Fiserv Acquisition

Fiserv announced Thursday afternoon that its Fiserv Colombia Limitada subsidiary has acquired the ‘FACT 400’ credit card solution and related intellectual property assets. ‘FACT 400’, used extensively in Latin America, was developed by Columbian-based Compania Latinoamericana de Software. ‘FACT 400’ has been deployed in 19 financial institutions and credit providers in Latin America. The most common types of programs offered by the ‘FACT 400’ client base are MasterCard, VISA, American Express and private label. The acquisition marks the 12th acquisition by Fiserv this year, for combined revenues of more than $380 million. Through the acquisitions Fiserv has gained over 4,000 employees, bringing its total employee base worldwide to nearly 18,000.

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STRATEGYWARE

Fair, Isaac and Company, Inc., the leading global provider of creative
analytics and decision technology, announced that Banco Santander Brasil SA,
one of the largest private banks in Brazil and a subsidiary of Spain-based
Santander Central Hispano Group, completed implementation of Fair, Isaac’s
advanced StrategyWare decision engine for seamless, automated decision-making
in its account origination operations.

Banco Santander also acquired Fair, Isaac Decision System(TM) software for
improved account management decisions in its Risk unit — in areas such as
credit limit increase, customer pre-approval, and collection strategy
implementation — as well as for use in the Database Marketing and Product
unit. By implementing Decision System, Santander Brasil expects to attain a
technology infrastructure level that will complete the risk evaluation cycle
not only in its account origination operations, but also in portfolio
management.

“StrategyWare and Decision System will greatly expand Banco Santander’s
ability
to leverage advanced decision engine technology and boost the profitability of
their portfolios and customers in the highly competitive Brazilian financial
community,” said Robert Duque-Ribeiro, vice president, Latin America &
Caribbean Market, at Fair, Isaac. “Banco Santander is sending a strong message
regarding its commitment to provide high-quality customer service in
applying a
leading account origination solution and sophisticated banking strategy.”
“Fair, Isaac’s experience and reputation in the global financial services
industry as well as the ease and speed with which StrategyWare could
already be
integrated into our business systems made this a clear-cut choice for us,”
said
Marcelo Villaca, Head of Consumer Credit for Santander Brasil. “These new risk
management solutions will provide us with the critical tools to succeed in
this
complex, challenging environment and offer the support needed to optimize our
customer-level business decisions.”

StrategyWare and Decision System are two of Fair, Isaac’s Strategy Machine(TM)
solutions that automate and improve business strategies, infusing smarter
decisions throughout the enterprise. StrategyWare is a comprehensive and
flexible decision strategy management system that gives credit analysts and
other business users a sophisticated ability to design, test and execute
complex decision strategies, without relying on programming support. It
processes decision requests by applying user-defined decision strategies and
generates responses including decisions and actions. These can be used by the
client’s credit application processing system to speed responses to
applicants,
match products to applicants more effectively and control risk. Fair, Isaac
Decision System is a powerful system that allows businesses to quickly design
and implement analytically driven decision engines that can be executed in
real
time to consistently and automatically make decisions that lead to improved
business performance.

Banco Santander’s parent group, SCH, has taken steps to streamline and
standardize credit application and account management processes throughout its
multi-country lending network operations. This includes implementation of
Fair,
Isaac’s StrategyWare and TRIAD(TM) adaptive control system as an
enterprise-wide standard platform.

Brazil, with a population of 165 million and a rapidly growing consumer and
commercial credit industry, is a catalyst for growth in Latin America, making
this country a key market for Fair, Isaac. Currently, the company counts seven
out of the ten largest private Brazilian banks as its customers.

About Fair, Isaac

Fair, Isaac and Company is the preeminent provider of creative analytics that
unlock value for people, businesses and industries. The company’s predictive
modeling, decision analysis, intelligence management and decision engine
systems power more than 14 billion decisions a year. Founded in 1956, Fair,
Isaac helps thousands of companies in over 60 countries acquire customers more
efficiently, increase customer value, reduce risk and credit losses, lower
operating expenses and enter new markets more profitably. Most leading banks
and credit card issuers rely on Fair, Isaac’s analytic solutions, as do
insurers, retailers, telecommunications providers and other customer-oriented
companies. Through the www.myfico.com Web site,
consumers use the company’s FICO(R) scores, the standard measure of credit
risk, to manage their financial health. For more information, visit
www.fairisaac.com.

About Banco Santander Brasil

Banco Santander is a fast-growing financial institution with a solid position
in the Brazilian marketplace. The bank has adopted a universal,
customer-centric quality model designed to maintain high-quality, personalized
customer service through optimization of its distribution network and
development of new distribution channels.
Banco Santander Central Hispano’s Corporate Quality unit implemented an annual
process of auto-diagnosis throughout its Latin American branches. Based on the
evaluation of the “Premio Iberoamericano da Qualidade,” this auto-diagnosis
aims at evaluating the evolution of each bank in its different levels of
management. In 2001, Santander Brasil was awarded a “reference of excellence”
for consumer risk management in Latin America. The implementation of a new
decisioning process using Fair, Isaac’s StrategyWare greatly contributed to
this achievement.

About SCH

Banco Santander Central Hispano is the leading financial group in Spain and
Latin America, the third largest bank in the Euro zone and one of leading 15
banks in the world by market capitalization. The Group is present in 42
countries with over 125,000 employees and 10,800 branches to serve its more
than 35 million customers, and as of December 31, 2000, its total volume of
managed funds exceeded 437,500 million euros.

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Unemployment Impact

The government’s employment report, released this morning, shows the nation’s unemployment rate jumped to 5.7% in November from 5.4% in October, and 4.9% in September. The news may spell higher than expected delinquency and chargeoffs for credit card issuers during the fourth quarter. The November unemployment rate is the highest level in six years. The change between September and October was the highest one-month jump in 21 years. According to the Bureau of Labor Statistic, the number of unemployed persons increased by 419,000 to 8.2 million in November. Since October 2000 unemployment has risen by 2.6 million and the unemployment rate has increased by 1.8 percentage points, of which 1.4 percentage points have come since the beginning of the recession in March. According to the latest issue of RAM Research Group’s ‘Bankcard Barometer’, 30+ day delinquency hit 5.29% during October, the highest level since April 1998. Chargeoffs hit 6.33% in October, the highest level in 11 years.

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FTS DEAL

SLMsoft.com Inc., a leading global provider of e-financial solutions,
announced
a $500,000 software
license contract with the Mashreqbank of the United Arab Emirates.

