End of 4th Quarter Release

RNS Number:3871E
Toronto-Dominion Bank
27 November 2002

TD Bank Financial Group Implements Aggressive Strategy for Renewed Growth and
Performance after Closing 2002 with Disappointing Results

Annual Highlights

  * On an operating cash basis1, diluted earnings per share were $0.68,
    compared with diluted earnings per share of $3.27 for fiscal 2001.
  * On a reported basis2, loss per share was $0.25, compared with diluted
    earnings per share of $2.05 last year.
  * On an operating cash basis, return on common equity was 3.6%, compared
    with 18.0% in fiscal 2001.
  * On a reported basis, return on common equity was (1.3)%, compared with
    11.3% last year.
  * Total operating revenue was $10,411 million, compared with $10,733 million
    for fiscal 2001.

Fourth Quarter Highlights

  * On an operating cash basis, loss per share for the fourth quarter was $
    (0.10), compared with diluted earnings per share of $0.78 for the same
    period last year.
  * On a reported basis, loss per share for the fourth quarter was $(0.34),
    compared with diluted earnings per share of $0.32 for the same period last
    year.
  * On an operating cash basis, return on common equity for the quarter was
    (2.1)%, compared with 16.8% for the same quarter last year.
  * On a reported basis, return on common equity for the quarter was (7.4)%,
    compared with 6.8% for the same quarter last year.
  * Operating cash basis net loss for the quarter was $42 million, compared
    with operating cash basis net income of $521 million for the same quarter
    last year.
  * Reported net loss applicable to common shares was $219 million for the
    quarter, compared with reported net income of $203 million for the same
    quarter last year.

1Operating cash basis and reported results referenced in this news release are
explained in detail under the "How the Bank Reports" section.
2Reported results are prepared in accordance with Canadian generally accepted
accounting principles (GAAP).

(For financial results, which include both operating cash and reported earnings,
please see table below). All figures reported in Canadian dollars.

TORONTO - TD Bank Financial Group (TDBFG) today announced results for the fiscal
year ended October 31, 2002, reporting an operating cash basis net income of
$526 million or diluted earnings per share of $0.68 per common share, compared
with operating cash basis net income of $2,158 million or diluted earnings of
$3.27 per share for fiscal 2001. On a reported basis, loss applicable to common
shares for the year was $160 million or $0.25 per share, compared with net
income applicable to common shares of $1,300 million or diluted earnings per
share of $2.05 for the same period last year.

For the fourth quarter, TDBFG reported an operating cash basis loss of $42
million or $(0.10) per common share. On a reported basis, net loss applicable to
common shares for the quarter was $219 million or $(0.34) per common share,
compared with earnings applicable to common shares of $203 million or diluted
earnings of $0.32 per share for the same period last year.

"Following on a very difficult third quarter, the fourth proved equally
challenging. Our credit challenges in the corporate loan portfolio were
compounded by a rapid deterioration in the U.S. utilities sector towards the end
of the year," said A. Charles Baillie, TD Bank Financial Group Chairman and
Chief Executive Officer. "Overall, our performance was unsatisfactory, and our
financial results confirm that it has been a disappointing year for our
shareholders."

The decline in full-year operating cash basis net income year-over-year was
primarily the result of higher than anticipated loan loss provisions in the
telecom and utility sectors taken in the third and fourth quarters.

"Given the developments in the telecom and utility sectors during the last half
of the fiscal year, we moved decisively to accelerate our strategy to
substantially reduce our corporate loan book and risk profile," said Ed Clark,
President and Chief Operating Officer of TD Bank Financial Group. "In dividing
our corporate lending business into core and non-core relationships, we have
isolated our key risk areas and repositioned our wholesale banking operations."

Loan Loss Provisions

Deterioration within the utilities sector created higher than anticipated
impaired loan formations, which led TDBFG to announce on November 4, 2002 that
it would take a higher specific loan loss provision for the quarter of $350
million versus the $175 million provided in earlier guidance and additional
sectoral loan loss provisions of $600 million. Of the specific loan loss
provision, $263 million was applied against three relationships in the utilities
sector. Additionally, TDBFG announced that it would draw down $185 million
during the fourth quarter from the $600 million telecom sectoral that it
announced in July. By year-end, the sectoral provisions totalled $1,285 million
against the non-core portfolio.

Total loan loss provisions for the fiscal year amounted to $2,925 million,
compared with $620 million, excluding the addition to general allowances of $300
million last year.

