal officer; Marc Ryan, corporate secretary; Ildo Ricciuto, assistant general counsel, compliance; and Eric Paul-Hus, senior legal counsel; and by Stikeman Elliott with a team that included Jean Marc Huot, Marc Barbeau, Steeve Robitaille, Benoît Dubord, Robert Carelli and Maxime Turcotte (corporate and securities) and Marie-Andrée Beaudry (tax); and Davis Polk & Wardwell in New York, with a team that included Alan Dean, Donna Chambers and John Meade (corporate) and Mario Verdolini (tax).

Acting for the underwriters were Norman Steinberg, Solomon Sananes, Steve Malas and Stephen Kelly (corporate) and Jules Charette (tax) of Ogilvy Renault and Robert Buckholz, Jr., Eric Wigginton and Chon Beng Tan of Sullivan & Cromwell in New York.