National Bank of Canada announces new preferred share issue

National Bank of Canada today announced a domestic public offering of $150 million of Non-Cumulative Fixed Rate First Preferred Shares Series 15 (the "Preferred Shares"). The offering may be increased to $200 million prior to the closing date.

The Bank will issue 6 million Preferred Shares priced at $25 per share and holders will be entitled to receive non-cumulative preferential quarterly dividends in the amount of $0.365625 per share, to yield 5.85 per cent annually. The Bank has also granted an option to the underwriters of the offering to purchase up to an additional $50 million of Preferred Shares on the same terms, exercisable prior to the closing date of the offering.

Subject to regulatory approval, on or after May 15, 2008 the Bank may redeem the Preferred Shares in whole or in part at a declining premium. The offering will be underwritten by a syndicate led by National Bank Financial Inc. The expected closing date is January 31, 2003.

The net proceeds of this offering will be used for general business purposes and will enlarge the Bank's Tier 1 capital base.

The securities offered have not been registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements. This press release will not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any State in which such offer, solicitation or sale would be unlawful.

About National Bank of Canada

National Bank of Canada is an integrated group which provides comprehensive financial services to consumers, small and medium-sized enterprises and large corporations in its core market, while offering specialized services to its clients elsewhere in the world. The National Bank offers a full array of banking services, including retail, corporate and investment banking. It is an active player on international capital markets and, through its subsidiaries, is involved in securities brokerage, insurance and wealth management as well as mutual fund and retirement plan management. The National Bank has assets of about $75 billion and, together with its subsidiaries, employs over 17,000 people. The Bank's securities are listed on the Toronto Stock Exchange (NA:TSX). For more information, visit the Bank's website at www.nbc.ca.

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Information (the following telephone number and e-mail address are intended solely for the use of journalists and other media representatives):

Denis Dubé
Director of Public Relations
National Bank of Canada
Tel.: (514) 394-8644
E-mail: denis.dube@bnc.ca