Capital

As at October 31, 2002, the Bank's Tier 1 capital ratio was 8.1% compared with
8.4% at October 31, 2001.

Business Segments

Personal and Commercial Banking

TD Canada Trust reported record earnings for the quarter, with a fourth quarter
performance of $287 million in operating cash earnings or 4% growth over the
same period last year.

Real estate lending volumes, which include mortgages and home equity lines of
credit, continued to grow during the quarter, up to $87.9 billion from $85.9
billion in the third quarter and $84.4 billion in the second quarter. Small
business and commercial deposits rose quarter-over-quarter from $22.8 billion to
$23.8 billion and individual deposits, while up modestly quarter-over-quarter,
posted solid year-over-year results of $80.9 billion in the fourth quarter of
2002 versus $75.4 billion in the fourth quarter of 2001. Home and auto insurance
offered through TD Meloche Monnex also contributed to TD Canada Trust revenue
growth.

Operational efficiencies in the retail area of TD Canada Trust continue to
improve, with expenses decreasing 2% year-over-year. Ongoing investment in
infrastructure, coupled with leveraging operating synergies is expected to
position TD Canada Trust for continued earnings growth. The operating cash basis
efficiency ratio improved by 2.1 percentage points to 58.7%.

TD Canada Trust generated record results in its Customer Satisfaction Index
(CSI), increasing to 84.4%, up from 84.0% the previous quarter and compared to
the pre-conversion level of 83.4%.

Wealth Management

Operating cash basis net income for the fourth quarter was $22 million,
representing an increase of $3 million or 16% over the same prior year period
and $2 million or 10% growth over the third quarter. Net income grew 16% over
the prior year, despite reduced investor confidence in the capital markets.

Assets under management totalled $112 billion at the end of the fourth quarter,
down $10 billion or 8.2% from the third quarter, and 5.9% year-over-year,
indicative of a difficult market cycle which posed ongoing challenges in the
capital markets. Assets under administration totalled $234 billion at the end of
the fourth quarter.

TDBFG's integrated approach to wealth management in Canada continues to
demonstrate potential through the alignment of financial planning, discount
brokerage and investment advice under the TD Waterhouse brand. An increasing
number of TDBFG investment advisors and financial planners provide clients with
guidance on a range of choices relative to their investment needs. Referral flow
from the retail operations of TD Canada Trust continues to contribute to the
momentum of the Bank's wealth strategy.

In the United States, TDBFG significantly reduced the cost base of its TD
Waterhouse operations and continued to build a strong and differentiated brand
focused on optimizing customer relationships.

Outside of North America, TD Waterhouse continues to focus on improved
efficiency through cost reductions and the synergies to be generated from its
joint venture with The Royal Bank of Scotland Group and its NatWest Stockbrokers
subsidiary, which closed during the quarter. The transaction added scale to the
European operations of TD Waterhouse and positioned the business to extract
greater efficiency from its U.K. platform, which is key in an environment
reflective of depressed trading volumes.

Wholesale Bank

In the fourth quarter, TD Securities' had an operating cash basis net loss of
$357 million compared with net income of $239 million in the same quarter last
year and a loss of $544 million last quarter.

Just after the year-end, TDBFG announced the division of its corporate lending
into two business groups, 'core' and 'non-core', with the intention of achieving
a significantly smaller ongoing corporate loan portfolio. With less capital
deployed in the future, TDBFG expects to deliver earnings growth from an
adjusted base with lower volatility and improved rates of return. TD Securities
is refocusing its strategy to grow its full service investment bank in Canada,
while leveraging its structuring, trading and distribution advantages outside of
North America. Non-core corporate loans will be aggressively managed with TDBFG
exiting those client relationships over time.

Operating conditions remained challenging in the fourth quarter. Corporate
banking results were impacted by significant provisions for credit loss,
continued reduction in asset levels and losses on asset sales. Although debt
capital markets revenue improved from a poor third quarter, they continue to be
impacted by weak corporate activity, low volatility and an uncertain credit
environment. However, the Canadian investment banking business was resilient as
TD Securities had a solid performance generating good fee and new issue
revenues. The equity structured products group also had strong trading revenues
in the quarter.

