407 Establishes MTN PRogram and Issues Notes

407 International Inc. filed a short form base shelf prospectus on November 17, 2003, in respect of the establishment of a medium term note program providing for the issuance of up to $1 billion principal amount of medium term notes, comprising of up to $500 million principal amount of senior notes and up to $500 million principal amount of subordinated notes. The dealer syndicate included BMO Nesbitt Burns Inc., RBC Dominion Securities Inc., TD Securities Inc., Scotia Capital Inc., National Bank Financial, Casgrain & Company Ltd., CIBC World Markets Inc. and Merrill Lynch Canada Inc.

Following the establishment of the program on November 21, 407 issued $230 million principal amount of 4 per cent subordinated notes due on February 21, 2006. The dealer syndicate was led by BMO Nesbitt Burns, and included RBC Dominion Securities, TD Securities, Scotia Capital, National Bank Financial and Casgrain & Company. The proceeds of this offering were used to repay the outstanding $205 million principal amount of 4.5 per cent subordinated bonds, series 01-C2, which matured on December 4.

407 was represented by Fraser Milner Casgrain LLP, with a team that included Doug Scott, James Janetos, William Fung, Joshua Yarmus and Catherine Pham (corporate/securities) and Christopher Steeves (tax). The dealers were represented by Davies Ward Phillips & Vineberg LLP, with a team that included Carol Pennycook, Patrick Moyer and Daniel Batista (securities) and John Zinn (tax).


Doug H. Scott Catherine Pham Christopher J. Steeves Carol D. Pennycook Joshua S. Yarmus John Zinn Daniel Batista Jim Janetos William Fung Patrick E. Moyer


Dentons Canada LLP Davies Ward Phillips & Vineberg LLP