Textron Financial Establishes US$4B MTN Program

Textron Financial Canada Funding Corp. (TFCFC) established a US$4 billion medium term note program, on September 26, 2003, pursuant to a multijurisdicational disclosure system prospectus that was simultaneously filed with the US Securities and Exchange Commission. Textron Financial Corp. (TFC) is the guarantor of TFCFC’s notes and it is also an issuer of its own medium term notes under the US prospectus. The dealers were RBC Dominion Securities Inc., BMO Nesbitt Burns Inc. and Scotia Capital Inc.

TFCFC and TFC were represented by in-house counsel William Clegg; in Canada by Steven Smith, Eleanor Farrell and Patrick Donnelly (corporate) and Greg Wylie (tax) of Osler, Hoskin & Harcourt LLP, and Fraser MacFadyen of Stewart McKelvey Stirling Scales in Halifax; and in the US by Laura Wilkinson and Greg Pusch, and Scott Pinarchick (tax) of Edwards & Angell, LLP in Providence.

The dealers were represented by Torys LLP, with a team that included Glen Johnson and Jennifer Soward (corporate) and Tim Rorabeck (tax); and in the US by Sidley Austin Brown & Wood LLP, with a team that included Bill Massey and Charles Miller.

Lawyer(s)

D. Fraser MacFadyen Gregory Pusch Jennifer J. Soward Steven W. Smith Patrick Donnelly Glen R. Johnson Gregory R. Wylie William R. Massey Timothy P. Rorabeck

Firm(s)

Osler, Hoskin & Harcourt LLP Stewart McKelvey Edwards & Angell LLP Torys LLP Sidley Austin LLP