Under the terms of the agreement, SLMsoft.com will provide its FTS
software to manage the Bank’s point-of-sale transactions for more than 5,000
merchants located throughout the UAE. This transaction was made in conjunction
with Al Ghurair Enterprises for Computers, SLMsoft.com’s exclusive
distributor in the UAE, which also helped SLMsoft.com conclude a sale to the
Central Bank UAE in August of this year.

“Mashreqbank is one of the largest retail banking operations in the Gulf
Region and a welcome addition to our growing list of clients in the Middle
East,” said Govin Misir, Chairman & CEO, SLMsoft.com. “Our recent sale to the
Central Bank of the UAE helped to raise our profile in the region by
demonstrating first-hand the strength and flexibility of our software
products. For the Mashreqbank, our FTS software can ultimately serve as a
platform technology for the Bank to manage their entire transaction management
network. We look forward to expanding our relationship with them in the
future.”

“This contract will allow the Mashreqbank to enhance its position as the
premier retail bank in the UAE and will strengthen our lead in the area of
providing the most efficient and cost-effective point-of-sale technology to
our local merchants,” said Mohamed Fouz, Vice President and Head of
Technology, Mashreqbank. “We selected SLMsoft.com’s solution after a thorough
search for a new provider. SLMsoft.com’s superior technology provides our
network with faster response times that are secure, reliable and ultimately
the most cost effective. Furthermore, SLMsoft.com’s FTS solution can serve as
a foundation to upgrade our entire end-to-end transaction management network.”

About FTS Software

FTS enables efficient transactions from any end-user delivery channel and
exchanges them securely and seamlessly with any destination. SLMsoft.com’s FTS
switching technology is installed throughout the world and is acknowledged as
the leading edge technology in its field. FTS is capable of providing
scaleable transaction management solutions to meet the needs for small
financial institutions and for such world leading global banks as the Bank of
China. SLMsoft.com’s open system FTS technology is replacing the Bank’s
previous proprietary national switch providing the Bank with the inherent
flexibility of open system technology. Linked with SLMsoft.com’s java based
MCF architecture, the FTS solution provides significant value to its customers
through managing the customer information for all applications.

About SLMsoft.com

Founded in 1986, SLMsoft.com is a leading developer of electronic payment
systems and transaction processing solutions, including e-commerce
applications with a focus on the financial services industry. SLMsoft.com
provides real-time end-to-end e-banking solutions that include Internet
banking, interactive voice recognition (IVR), debit and credit card issuing,
automated teller machines and point-of-sale network management, retail branch
management, and e-CRM enabling technology. SLMsoft.com also provides
investment brokerage client and portfolio management applications for the
brokerage industry; e-health solutions which enable health insurance claims to
be evaluated at the point of service, processed and settled in real time; and
e-government solutions which enable consumers to pay fees for government
services in person, at kiosks, through IVR systems or the Internet. For more
information, please visit the Company’s website at
http://www.slmsoft.com.

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FACT 400 ACQUISITION

Fiserv, Inc. announced that its Fiserv Colombia Limitada
subsidiary has acquired the FACT 400 credit card solution and related
intellectual property assets. A powerful and comprehensive credit card
solution
for financial institutions throughout Latin America, FACT 400 was developed by
Compania Latinoamericana de Software S.A., a Colombian provider of
software and services to financial institutions. Terms of the acquisition were
not disclosed.

“The FACT 400 credit card solution has a very positive reputation in the Latin
American market, and will add a product line to our CBS Worldwide business for
which there is a growing demand among our international client base,” said
Leslie M. Muma, Fiserv President and CEO. “The acquisition of this solution
will be another building block in the delivery of the Fiserv end-to-end
business and technology solution for international financial institutions. In
addition, this agreement marks the 12th acquisition we’ve made in 2001, for
combined revenues of more than $380 million. Through these acquisitions we’ve
also gained the resources of over 4,000 employees, bringing our total Fiserv
employee base worldwide to nearly 18,000.”

The credit card solution and the employees that support and develop it will
become part of the Fiserv CBS Worldwide organization. It will be managed
through the Fiserv business in Bogota, Colombia, allowing the company to
leverage a well-trained, local workforce as well as expand its presence in and
commitment to Latin America.

“Many of our Latin American clients have expressed interest in a credit card
program, and FACT 400 clients speak highly of the solution, noting how quickly
they were able to get products to market,” said Norman J. Balthasar, President
and Chief Operating Officer of the Fiserv Financial Institution Group. “While
we have a credit card solution for clients within the United States, until now
we did not have a similar offering to meet the specific needs of the
international marketplace. Although we will deploy FACT 400 initially in Latin
America, our strategic focus is to offer a robust credit card solution to all
international financial institutions.”

FACT 400 has a strong reputation in Latin America in part because it is
designed to meet requirements specific to the region. Created in Colombia, the
solution is highly parameter-driven, which allows a variety of financial
institutions to launch credit card programs quickly, meeting and exceeding
market needs.

FACT 400 has been deployed in 19 financial institutions and credit
providers in
Latin America. The most common types of programs offered by the FACT 400
client
base are MasterCard, Visa, American Express and private label.
The solution is written using Computer Associates’ COOL:2E computer-aided
software engineering tool and runs on IBM iSeries servers. FACT 400 supports
full management of all phases of account and merchant management, including
tracking and opening of individual and merchant accounts, issuance of plastic
cards, authorization, billing and posting of transactions, payment processing,
tracking past due balances, clearing and settlement of transactions, and data
capture services (terminals).

Fiserv CBS Worldwide is a unit of Fiserv, Inc. that delivers end-to-end
business and technology solutions for financial institutions. Through its
offices in Orlando, London, Singapore, Sydney, Jakarta, Manila, Warsaw, and
Bogota, Fiserv CBS Worldwide enables more than 200 financial institutions to
deliver core processing and personalized customer relationship management
solutions and servicing through multiple channels. Fiserv CBS Worldwide can be
found on the Internet at
http://www.cbs.fiserv.com.

Fiserv, Inc. (Nasdaq: FISV) is an independent, full-service provider of
integrated data processing and information management systems to the financial
industry. As a leading technology resource, Fiserv serves more than 10,000
financial service providers worldwide, including banks, broker-dealers, credit
unions, financial planners/investment advisers, insurance companies and
agents,
mortgage banks, and savings institutions. Headquartered in Brookfield,
Wisconsin, Fiserv also can be found on the Internet at
http://www.fiserv.com.

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I-WEALTHVIEW BANKING

Fincentric Corporation, a leading global provider of wealth management and
next
generation banking software, announced today that it has released the newest
version of its core banking system, i-Wealthview Banking 3.5 as
scheduled.
The system has significant advancements in the functionality of its core
banking applications, new marketing tools for customized and targeted
campaigns, and supports global financial institutions though multi-language
and
multi-currency capabilities.

