/NOT FOR RELEASE OR DISSEMINATION IN THE UNITED STATES/

    TORONTO, Jan. 21 /CNW/ - Scotiabank today announced a domestic public
offering of 8 million non-cumulative 6.25% 5-year rate reset preferred shares
Series 28 (the "Preferred Shares Series 28") at a price of $25.00 per share,
for gross proceeds of $200 million.
    Holders of Preferred Shares Series 28 will be entitled to receive a
non-cumulative quarterly fixed dividend for the initial period ending April
25, 2014 yielding 6.25% per annum, as and when declared by the Board of
Directors of Scotiabank. Thereafter, the dividend rate will reset every five
years at a rate equal to 4.46% over the 5-year Government of Canada bond
yield. Holders of Preferred Shares Series 28 will, subject to certain
conditions, have the right to convert all or any part of their shares to
non-cumulative floating rate preferred shares Series 29 (the "Preferred Shares
Series 29") of Scotiabank on April 26, 2014 and on April 26 every five years
thereafter.
    Holders of the Preferred Shares Series 29 will be entitled to receive a
non-cumulative quarterly floating dividend at a rate equal to the 3-month
Government of Canada Treasury Bill yield plus 4.46%, as and when declared by
the Board of Directors of Scotiabank. Holders of Preferred Shares Series 29
will, subject to certain conditions, have the right to convert all or any part
of their shares to Preferred Shares Series 28 on April 26, 2019 and on April
26 every five years thereafter.
    The Bank has agreed to sell the Preferred Shares Series 28 to a syndicate
of underwriters led by Scotia Capital Inc. on a bought deal basis. The Bank
has granted to the underwriters an option to purchase up to an additional 2
million Preferred Shares Series 28 at closing, which option is exercisable by
the underwriters any time up to 48 hours before closing.
    Closing is expected to occur on or after January 30, 2009. This domestic
public offering is part of Scotiabank's ongoing and proactive management of
its Tier 1 capital structure.
    The Preferred Shares Series 28 and Preferred Shares Series 29 have not
been and will not be registered under the United States Securities Act of
1933, as amended, or under any state securities laws, and may not be offered,
sold, directly or indirectly, or delivered within the United States of America
and its territories and possessions or to, or for the account or benefit of,
United States persons except in certain transactions exempt from the
registration requirements of such Act. This release does not constitute an
offer to sell or a solicitation to buy such securities in the United States.

    Scotiabank is one of North America's premier financial institutions and
Canada's most international bank. With more than 69,000 employees, Scotiabank
Group and its affiliates serve approximately 12.5 million customers in some 50
countries around the world. Scotiabank offers a diverse range of products and
services including personal, commercial, corporate and investment banking.
With $508 billion in assets (as at October 31, 2008), Scotiabank trades on the
Toronto (BNS) and New York Exchanges (BNS). For more information please visit
www.scotiabank.com.

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