Despite low levels of transactional-based activity throughout the market, TD
Securities lead-managed several major transactions. These included: $2 billion
debt offering on behalf of BCE Inc., which represented the largest corporate
debt offering ever in the Canadian market; $500 million floating-rate note
offering on behalf of Bell Canada; and, $300 million equity offering on behalf
of TELUS Corporation, which represented the largest bought-transaction completed
in Canada during 2002 to date. Additionally, TD Securities acted as exclusive
financial advisors to the Gerdau Group in completing the combination of Co-Steel
Inc. with Gerdau's North American operations to create one of the largest steel
producing companies in North America.

Conclusion

"We have made changes to our provisioning, our lending standards, procedures and
practices, and have strengthened our organization so that we can manage all of
our businesses in an extremely disciplined and conservative manner, with a
strict focus on economic returns for all client relationships," said Clark.
"Looking ahead, we will leverage the strengths and competitive advantages we
have built to generate a solid earnings mix driven by the strong fundamentals in
each of our three ongoing businesses, and delivering deserved value for our
shareholders."

This news release may contain forward-looking statements, including statements
regarding the business and anticipated financial performance of TDBFG. These
statements are subject to a number of risks and uncertainties that may cause
actual results to differ materially from those contemplated by the
forward-looking statements. Some of the factors that could cause such
differences include but are not limited to legislative or regulatory
developments, competition, technological change, global capital market activity,
interest rates, changes in government and economic policy, inflation and general
economic conditions in geographic areas where TDBFG operates. These and other
factors should be considered carefully and undue reliance should not be placed
on the forward-looking statements. TDBFG does not undertake to update any
forward-looking statements.

REVIEW OF OPERATING PERFORMANCE

How the Bank Reports

The Bank prepares its financial statements in accordance with Canadian generally
accepted accounting principles (GAAP), which are presented in the Bank's 2002
Annual Statement and are available at www.td.com. The Bank refers to results
prepared in accordance with GAAP as the "reported basis".

In addition to presenting the Bank's results on a reported basis, the Bank also
utilizes the "operating cash basis" to assess each of its businesses and to
measure overall Bank performance against targeted goals. The definition of
operating cash basis begins with the reported GAAP results and then excludes the
impact of the special gain on the sale of the mutual fund record keeping and
custody business in the first and third quarter 2002, restructuring costs
related to acquisitions and significant business restructuring initiatives (TD
Securities in the fourth quarter 2001, TD Waterhouse in the third quarter 2001
and Newcrest in the first quarter 2001), the effects of future tax rate
reductions on future tax balances in the first and third quarter 2001, and the
effect of real estate gains and general allowance increases in the first and
second quarter 2001. The Bank views these restructuring costs and special items
as transactions that are not part of the Bank's normal daily business operations
and are therefore not indicative of trends. In addition, the Bank also excludes
non-cash charges related to goodwill and identified intangible amortization from
business combinations. Consequently, the Bank believes that the operating cash
basis provides the reader with an understanding of the Bank's results that can
be consistently tracked from period to period.

As explained, operating cash basis results are different from reported results
determined in accordance with GAAP. The term "operating cash basis results" is
not a defined term under GAAP, and therefore may not be comparable to similar
terms used by other issuers. The table below provides a reconciliation between
the Bank's operating cash basis results and reported results.

Net Loss

Operating cash basis net loss for the quarter was $42 million, compared with
operating cash basis net income of $521 million for the same quarter last year.
On an operating cash basis, basic loss per share was $.10 this quarter compared
with diluted earnings per share of $.78 a year ago. Operating cash basis return
on total common equity was (2.1)% for the quarter as compared with 16.8% last
year.

Reported net loss applicable to common shares was $219 million for the fourth
quarter, compared with reported net income applicable to common shares of $203
million in the same quarter last year. Reported loss per share was $.34 in the
quarter compared with reported basic and diluted earnings per share of $.32 in
the same quarter last year. Reported return on total common equity was (7.4)%
for the quarter as compared with 6.8% last year.