“The release of i-Wealthview 3.5 — the fourth product we’ve unveiled this
year
— is by far the most significant release we have ever achieved,” said Mike
Cardiff, Fincentric President and CEO. “It represents the most feature-rich,
large scale application we’ve ever developed towards supporting the next
generation in banking and wealth management. Its deep functionality and robust
integration enables unprecedented capabilities delivered across all service
touchpoints including Internet, wireless and traditional channels.”
The release of i-Wealthview 3.5 follows Fincentric’s release of i-Wealthview
Enterprise Server(TM), i-Wealthview Wireless(TM) and i-Wealthview Portal(TM)
earlier this year. “As a technology company,” Cardiff said, “we pride
ourselves
on building our credibility through execution. We have achieved these
significant milestones on time, on budget and have developed a powerful and
truly unique system offering the most advanced Customer Value Management(TM)
capabilities for acquiring and retaining profitable customer relationships.”
A few highlights of the numerous additional and enhanced capabilities in
i-Wealthview Banking 3.5 include:

— Event notice functionality enabling customer communication channel
preference
to include email, wireless and Internet alerts

— Sales tracking for employees and agents — use of knowledge ensures that
sales are profitable and contribute towards increasing the financial
institution’s bottom line

— Customizable marketing messages leverage institution notices and mailings

— Enhanced lending line functionality designed to significantly grow lending
portfolios

— Real-time processing of on-line transactions

— Enhanced multi-language and multi-currencies to support global financial
institutions, including double-byte programming for Asian markets

“In this latest version we’ve delivered all the functionality and flexibility
to further our truly customer-centric approach to banking,” says Shirley
Sellers, Fincentric’s i-Wealthview Banking Product Manager. “We’ve made
significant advancements in the breadth of our lending functionality delivered
through multiple channels. For example, our new sales tracking application not
only tracks sales by the financial institution’s employee or agent, it uses
the
power of our i-Wealthview DataMart(TM) to measure those sales against actual
profitability. The new marketing features in this latest release of
i-Wealthview Banking also allow the institution to leverage existing outgoing
communications with the customer, and continue to develop customer retention
and profitability.”

i-Wealthview Banking(TM)

i-Wealthview Banking(TM), a complete front-to-back office banking system for
financial institutions, offers comprehensive applications for deposits,
payments, and consumer lending. i-Wealthview Banking features Customer Value
Management(TM) capabilities and integration across multiple delivery channels,
including Internet banking. An online transaction processing (OLTP) engine,
designed for high performance and high availability, completes the retail core
processing system.

About Fincentric

Fincentric is a leading developer of wealth management software solutions for
the global banking industry. Fincentric’s wealth management software products
include `next generation’ core banking, Customer Value Management(TM)/CRM,
data
aggregation, Internet & wireless financial portals and full multi-channel
support. Its revolutionary Customer Value Management(TM) capabilities provide
profitability and relationship analysis that allow financial institutions to
recognize the value of each customer, and maximize their profitability.
Fincentric products enable financial institutions to quickly deploy solutions
for their converging financial service offerings, while also supporting
capabilities for increasing customer profitability, customer acquisition, and
retention. Fincentric has more than 300 customers in over 30 countries. For
more information, visit Fincentric’s home page at
http://www.fincentric.com, or call 604/278-6470.

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VF & E-SMART

VeriFone Inc., the worldwide leader in electronic payment
solutions, and Toronto-based e-Smart Direct Services, Inc., one of
Canada’s leading processors, today announced a multi-million dollar
contract to deliver payment solutions that give merchants control over
the cost of accepting electronic payments and supports transaction
surcharges at the point of sale.

e-Smart’s payment application, running on VeriFone Omni 3300
multi-application terminals, allows merchants to determine if
transactions should incur a surcharge, and supports different
surcharge levels by transaction and payment type, giving merchants the
ability to lower their total costs of accepting payment.

“Retailing is a low margin business. To maintain their financial
health, every merchant must weigh the benefit of delivering services
to customers against the associated costs,” said Mischa Weisz,
president and CEO of e-Smart Direct Services Inc. “By building a POS
infrastructure that supports multiple applications, merchant
customization, and evolving payment standards, we are helping
merchants control their costs today, while providing a migration path
to future applications such as loyalty and couponing.”

Weisz continued, “The exceptional quality and reliability of
VeriFone’s Omni 3300 platform, has improved the cost efficiency of our
business, and enabled us to offer a level of service and support above
and beyond the capabilities of most banks today.”

e-Smart was a recipient of a Verix Innovation Award earlier this
year. This award recognized innovative Verix based solutions from
around the world that are implemented by VeriFone customers, partners,
and members of VeriFone’s Developer Forum.

“The Verix development environment responds to our customers needs
for customization and differentiation of their services, said Stuart
Taylor, VP marketing, VeriFone. “We are committed to providing open,
standards bases solutions that reduce the time required to develop,
certify and bring to market payment and value-added applications.”

In addition to offering competitive processing fees that compare
very favorably to fees charged by financial institutions, e-Smart also
reduces a merchant’s cost of accepting electronic payment with
flexible leasing and purchase options for VeriFone’s Omni 3300 payment
terminal and SC 550 Interac-compliant PIN-entry device. e-Smart
utilized VeriFone’s Verix Developer Toolkit to develop the payment
application and they are a member of the VeriFone Developers’ Forum.

VeriFone’s Omni 3300 terminal is one of a family of products
designed to handle the performance demands of accepting electronic
payments. It features a powerful 32-bit processor and the Verix
multi-application architecture, allowing payment and value-added
applications to securely reside in the same device.

About e-Smart Direct Services

e-Smart Direct Services Inc. is a leader in fully integrated
processing services for Retailers, Financial Institutions and
Independent Service Operators. As a Direct Member of the Interac(R)
Association, e-Smart Direct Services processes debit and credit
transactions originating from Automated Teller Machines (ATM) and
Point of Sale (POS) devices. e-Smart’s wholesale processing rates as
well as its ability to design, program and implement custom retail
applications such as “convenience fees” (surcharging) and loyalty
programs that have attracted retailers throughout Canada to this
alternative e-payment solution.

About VeriFone, Inc.

VeriFone, Inc., (http://www.verifone.com) is the
leading global
provider of secure electronic-payment solutions for financial
institutions, merchants and consumers. VeriFone has shipped more than
nine million electronic-payment systems, which are used in more than
100 countries. VeriFone, Inc. is held by Gores Technology Group, an
international acquisition and management company.

