National Bank of Canada Issues $500 Million of Medium Term Notes

On May 1, 2008, National Bank of Canada (TSX: NA) issued $500 million of medium term notes (the “Series 6 Notes”) constituting subordinated indebtedness through its Medium Term Notes Program. The net proceeds from the issuance of the Series 6 Notes will be added to the general funds of the Bank and will be used for general banking purposes. The Series 6 Notes are eligible for inclusion as Tier 2B capital of the bank.

The offering of the Series 6 Notes is made pursuant to the Short Form Base Shelf Prospectus dated September 21, 2006, and a Pricing Supplement relating to the Series 6 Notes, which will be filed by the bank with the securities regulatory authorities in all provinces of Canada. National Bank Financial Inc. acted as lead agent for the offering.

National Bank of Canada was represented by in-house counsel, Dominic Paradis, senior manager, securities & subsidiaries, Mélanie Viguié-Bilodeau, legal counsel, with the assistance of a team from McCarthy Tétrault LLP that consisted of Daniel Bénay, Frédéric Cotnoir and Eleonore Derome.

The agents were advised by a team from Fasken Martineau DuMoulin LLP that included Jean-Pierre Chamberland, Catherine Isabelle and Nicolas Morin.