Reconciliation of Operating Cash Basis Results to Reported Results
                                                                                    For the three     For the twelve
                                                                                       months             months
                                                                                    ended Oct. 31      ended Oct. 31

(unaudited, millions of dollars)                                                      2002     2001       2002     2001

Net interest income (TEB)                                                          $ 1,441  $ 1,341    $ 5,522  $ 4,636
Provision for credit losses                                                          (950)    (190)    (2,925)    (620)
Other income                                                                         1,054    1,288      4,889    6,097
Non-interest expenses excluding non-cash goodwill/ intangible amortization and     (1,635)  (1,735)    (6,754)  (6,925)
restructuring costs
                                                                                  -------------------------------------
Income before provision for (benefit of) income taxes and non-controlling             (90)      704        732    3,188
interest in subsidiaries
Provision for (benefit of) income taxes (TEB)                                         (57)      175        172      981
Non-controlling interest                                                               (9)      (8)       (34)     (49)
                                                                                  -------------------------------------
Net income (loss) - operating cash basis                                            $ (42)    $ 521      $ 526  $ 2,158
Preferred dividends                                                                   (21)     (22)       (84)     (83)
                                                                                  -------------------------------------
Net income (loss) applicable to common shares                                       $ (63)    $ 499      $ 442  $ 2,075
- operating cash basis
Special increase in general provision, net of tax                                        -        -          -    (208)
Gain on sale of mutual fund record keeping and custody business, net of tax              -        -         32        -
Gain on sale of investment real estate, net of tax                                       -        -          -      275
Restructuring costs, net of tax                                                          -     (76)          -    (138)
Income tax expense from income tax rate changes                                          -        -          -     (75)
                                                                                  -------------------------------------
Net income (loss) applicable to common shares                                         (63)      423        474    1,929
- cash basis
Non-cash goodwill amortization, net of tax                                               -     (49)          -    (189)
Non-cash intangible amortization, net of tax                                         (156)    (171)      (634)    (440)
                                                                                  -------------------------------------
Net income (loss) applicable to common shares                                      $ (219)    $ 203    $ (160)  $ 1,300
- reported basis

(dollars)
Basic net income (loss) per common share                                           $ (.10)    $ .79      $ .69   $ 3.31
- operating cash basis
Diluted net income (loss) per common share                                           (.10)      .78        .68     3.27
- operating cash basis
Basic net income (loss) per common share                                             (.34)      .32      (.25)     2.07
- reported basis
Diluted net income (loss) per common share                                           (.34)      .32      (.25)     2.05
- reported basis

Certain comparative amounts have been reclassified to conform with current year
presentation.

Net Interest Income

Net interest income on a taxable equivalent basis (TEB) was $1,441 million this
quarter, a year-over-year increase of $100 million. Net interest income reported
by TD Securities increased by $46 million as compared with the same quarter a
year ago, primarily related to interest income from trading activities. Net
interest income at TD Canada Trust decreased by $14 million to $1,032 million,
and the net interest margin decreased by two basis points to 3.38% as compared
with a year ago. Net interest income reported by TD Wealth Management remained
relatively unchanged at $109 million as compared with a year ago.

Other Income

Other income was $1,054 million, a decrease of $234 million or 18% from the same
quarter last year.

The investment securities portfolio incurred losses of $14 million in the
quarter. This represents a significant decrease from net investment securities
gains of $137 million in the fourth quarter of last year. The decrease is
primarily attributable to weaker equity markets leading to fewer exit
opportunities. Overall, the equity investment securities portfolio continues to
have a surplus over its book value of $228 million compared with $370 million at
the end of 2001.

Trading income reported in other income decreased by $57 million, while trading
related income generated by TD Securities - which is the total of trading income
reported in other income and the net interest income on trading positions
reported in net interest income - was $330 million for the quarter, a decrease
of $39 million or 11% as compared with a year ago. This was a solid performance
given the decrease in market volatility, the continued slowdown in corporate
origination activity and weak credit markets. Trading related income in the
quarter was supported by strong trading revenues in equity structured products
and solid results from the Bank's credit hedging and trading activities.

Income from loan securitizations decreased by $15 million or 22% as compared
with a year ago, as a result of lower levels of securitized assets. Offsetting
this decline in other income was a year-over-year increase in insurance revenues
of $20 million or 25%.

Non-Interest Expenses

Total operating cash expenses decreased by $100 million from a year ago to
$1,635 million, primarily as a result of lower incentive compensation expenses.
Operating cash expenses exclude non-cash goodwill and purchase-related
intangible amortization and restructuring costs related to acquisitions and
significant business restructuring initiatives. During the fourth quarter 2001,
the Bank recorded a pre-tax restructuring charge of $130 million related to
business restructuring initiatives at TD Securities. On a reported basis,
expenses decreased by $348 million from a year ago to $1,861 million. In the
fourth quarter 2002, the impact of non-cash goodwill and purchase-related
intangible amortization on the Bank's reported expenses was $226 million
compared with $344 million in the same quarter a year ago. Beginning in fiscal
2002, the Bank discontinued the amortization of goodwill as a result of the
adoption of a new accounting standard on goodwill and intangible assets.