About Gores Technology Group

With headquarters in Los Angeles, Gores Technology Group (GTG) is
a privately held international acquisition and management firm that
pursues an aggressive strategy of acquiring promising high-technology
organizations and managing them for growth and profitability. GTG has
a proven track record of acquiring and successfully managing companies
— including many divisions acquired from large publicly traded
companies — through its commitment to customers, employees and
continued development of intellectual property. GTG has acquired and
managed approximately 35 interrelated but autonomous
technology-oriented companies with locations throughout the world.
Those companies provide a broad range of technology-based products and
services to a substantial customer base representing millions of
active users worldwide. Visit the company’s Web site at
www.gores.com.

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LaserCard Security

Drexler Technology has been granted two patents for new methods and systems that can be used to enhance online or offline security of ‘LaserCard’ identification cards. The first patent is for an anti-counterfeit authentication system that can be used to determine in seconds whether or not a particular optical memory card utilizes the ‘Drexon’ laser recording medium used in all valid Drexler optical memory cards. The second patent covers a laser writing technique which utilizes data-pixel-based, two-dimensional bar codes on such cards for authentication, validation, authorization, or identification involving Internet and intranet E-commerce transactions. The Drexler multi-megabyte digital optical memory card is now used by the U.S. government in quantities totaling more than 10 million cards by the INS, the Department of State, and the U.S. Army.

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ZALTO MOBILE RECHARGE

Euronet
Worldwide, Inc., a leading provider of secure electronic
financial transaction solutions, announced the launch of Euronet Mobile
Recharge for Zalto Communications AS, Norway’s second-largest mobile service
provider. Euronet Mobile Recharge enables Zalto’s subscribers to automatically
add minutes to their prepaid mobile accounts directly from their mobile phone.
Zalto launched the Euronet Mobile Recharge service under the brand name SMS
Refill in Norway. With Euronet Mobile Recharge, Zalto’s customers can
automatically add minutes to a prepaid account 24 hours a day, 7 days a week,
directly from the mobile phone. By selling prepaid airtime through this
electronic delivery channel, Zalto reduces airtime distribution costs,
eliminates scratch-card inventory and decreases fraud.

“Euronet’s Mobile Recharge solution is an essential component of our
competitive strategy that will significantly decrease the cost of selling
prepaid airtime,” said Morten Krarup Hansen, CEO of Zalto Communications AS.
“We chose Euronet to launch us into the sphere of mCommerce because they have
the skills, knowledge and experience to deliver and support the financial
products necessary to secure our position as a market leader.”

Euronet Mobile Recharge enables customers to purchase airtime using a mobile
phone and charges the purchase to a card or account registered in the Mobile
Recharge system. Euronet Mobile Recharge authorizes the financial transaction,
processes the recharge automatically and triggers an electronic credit to the
subscriber’s prepaid account. The subscriber’s mobile phone receives an SMS
message from Zalto Mobile confirming that the account has been credited.
“Euronet Mobile Recharge services helps Zalto offer our customers the ultimate
convenience and control in purchasing prepaid airtime using debit cards,
credit
cards or bank accounts,” said Krarup. “Euronet and Zalto focused on making
this
service simple and accessible to the client, including incorporating the
customer registration process into Zalto’s corporate Website.”
Euronet Mobile Recharge is one of multiple recharge options available from
Euronet. Euronet Recharge solutions have been deployed by both mobile
operators
and financial institutions throughout Europe, Middle East, Asia and the
Americas, using touch points such as POS devices, ATMs, the Internet and
Mobile
Phones. These comprehensive airtime recharge outsourcing solutions are
processed through the Euronet Operating Center in Budapest, Hungary. Zalto is
the first GSM mobile operator to deploy the SMS-based Euronet Mobile Recharge
solution.

“Zalto has shown its significant commitment to innovation with the
implementation of Mobile Recharge,” said Michael Brown, Chairman and CEO of
Euronet Worldwide. “Euronet is happy to assist Zalto as it provides its
customers with financial convenience and freedom — the freedom to prepay for
airtime any time, any place.”

About Euronet Worldwide

Euronet Worldwide is a global provider of secure electronic financial
transaction solutions. Euronet’s financial payment middleware, financial
network gateways, outsourcing and consulting services enable its customer
banks, financial institutions, and mobile operators to provide their clientele
access to personal financial information and to perform secure financial
transactions — any time, any place. Euronet’s Integrated Transaction
Management (ITM) secure payment technology, powers financial transaction
solutions for more than 200 clients in 60 countries as well as the company’s
processing centers located in the United States, Europe and Indonesia. The
company owns and operates the largest independent ATM network in Europe with
corporate headquarters in Leawood, Kansas, USA, and European headquarters in
Budapest, Hungary.

About Zalto Communications AS

Zalto Communications AS is a mobile service provider in Norway and is owned by
Telenor Mobile Communications AS. Zalto started its formal operations April
12,
2000, and was established in Sweden under the brand name djuice on June 21,
2001. Both Zalto Mobile and djuice offer web-integrated mobile products and
services, focusing on young people.

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TSAI CEO

Transaction Systems Architects, Inc., a leading global provider of enterprise e-payments and e-commerce software, announced that Gregory D. Derkacht has joined the company as its new President and Chief Executive Officer. Mr. Derkacht was previously President of e-PROFILE, the Internet banking subsidiary of Sanchez Computer Associates. Prior to that, he held numerous executive-level positions with firms such as Fiserv Incorporated, Envision Financial Technologies and American Data Services.

“We feel that Greg will be an excellent leader for TSA,” said Greg Duman, Chairman of the Board. “His strong operational background and long history in the financial services industry will serve him well in this new role. He has demonstrated a strong track record of focusing companies on their key core competencies and markets, driving growth and enhancing enterprise value.” “I am excited to take the reigns of this excellent franchise,” said Mr. Derkacht. “TSA is the clear market leader in its industry and, with the right level of focus and energy, can grow to a new level of financial execution and strength. TSA has a number of innovative product initiatives coming to market, as well as a clear vision for how they address the complete range of needs along the e-payments value chain. We will focus the company around its key solutions and markets, and drive the execution necessary to capitalize on the market opportunity before us.”

Larry Fendley, TSA Board member and interim CEO, will assist Mr. Derkacht over the next 60 to 90 days as Mr. Derkacht transitions into his new position. Mr. Derkacht will relocate to TSA’s headquarters in Omaha, Nebraska.

About Transaction Systems Architects, Inc.

