Date Closed

November 5, 2008

Lead Office

Toronto

Value

220.00 Million CAD

On November 5, 2008, The Toronto-Dominion Bank (“TDBFG”) issued 8,800,000 non-cumulative 5-Year Rate Reset Preferred Shares, Series AC carrying a face value of C$25.00 per share for gross proceeds raised of C$220 million. TDBFG has filed in Canada a prospectus supplement to its January 11, 2007 short form base shelf prospectus in respect of this issue.

McCarthy Tétrault LLP advised TD Bank with a team led by Philip Moore.