On an operating cash basis, the Bank's overall efficiency ratio improved to
65.5% in the current quarter from 66.0% the same quarter a year ago. The Bank's
consolidated efficiency ratio is impacted by shifts in its business mix. The
efficiency ratio is viewed as a more relevant measure for TD Canada Trust, which
had an efficiency ratio of 58.7% this quarter as compared with 60.8% a year ago,
after excluding non-cash items and funding costs for the acquisition of Canada
Trust.

Managing Risk and Balance Sheet

Credit Risk and Provision for Credit Losses

During the quarter, the Bank expensed $950 million through the provision for
credit losses compared with $190 million in the same quarter last year. Of the
$950 million in provision for credit losses for the fourth quarter 2002, $600
million related to additional sectoral provisions and the remaining $350 million
related to specific provisions on impaired loans. The full-year provision for
credit losses is $2,925 million, up from the $620 million recorded last year
(excluding special additions to general allowances in the first and second
quarter 2001 amounting to $300 million in total).

The total allowance for credit losses (specific, general and sectoral
allowances) exceeded gross impaired loans by $975 million at the end of the
quarter, compared with a $53 million excess at October 31, 2001. The Bank's
total accumulated general allowance for credit losses amounted to $1,206 million
at quarter end, relatively unchanged from October 31, 2001. General allowances
are maintained at a level adequate to absorb all credit-related losses not yet
identified in the Bank's portfolio relating to both loans and off-balance sheet
instruments and qualify as Tier 2 capital - to an amount equal to 87.5 basis
points of risk-weighted assets - under guidelines issued by the Office of the
Superintendent of Financial Institutions.

Market Risk

The Bank manages market risk in its trading books by using several key controls.
The Bank's market risk policy sets out detailed limits for each trading
business, including Value at Risk (VaR), stress test, stop loss, and limits on
profit and loss sensitivity to various market factors. There have been no
material changes in the policy during the quarter. Policy controls are augmented
by active oversight by independent market risk staff and frequent management
reporting. VaR is a statistical loss threshold which should not be exceeded on
average more than once in 100 days. It is also the basis for regulatory capital
for market risk. The table below presents average and end-of-quarter VaR usage,
as well as year-to-date and fiscal 2001 averages. The Bank backtests its VaR by
comparing it to daily net trading revenue. During the fourth quarter of fiscal
2002, daily net trading revenues were positive for 86% of the trading days.
Losses never exceeded the Bank's statistically predicted VaR for the total of
our trading related businesses.

Value at Risk Usage
                      For the three months    For the three months    For the twelve months    For the twelve months
                              ended                   ended                   ended                    ended
(millions of              Oct. 31, 2002           Oct. 31, 2002           Oct. 31, 2002            Oct. 31, 2001
dollars)                                            - Average               - Average                - Average
Interest Rate Risk                  $ (13.5)                $ (15.6)                 $ (16.6)                 $ (16.3)
Equity Risk                            (6.6)                   (8.0)                   (11.1)                   (11.3)
Foreign Exchange                       (3.3)                   (1.8)                    (2.1)                    (1.9)
Risk
Commodity Risk                          (.1)                    (.5)                     (.4)                     (.3)
Diversification                          8.9                     8.2                      9.5                     10.6
Effect
Global Value at Risk                  (14.6)                  (17.7)                   (20.7)                   (19.2)

Liquidity Risk

The Bank holds a sufficient amount of liquidity to fund its obligations as they
come due as measured under normal operating conditions as well as under a stress
test scenario. The Bank ensures that it has enough funds available to meet its
obligations by managing its cash flows and holding highly liquid assets in
Canadian and U.S. dollars as well as other foreign currencies that can be
readily converted into cash. The Bank manages liquidity on a global basis,
ensuring the prudent management of liquidity risk in all of its operations. In
addition to a large base of stable retail and commercial deposits, the Bank has
an active wholesale funding program including asset securitization. This funding
is highly diversified as to source, type, currency and geographical location. As
at October 31, 2002, the Bank met all of its policy requirements.