Transaction Systems Architects’ software facilitates electronic payments by providing consumers and companies access to their money. Its products are used to process transactions involving credit cards, debit cards, secure electronic commerce, mobile commerce, smart cards, secure electronic document delivery and payment, checks, high-value money transfers, bulk payment clearing and settlement, and enterprise e-infrastructure. Transaction Systems Architects’ solutions are used on more than 3,600 product systems in 81 countries on six continents.

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SCOTIABANK 3Q/01

Scotiabank reported record results in 2001,
exceeding virtually all performance goals despite considerable challenges. Net
income was $2.169 billion, 13% higher than last year. Earnings per share
(diluted) rose to $4.05, up 12% from 2000 and ROE was a solid 17.3%. The
Bank’s industry-leading productivity ratio further strengthened to 53.9% and
continues to be a significant factor in the Bank’s ability to produce record
results.

Scotiabank also delivered record earnings in the fourth quarter ended
Oct. 31, with net income of $566 million and diluted earnings per share of
$1.05, in comparison to $497 million and $0.93 in the fourth quarter last
year. ROE was 17.0% and the productivity ratio was 54.6%.

“This marked the 12th straight year of record operating income, despite
challenges from weaker global economic conditions and the tragic events of
Sept. 11,” said Peter Godsoe, Chairman and CEO. “We saw earnings growth across
all of our business lines. These results are the direct outcome of our overall
strategy, which remains grounded in our core strengths and focused on sound
fundamentals — solid execution of our plans, careful management of risk and
expenses, and a tireless commitment to customer satisfaction by a team of
51,000 skilled and dedicated employees.”

“We took strong corrective action early in the year to get ahead of the
curve on a difficult credit cycle we saw unfolding in the U.S. market. Our
aggressive action began in the first quarter with conservative loan
classifications and higher specific provisioning, and continued throughout the
year by selling a number of loans, while continuing to work out problems. We
have made significant progress, bringing down our net impaired loans to our
year-end target,” said Mr. Godsoe.

Revenues

——–

This year’s results were driven by strong revenue growth, with total
revenue for the full year rising to $10.5 billion (on a tax-equivalent basis),
from $9.1 billion last year, a substantial increase of 16%.

Net Interest Income

——————-

Net interest income on a taxable equivalent basis was $6.4 billion, up
19% from 2000, which resulted from a 14% increase in average assets and a
wider margin.

The Bank’s net interest margin was 2.37% or 11 basis points higher than
last year, as both the Canadian and foreign currency margins widened.

Other income

————

Other income was $4.1 billion for the year, an increase of $406 million
or 11% from the previous year. Excluding Grupo Financiero Scotiabank Inverlat
(Inverlat), the underlying growth rate was 5%.

Fees in deposit and payment services rose by 24%, with particularly
strong growth in the Caribbean and Latin America. Card revenues in Canada and
in International experienced strong growth year over year, as the Bank
continued to build market share.

Investment banking revenues of $1,045 million were $289 million higher
than last year, as derivative revenues and underwriting fees reached record
levels.

Gains on the sale of investment securities eased in 2001 from the near-
record levels achieved last year. Other income included $82 million of
interest on a tax refund, following a settlement of a long outstanding claim,
and a $65-million gain from the sale of the Bank’s corporate trust business.

Expenses

——–

Exceptional expense control remains a key characteristic of the Bank’s
performance. Our productivity ratio — non-interest expenses as a percentage
of total revenues — continues to lead the industry and, at 53.9%, improved
from 56.5% last year.

Non-interest expenses for the year totalled $5.7 billion, an 11% increase
compared with 16% growth in revenues. The majority of this increase was
related to the consolidation of Inverlat and performance-related compensation;
partially offset by the sale of branches and the stock transfer and corporate
trust businesses, as well as one- time restructurings and writedowns of
property and equipment in 2000. Adjusting for these items, expense growth was
under 2% year over year.

Credit Quality

————–

Aggressive management of the Bank’s credit portfolios continued as net
impaired loans fell for the third consecutive quarter, ending the year at
$259 million, a 34% drop from last quarter. Net impaired loans as a percentage
of loans and acceptances improved substantially during the quarter to 0.14% at
October 31, 2001. This ratio is close to the lowest level achieved over the
past decade.

In the first quarter, recognizing deterioration in credit conditions in
the U.S., net impaired loans rose to $1,084 million. Strong corrective action
reduced this level of net impaired loans during the year through asset sales,
loan workouts and aggressive provisioning, allowing us to meet our year-end
net impaired loan target of approximately $250 million.

The Bank’s specific provisions for credit losses for the year were
$1,250 million compared to $765 million in 2000. In the fourth quarter,
specific provisions were $350 million.

As well, given the weak and uncertain economic situation in Argentina, a
reserve of $100 million was established against the Bank’s Argentine exposure
in 2001. This includes $50 million in specific provisions for credit losses
and $50 million in other areas.

The general provision for credit losses was increased by $175 million
this year to $1,475 million, which continues to be among the highest of the
Canadian banks.

Balance Sheet

————-

Total assets as at October 31, 2001 were $284 billion, an increase of
$31 billion from last year, and $13 billion above last quarter. The year-over-
year growth included $21 billion from the consolidation of Inverlat,
$5 billion in securities, $3 billion in retail loans — mainly mortgages and
ScotiaLine Visa — growth in our Caribbean franchise, as well as the impact of
changes in foreign exchange rates. Partly offsetting this growth was
$2 billion of additional loan securitizations, the sale of $2 billion in
assets to Laurentian Bank, and a reduction in U.S. corporate loans due to loan
sales and a greater focus on improving returns.

Average deposits increased $14.2 billion or 9% year over year. Of this,
approximately $6 billion was from Inverlat, with the remainder comprised of
widespread gains in current accounts, savings and chequing balances and
personal term deposits in both Canada and the Caribbean.

The surplus of market value over book value in the Bank’s investment
securities portfolio was $537 million as at October 31, 2001, compared to
$693 million at the end of the third quarter, reflecting lower values in the
equity and emerging market bond portfolios, in line with weaker markets.

Capital

——-

The Bank continued to add to its already strong capital position. Total
shareholders’ equity grew to $14.6 billion, $1.6 billion higher than last
year, largely from growth in retained earnings. The Bank’s Tier 1 Capital was
$15.3 billion at October 31, 2001, up from $13.4 billion at the end of 2000.

The Bank’s Tier 1 capital ratio was a strong 9.3%, an increase of 20
basis points over last quarter, and a substantial 70 basis points over last
year. The Bank’s total capital ratio was 13.0%, compared to 12.2% last year
and 12.7% in the preceding quarter.

