TD Bank Files $4B Shelf Prospectus

The Toronto-Dominion Bank filed a short-form base shelf prospectus dated December 12, 2002, with respect to up to $4 billion of common shares, preferred shares and debt securities and concurrently filed in the U.S. a registration statement pursuant to the multijurisdictional disclosure system qualifying the sale in the U.S. of up to US$200 million of such securities. The net proceeds of any offerings under this shelf prospectus are intended to be added to TD Bank’s general funds and to be utilized for general banking purposes.

TD Bank was represented in-house by Peter Aust, vice-president, capital finance; Norie Campbell, associate vice-president, legal; Rasha El Sissi, senior counsel; and Sandra Caswell, senior legal officer, corporate; assisted by McCarthy Tétrault LLP with a team that included Philip Moore, David Woollcombe, Stu Miller, Martha Hundert and Wendi Locke (corporate and securities) and Judith Woods and Jerald Wortsman (tax). In the U.S., TD Bank was represented by Simpson Thacher & Bartlett with a team that included Lee Meyerson and Dominique Schulte.

Lawyer(s)

Philip C. Moore David E. Woollcombe Jerald M. Wortsman Lee A. Meyerson Martha R. Hundert Stuart M. Miller Wendi A. Locke

Firm(s)

McCarthy Tétrault LLP Simpson Thacher & Bartlett LLP