Balance Sheet

Total assets were $278 billion at the end of the fourth quarter, $10 billion or
3% lower than as at October 31, 2001. Lower volumes from trading securities
contributed $13 billion to the decrease in total assets with securities
purchased under resale agreements representing $7 billion of the decrease.
Personal loans, including securitizations, increased by $3 billion, primarily
attributable to a solid performance in the personal loan portfolio at TD Canada
Trust. At the end of the fourth quarter, residential mortgages, including
securitizations, increased by $2 billion from last year end to $69 billion.
Bank-originated securitized assets not included on the balance sheet amounted to
$15 billion compared with $18 billion a year ago.

Wholesale deposits decreased by $11 billion and securities under repurchase
agreements decreased by $6 billion as compared with October 31, 2001. Personal
non-term deposits grew by $4 billion from October 31, 2001 to reach $51 billion,
with TD Canada Trust accounting for the majority of this increase. Personal term
deposits remained unchanged at $50 billion.

Capital

As at October 31, 2002, the Bank's Tier 1 capital ratio was 8.1% compared with
8.4% at October 31, 2001. Risk-weighted assets declined by $6 billion from last
year to $121 billion at October 31, 2002. The decline in risk-weighted assets
resulted from ongoing monitoring and control of risk-weighted asset levels. Tier
1 capital declined from $10.6 billion as at October 31, 2001 to $9.8 billion.
The reduction in Tier 1 capital was the result of the weak operating cash basis
earnings recorded in 2002 coupled with dividend payments. In the second quarter,
the Bank introduced a dividend reinvestment plan which resulted in reinvested
dividends of $174 million by October 31, 2002. In addition, in the fourth
quarter 2002, the Bank issued $350 million of TD Capital Trust Securities II,
which partially qualified as Tier 1 capital.


REVIEW OF TD'S BUSINESSES

TD Canada Trust

TD Canada Trust reported record earnings for the quarter. Operating cash basis
net income was $287 million, $10 million or 4% higher than the same period last
year and $5 million or 2% higher than last quarter. Operating cash basis return
on economic capital was 27%, a decrease of 2 percentage points from last year
and unchanged from last quarter.

Total operating cash basis revenue grew 1% from last year. Real estate secured
lending, deposits and home and auto insurance offered through TD Meloche Monnex
were the main contributors to revenue growth, partly offset by a 2 basis point
decline in the margin on average earning assets. Excluding non-recurring items
in both periods, revenue grew by 4% from last year. Personal lending volume,
including real estate secured, grew by $4.8 billion or 5%. Personal deposit
volume grew $5.6 billion or 7% and business deposits grew by $3.3 billion or
16%. Commercial loans and acceptances contracted by $1.0 billion or 7%.

Total operating cash basis revenue increased by $7 million from last quarter on
growth in real estate secured lending and home and auto insurance, offset by
reduced sales of TD Wealth Management products in the branches and the 2 basis
point decline in the margin on average earning assets.

A more normal level of commercial and small business provisions resulted in a
$28 million or 30% increase in the provision for credit losses over last year.
Provision for credit losses decreased by $12 million from the third quarter to
$120 million in the fourth quarter. The $20 million agricultural sectoral
provision taken in the prior quarter was drawn down in the current quarter by
specific provisions.

Operating cash basis expenses decreased 2% compared with last year, which was
impacted by costs associated with the conversion of the retail branch network
and the brand launch. Expense synergies realized from branch mergers also
contributed to the decrease, offset in part by higher benefits costs, including
pensions, and investments in customer service and process improvement
initiatives. The operating cash basis efficiency ratio improved by 2.1
percentage points to 58.7%. Expenses were up $7 million compared to last quarter
on higher benefits costs and increased operating expenses in fast growing TD
Meloche Monnex, partly offset by branch merger synergies and a favourable impact
from recent process improvement initiatives. The overall average number of
employees decreased by 2,100 full-time equivalent compared with last year and by
900 compared with last quarter.

A further 14 branch mergers were completed during the quarter bringing the total
number of mergers under the integration program to 238. A further 24 mergers are
scheduled for fiscal 2003. Our Retail Branch Customer Satisfaction Index (CSI)
increased slightly during the quarter to 84.4%, up from 84.0% the previous
quarter, and is now 1.0 percentage point higher than the pre-conversion level.

TD Securities

In the fourth quarter, TD Securities' had an operating cash basis net loss of
$357 million compared with net income of $239 million in the same quarter last
year and a loss of $544 million last quarter. The poor performance was largely a
result of a significant increase in the provisions for credit loss to $841
million. This represents an increase of $715 million from last year and a
reduction of $291 million from last quarter.