Fourth Quarter Review

Revenues

——–

Revenues continued to be strong, totalling $2.7 billion (on a tax-
equivalent basis) in the fourth quarter, a substantial increase of 18% over
the same quarter last year. Broad-based increases in both net interest income
and other income contributed to this performance, principally in our foreign
operations.

Net Interest Income

——————-

Net interest incom_ (on a tax-equivalent basis) was $1,739 million this
quarter, a significant $295 million or 20% increase from the fourth quarter
last year.

Foreign currency interest profits increased sharply, up $207 million or
33% over 2000. This growth came mainly from our foreign branch banking
operations in the Caribbean and Mexico, and lower funding costs across all our
businesses.

Canadian currency interest profits were $88 million higher than one year
ago, as the interest margin widened with the decline in interest rates.

The Bank’s overall interest margin for the fourth quarter was 2.46%, an
improvement of 14 basis points from the same quarter last year.

Other Income

————

Other income for the fourth quarter increased substantially by
$124 million or 14% year over year. This growth resulted from the
consolidation of Inverlat and contributions from several areas, including
credit card revenues and foreign exchange. Results for this quarter also
include the recognition of $65 million related to the sale of the Bank’s
corporate trust business. Partly offsetting these increases were lower retail
brokerage commissions as a result of reduced customer trading activity.

Expenses

——–

Our productivity ratio, at 54.6% for the quarter, improved by more than
1% from the same quarter last year.

Fourth-quarter non-interest expenses, excluding the impact of the
consolidation of Inverlat, rose by $21 million, or less than 2%. On a similar
basis, quarterly salaries and staff benefits decreased by $23 million or 3%
from last year, due to ongoing streamlining and efficiency programs and lower
performance-based compensation.

Dividend

——–

The Board of Directors, at its meeting held on Dec. 5, 2001, approved a
quarterly dividend of 34 cents per common share, payable on Jan. 29, 2002, to
shareholders of record at the close of business on Jan. 2, 2002.

The dividend was increased twice during the year, rising 24% to $1.24.
The annual payout ratio — dividends per share as a percentage of earnings per
share — was 30%, up from 27% in 2000.

Outlook

Looking toward the future, we expect slower conditions to extend through
the first two quarters of 2002, with recovery starting to emerge in the spring
or summer. Despite these economic challenges in the near term, our long-term
prospects are solid.

The 2002 outlook for Domestic Banking, including Wealth Management,
remains positive. In retail, small business and commercial banking, we will
continue to focus on providing superior service, targeting our sales efforts,
enhancing our product offerings and effectively using new technology while
relentlessly managing costs. With a solid foundation in Wealth Management now
in place, we expect earnings to grow in the coming years in all areas — full-
service and discount brokerage, mutual funds and our high-end offering for
affluent clients through our newly established Scotia Private Client Group.

We expect a modest improvement in Scotia Capital’s performance over the
next year, despite the continued slowdown in the North American economy,
particularly in the U.S. Several initiatives are under way to further enhance
our credit risk management, use our capital more efficiently and grow our
businesses, including broadening our product capabilities and deepening client
relationships.

Scotiabank continues to anticipate higher earnings in 2002 in most of our
International Banking markets. Grupo Financiero Scotiabank Inverlat, already
producing solid results, is positioned for more rapid growth in 2002 in the
expanding Mexican market. In Latin America, we are closely monitoring the
economic and financial developments, particularly in Argentina where there is
considerable volatility and uncertainty. The Caribbean and Central American
operations should see continued growth, despite short-term challenges in these
tourism-based economies.

Business Line Highlights

Domestic Banking

Full Year

Together with Wealth Management operations, Domestic Banking achieved a
net income of $960 million, a 9% increase from last year, and accounted for
45% of the Bank’s total net income. Return on equity was excellent at 28.1%.
“The cornerstone of the Bank’s overall success continues to be the Canadian
retail and commercial operations, including our Wealth Management group,” said
Mr. Godsoe. “We saw continued growth in the Bank’s retail lending portfolio,
particularly in mortgages and innovative products like ScotiaLine Visa.”

Net interest income increased $203 million or 7%, reflecting both a
stronger interest margin and asset growth, partially offset by lower fee
income. Other income declined $124 million year over year, due to the sale of
the stock transfer and corporate trust businesses last year, and lower trading
activity in retail brokerage as a result of slower equity markets. However,
there was strong underlying growth in transaction fees, card revenues and
electronic banking revenues, driven by higher customer volumes and successful
sales efforts across all areas.

Fourth Quarter

Domestic Banking, which includes our Wealth Management business, reported
net income of $292 million in the fourth quarter, up $36 million or 14% from
last year. This business line contributed more than half of the Bank’s total
net income in the quarter.

Net interest income rose $90 million, mainly from a widening of the
margin. Also contributing was the growth in the Bank’s retail lending
portfolio, particularly mortgages and ScotiaLine Visa.

Other income increased $62 million from the same quarter of last year, as
a gain on the sale of the corporate trust business was recognized this
quarter. Underlying growth in card revenues and commercial credit fees was
partially offset by lower retail brokerage fees, following a decline in
customer trading volumes.

Credit quality remained excellent in the retail portfolio. As well, the
provision for credit losses in commercial lending was minimal in the quarter.
Operating expenses grew $82 million from last year, partly due to a
reversal of $34 million of the National Trust restructuring provision in the
prior year. In addition, there were higher costs associated with a number of
business initiatives.

This quarter, Scotiabank was recognized for excellent customer service
and rated number one in overall quality of customer service by Market Facts, a
leading U.S.-based marketing research company. “Excellent customer service is
something that we are firmly committed to and constantly invest in through
extensive employee training, improved delivery channels and effective
communications with our customers,” said Mr. Godsoe. “These results would not
have been possible without the tremendous efforts of our great team of
employees.”

Other Domestic Banking highlights:

– Implemented a new Network Sales Management structure to support retail,
small business and commercial banking in the Bank’s domestic branches.

– Named Bank of the Year in Canada 2001, by The Banker, a global banking
magazine.

– Launched ScotiaOne Service for small businesses, which includes an all-
in-one personal and business banking account package, as well as
ScotiaOne Loan Source for business, using a revolutionary credit
approval process that allows for faster loan decisions, either from the
Bank or its partners, Business Custom Capital (a division of Wells
Fargo) or National Leasing Group.

– RoyNat Capital opened RoyNat Business Capital Inc., a new merchant bank
headquartered in Cleveland, Ohio, to provide mid-sized Canadian firms
expanding or acquiring companies in the United States with access to
long-term capital.

– Scotia Private Client Group centres debuted in five Canadian _ities on
Nov. 1, bringing together the expertise of Scotiatrust, Scotia Cassels,
Private Banking and ScotiaMcLeod, in one location.

– Finalized an agreement with United Grain Growers (UGG) to provide
expanded financial services, to western Canadian farmers under the
banner of UGG Financial.

– Scotia CanAm US$ Income Fund named as Canada’s Best Global Income Fund,
at the annual Canadian Mutual Funds Awards Gala.

– Introduced 10 new mutual funds — including five RSP “clone” funds —
in partnership with Capital International Asset Management Canada,
Inc., and launched the Young Investors Fund to help educate young
people about investing and personal finances.

– Scotia Discount Brokerage Inc. was singled out for the quality of its
telephone brokerage service in 2001, coming first in a recent
evaluation by Dalbar Inc.

Scotia Capital

Full Year

Scotia Capital net income increased to $686 million from $650 million in
2000, an improvement of 6%. This increase was achieved despite the difficult
U.S. market, where earnings were lower than those reported last year, due to
higher loan loss provisions in 2001. As a result of the lower contribution
from the U.S., ROE for Scotia Capital was 12.5% this year.

Total revenue rose by a substantial 17%, driven by increases in almost
all business. “Our Global Trading area, led by the Capital Markets Group,
which includes derivatives and fixed income, put in an outstanding
performance, delivering another record year with revenue up 45% and an
increase in net income of over 90%,” said Mr. Godsoe. “Foreign exchange also
had a record year.”

Fourth Quarter

Scotia Capital reported net income of $176 million this quarter, up over
50% from last year. However, earnings declined about 11% from last quarter due
to a drop in underwriting revenues from record levels, and lower earnings in
the U.S.

Global Trading had an exceptional year in 2001, and the strong
performance continued in the fourth quarter. Year over year, there were
revenue increases in fixed income and from our funding activities as interest
rates continued to fall. Corporate lending revenue also rose due to wider
spreads, partly offset by lower volumes as a result of more selective lending.

The provisions for credit losses declined slightly from last year, and
have now been relatively stable for the past three quarters. As well, net
impaired loans in the U.S. portfolio continued to decline, reflecting the
close attention and corrective action being taken in the portfolio.

“Scotiabank Group’s 417 employees in New York City were safely evacuated
from their offices at One Liberty Plaza and other locations near by, on
Sept. 11, following the terrorist attacks on the World Trade Center. Our
thoughts and prayers continue to be with them and everyone who lost friends or
family,” said Mr. Godsoe. “We are deeply grateful to all the people right
across the Scotiabank Group who worked under extraordinarily difficult
conditions to quickly resume business from several backup locations.”

Other Scotia Capital highlights:

– Named best Canadian foreign exchange bank in terms of market share by
Euromoney magazine, and the only Canadian bank to make the top 15
globally. Euromoney also ranked Scotiabank as the No. 1 Canadian bank,
and the only Canadian bank in the top 25 globally, for overall debt
arranging.

– Ranked number one asset-backed securities underwriter for the second
consecutive year by Dominion Bond Rating Service.

– Brendan Wood International ranked Scotia Capital number one for overall
reputation, and ranked 10 Scotia Capital research analysts as “All
Stars” in its 2001 Equity Research, Sales and Trading Performance
Report.

– M&A Review ranked Scotia Capital number one among Canadian banks for
merger & acquisition transactions in the first six months of fiscal
2001.

– Served as financial advisor to Berkley Petroleum Corporation, which was
recently purchased by Andarko Petroleum Corporation for $1.5 billion.

– Co-arranged one of the largest U.S. project financings of the year for
TECO Panda, and was co-manager on a related investment grade bond deal.

– Led the swap syndication for the largest interest rate swap this year
in Canada — the US$1 billion high-yield issuance of Quebecor Media.

– The Capital Markets Group in London, England, launched a new credit
derivatives team on Nov. 1, giving European clients access to a
complete range of credit derivatives products, including credit default
swaps, balance sheet management tools and credit investment programs.

International Banking

Full Year

The International Banking division contributed $489 million to the Bank’s
earnings this year, a 34% increase over 2000. This represented 23% of the
Bank’s net income, with a solid ROE of 18%.

Caribbean and Central American operations continued to lead the
division’s contribution, with net income of $252 million, reflecting strong
growth in both assets and revenues of 11%. Latin American income was almost
double last year’s level, primarily due to improved investment income and the
consolidation of Grupo Financiero Scotiabank Inverlat. Partially offsetting
these gains were provisions established against the Bank’s Argentine risk. In
Asia, earnings rose 11% year over year, despite the gain on the sale of
Solidbank included in 2000.

“This has been a good first year for Grupo Financiero Scotiabank
Inverlat. It has reported solid results through the first three quarters. With
an expanded delivery network and aggressive marketing campaigns, it has been
able to reach out to new and existing customers with innovative products and
services,” said Mr. Godsoe. “Scotiabank remains committed to Mexico, and we
look forward to building on the positive results seen thus far.”

Fourth Quarter

International Banking reported net income of $93 million this quarter, up
slightly from last year.

In the Caribbean, strong asset growth and broad-based increases in fee
income across almost all markets drove revenues to a new high.

In Latin America, earnings were depressed this quarter, following the
$90-million provision established against our Argentine risk. However,
Inverlat in Mexico continued its upward quarterly trend in earnings with
growth in both its retail and commercial portfolios. The Bank’s other
operations in the region remained stable.

The higher credit losses this quarter were mainly from the provision for
Argentine exposure and volume-based additions in the Caribbean.

Other International Banking highlights:

– Grupo Financiero Scotiabank Inverlat of Mexico reported strong third-
quarter results for the period ending Sept. 30, with a return on equity
of 20%. Scotiabank Group’s share of these earnings was $61 million.

– Scotiabank Inverlat was the first bank in Mexico to reduce interest
rates below 15% on automotive and mortgage lending.

– Banco Sud Americano in Chile was again rated number one for customer
service by the independent group Punto De Vista.

– Product offerings throughout Latin America were broadened, with a new
deposit product, the Rate Booster CD, in El Salvador, and Stock Indexed
GIC in Costa Rica.

– Scotiabank’s well-established Caribbean network continued to expand,
with 10 new ATMs in Jamaica, and new branches in Jamaica, Puerto Rico
and Costa Rica.

– Scotiabank signed a memorandum of understanding with the Inter-American
Agency for Co-operation and Development (IACD) for a US $100 million
line of credit to support development in the Caribbean and Latin
America, with a particular focus on education, information technology
and social services.