Total operating revenue for the quarter was $566 million, down $241 million from
the same quarter last year. Corporate banking revenues declined due to
reductions in the size of our loan book, lower fees related to slower corporate
re-financing activities, and higher losses on asset sales. Investment banking
performed well during the current quarter, with revenues down only modestly from
last year despite a significant slowdown in corporate activity. Results in the
current quarter reflect the completion of several key advisory mandates as well
as executing debt and equity issuances for several telecommunications clients.
Debt capital markets revenues were down approximately 30% from last year. The
decline was mainly attributable to a slowdown in corporate client activity as
well as deteriorating credit markets and a flatter yield curve. Equity capital
markets had a strong performance in the quarter related to favorable trading
revenues. Private equity revenues were flat for the quarter compared with a
strong fourth quarter last year which included net security gains of
approximately $140 million.

Total provisions for credit losses in the quarter were $841 million. During the
quarter, TD Securities established $426 million of specific provisions; $241
million was established through a charge for credit loss and $185 million was
established by drawing down on the $850 million sectoral provision we
established last quarter. We also took a $600 million charge for additional
sectoral provisions related to exposures in our non-core loan book.

Non-interest expenses of $276 million were $43 million or 13% lower than last
year. The decrease is primarily a result of lower variable compensation.

Overall, this was a difficult quarter to end a very difficult year for TD
Securities. However, we are proactively addressing our key challenges and
business issues. We are taking specific actions to improve performance in fiscal
2003 including increasing client profitability, growing our full service
investment bank in Canada, opportunistically capitalizing on cross-border client
flows as well as, leveraging our structuring, trading and distribution
capabilities. These initiatives are consistent with our intention to
significantly reduce the size of our lending book outside of Canada. Lending
relationships which cannot meet our hurdle rate of return will be managed down
within the non-core portfolio. Our objective is to exit the non-core loans as
quickly and efficiently as possible in a manner which optimizes shareholder
returns. While it remains difficult to forecast the precise timing of a
sustainable market recovery, we are confident that the actions we have taken
will lead to strong returns on capital over the long term.

TD Wealth Management

TD Wealth Management's fourth quarter operating cash basis net income was $22
million, an increase of $3 million or 16% over last year and $2 million or 10%
versus last quarter. Operating cash basis return on economic capital was 16% an
increase of five percentage points from last year and one percentage point from
last quarter. The operating cash basis efficiency ratio remained virtually flat
from prior quarter at 91%, and improved over last year by one percentage point.

Total operating cash basis revenue remained flat at $518 million compared with
the prior year and versus prior quarter total revenue decreased $20 million
reflecting lower commission-based transactions and asset-based fees. New
accounts opened within the self-directed brokerage business decreased 14%
compared to last year and 8% versus last quarter. Average trades per day
declined 15% to 81,806 compared with last quarter. The decline in trades per day
is consistent with major market declines during the quarter and continued
investor uncertainty. Total wealth management expenses declined 1% over last
year, and 4% over last quarter as we aggressively reduced costs in light of the
uncertain market conditions.

Assets under management declined to $112 billion this quarter, primarily due to
the loss of institutional business volumes and continued North American market
declines. This compares with assets under management of $119 billion a year ago
and $122 billion last quarter. Assets under administration declined by $3
billion or 1% to $234 billion this quarter versus last quarter, and $6 billion
or 3% versus last year.

Although the market experienced some positive movement in the later part of the
quarter, the overall quarterly performance reflected the continued lack of
investor confidence in current markets. As a result, TD Wealth Management
experienced continued declines in its fee-based businesses and lower than
anticipated volumes in the self-directed and full-service brokerage businesses.
Although we are uncertain when the market will improve, we believe that our
well-established businesses will enable us to capitalize on the growing wealth
needs of our customers in the short term and will enhance our industry position
once investor confidence returns.

Other

During the current quarter, the Other segment had operating cash basis net
earnings of $6 million. The most significant factors contributing to this result
were net earnings of $8 million related to transfer pricing differences, net
treasury activities, and net unallocated revenues, expenses and taxes. In
addition, the Other segment included operating cash basis net earnings of $7
million related to the results from curtailed businesses, which was offset by $9
million after-tax charge for non-controlling interest in subsidiaries.


                      This information is provided by RNS
            The company news service from the London Stock Exchange
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