Other

Net income for the other segments was $34 million, up slightly from 2000.
The contribution from Group Treasury remained relatively stable, as higher
bond gains replaced gains from the equity portf_lio earned previously.

Other Initiatives

Electronic Commerce

“e-Scotia continues to play a leadership role in promoting e-commerce in
Canada. Among many initiatives this year, we joined with five other banks to
form a global alliance that gives travellers free access to Automated Teller
Machines (ATMs) on three continents. The agreement is estimated to give a
total of 40 million people access to more than 24,000 ATMs in Australia,
Germany, Britain, France and North America,” said Mr. Godsoe. “We also
announced a pilot program, in partnership with the Solstice Alliance, of a
card that combines credit, electronic purse, loyalty programs and other
services, using microchip technology.”

Other e-Scotia highlights:

– Le Richelain and Roussillon transit systems became the first in Canada
to use Scotia TranSmart, a smart card-based electronic fare collection
system developed by e-Scotia.

– First Canadian bank to team up with Rogers Cable Inc. to provide
digital cable subscribers with Internet access to financial services
through their television sets.

– Launched Scotia Alert, another Canadian first. The innovative wireless
service offers business customers the convenience of tracking
activities in their commercial accounts, using any Internet-enabled
wireless device.

Community Involvement

“Community involvement is not something we just talk about, it is an
important part of the way we live, work and do business every day. This year
we contributed more than $20 million to community groups and non-profit
organizations in Canada and around the world,” said Mr. Godsoe. “Our employees
are also extremely active in their communities, contributing many millions and
giving their personal time to a wide variety of charitable organizations and
projects.”

The Bank’s community efforts are focused on education, health, social
services and arts/culture. Of particular interest are community-related
initiatives that increase knowledge and empowerment.

Community giving highlights:

– The opening of Vancouver’s Scotiabank Dance Centre, the first facility
to bring together combined dance companies in rehearsal and performance
spaces under one roof. The Bank donated the land for the centre — the
former site of the Granville and Davie branch — and contributed
funding toward the construction of the building, representing a total
donation valued at $1.4 million.

– $1 million to the Centre hospitalier de l’Universite de Montreal (CHUM)
to create the Scotiabank Chair in Breast Cancer Diagnosis and
Treatment. The centre will focus on developing new methods on the
detection and treatment of this disease.

– $700,000 to Ryerson University for an endowment to establish two funds:
a $500,000 Scotiabank Group International Student Scholarship Fund to
support international students attending Ryerson University, and a
$200,000 Scotiabank Group International Mobility Scholarship Fund to
allow Ryerson students to study at other universities around the world.

– $500,000 donation to the Children’s Hospital of Hamilton’s neonatal
intensive care unit.

– $375,000 for the launch of the Aboriginal Economics of Staying in
School Program. This program, developed and delivered by Junior
Achievement in more than 100 communities across Canada, helps
Aboriginal students in Grade 9 to understand the importance of
education and how it affects their future.

– $150,000 to the Canadian Red Cross in support of the U.S. Disaster
Appeal after Sept. 11, and a matching program for our New York-based
employees.

– $145,000 to sponsor and support the TVO Kids Don’t Sit Still Tour, a
45-minute stage show travelling to communities across Ontario this
year, demonstrating to children that exercise is an essential part of
maintaining a healthy lifestyle.

Employees

“The main reason for our continued success — and our confidence in the
future — is our great team of people. We believe our ability to satisfy our
customers depends directly on how well we satisfy the needs of our employees.
We strive to provide our staff with training and development programs that
will help them meet their customers’ needs and fulfil their own ambitions,
offer attractive compensation and benefit packages, and support them through
the many changes we are facing,” said Mr. Godsoe.

The Bank is dedicated to following policies and practices that make us an
employer of choice. We recognize the importance of developing our staff to
face the challenges of tomorrow by providing convenient opportunities and
financial support to upgrade skills on an ongoing basis. This year Scotiabank
spent more than $40 million on training (approximately $1,000 per employee)
and was recognized by the Ontario Society for Training and Development as the
winner of the 2001 Otter Award in the Best Internal Training Program category.

We have been surveying our employees for many years, and have made it a
priority to use employee feedback to guide strategies and enhance our
employment relationships. For example, we introduced a new process to measure
employee satisfaction this year, which found that 83% of domestic employees
say their branch is a great place to work.

This year we launched a new recruitment campaign designed to show
prospective employees why Scotiabank is a great place to work. A new web site,
http://www.whatsinitforme.ca demonstrates Scotiabank’s
award-winning people
practices.

Further details are available in Note 12 and/or 13 of the October 31,
2001, Consolidated Financial Statements.

On April 26, 2001, the Bank redeemed all of the Series 10 preferred
shares at their stated outstanding value of $10 per share for a total of
$71,000.

Direct deposit service

Shareholders may have dividends deposited directly into accounts held at
financial institutions which are members of the Canadian Payments Association.
To arrange direct deposit service, please write to the transfer agent.

Dividend and Share Purchase Plan

Scotiabank’s dividend reinvestment and share purchase plan allows common
and preferred shareholders to purchase additional common shares by reinvesting
their cash dividend without incurring brokerage or administrative fees.

As well, eligible shareholders may invest up to $20,000 each fiscal year
to purchase additional common shares of the Bank. Debenture holders may apply
interest on fully registered Bank subordinated debentures to purchase
additional common shares. All administrative costs of the plan are paid by the
Bank.

For more information on participation in the plan, please contact the
transfer agent.

Dividend dates for 2002

Record and payment dates for common and preferred shares, subject to
approval by the Board of Directors.

Duplicated communication

If your shareholdings are registered under m_re than one name or address,
multiple mailings will result. To eliminate this duplication, please write to
the transfer agent to combine the accounts.

World Wide Web site

For information relating to Scotiabank and its services, visit us at
http://www.scotiabank.com.

Annual Shareholders Meeting

The Bank’s 2002 Annual Meeting of Shareholders will be held at the Westin
Bayshore Resort & Marina, 1601 Bayshore Drive, Vancouver, British Columbia, on
Tuesday, March 5, 2002, at 9:30 a.m. (PST). The record date for determining
shareholders entitled to receive notice of the meeting will be the close of
business on Jan. 15, 2002.

Scotiabank is one of North America’s premier financial institutions, with
more than $284 billion in assets and approximately 51,000 employees worldwide,
including affiliates. It is also Canada’s most international bank with more
than 2,000 branches and offices in more than 50 countries. Scotiabank is on
the World Wide Web at
http://www.scotiabank.com.

Details