Obligation ScotiaBank 3.75% ( US064159CH79 ) en USD

ScotiaBank

100.105 % ⇌

Canada

US064159CH79 ( en USD )

3.75% par an ( paiement semestriel )

27/11/2028

Prospectus brochure de l'obligation Bank of Nova Scotia US064159CH79 en USD 3.75%, échéance 27/11/2028

1 000 USD

064159CH7

N/A

27/11/2025 ( Dans 148 jours )

La Banque de Nouvelle-Écosse (Scotiabank) est une banque multinationale canadienne offrant une vaste gamme de services financiers personnels et commerciaux à travers les Amériques, en Europe et en Asie-Pacifique.

L'Obligation émise par ScotiaBank ( Canada ) , en USD, avec le code ISIN US064159CH79, paye un coupon de 3.75% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 27/11/2028

http://www.sec.gov/Archives/edgar/data/9631/000089109213009625/e5...
424B2 1 e56385_424b2.htm PRICING SUPPLEMENT

Filed Pursuant to Rule 424(b)(2)

Registration No. 333-185049

Pricing Supplement dated November 22, 2013 to the
Prospectus dated August 1, 2013
Prospectus Supplement dated August 8, 2013 and Product Prospectus Supplement (Rate Linked Notes, Series A) dated August 8,
2013

The Bank of Nova Scotia
$2,000,000
Callable Step-Up Rate Notes, Series A
Due November 27, 2028
· 100% repayment of principal at maturity, subject to the credit risk of
· Semi-annual interest payments
the Bank
· Cal able by the Bank semi-annually on any Cal Payment Date on or
· Interest Rate that increases over the 15-year stated term of the Notes
after the fifth anniversary of issuance

The Cal able Step-Up Rate Notes, Series A Due November 27, 2028 (the "Notes") offered hereunder are unsecured obligations of
The Bank of Nova Scotia and are subject to investment risks including possible loss of the Principal Amount invested due to the
credit risk of The Bank of Nova Scotia. As used in this pricing supplement, the "Bank," "we," "us" or "our" refers to The Bank of
Nova Scotia.
The Notes will not be listed on any securities exchange or automated quotation system.
NEITHER THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION ("SEC") NOR ANY STATE SECURITIES
COMMISSION HAS APPROVED OR DISAPPROVED OF THE NOTES OR PASSED UPON THE ACCURACY OR THE
ADEQUACY OF THIS DOCUMENT, THE ACCOMPANYING PROSPECTUS, PROSPECTUS SUPPLEMENT OR PRODUCT
PROSPECTUS SUPPLEMENT. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE. THE NOTES ARE
NOT INSURED BY THE CANADA DEPOSIT INSURANCE CORPORATION PURSUANT TO THE CANADA DEPOSIT
INSURANCE CORPORATION ACT, THE UNITED STATES FEDERAL DEPOSIT INSURANCE CORPORATION, OR ANY OTHER
GOVERNMENTAL AGENCY OF CANADA, THE UNITED STATES OR ANY OTHER JURISDICTION.
Scotia Capital (USA) Inc., our affiliate, wil purchase the Notes from us for distribution to other registered broker-dealers or wil
offer the Notes directly to investors. Scotia Capital (USA) Inc. or any of its affiliates or agents may use this pricing supplement in
market-making transactions in the Notes after their initial sale. Unless we, Scotia Capital (USA) Inc., or another of our affiliates or
agents selling such Notes to you informs you otherwise in the confirmation of sale, this pricing supplement is being used in a
market-making transaction. See "Supplemental Plan of Distribution (Conflicts of Interest)" in this pricing supplement and
"Supplemental Plan of Distribution" on page PS-32 of the accompanying product prospectus supplement.
Investment in the Notes involves certain risks. You should refer to "Additional Risk Factors" in this pricing supplement
and "Additional Risk Factors Specific to the Notes" beginning on page PS-5 of the accompanying product prospectus
supplement and "Risk Factors" beginning on page S-2 of the accompanying prospectus supplement.
Per
Note
Total
Price to public1
100.00%
$2,000,000.00
Underwriting commissions2
2.025%
$40,500.00
Proceeds to Bank of Nova Scotia3
97.975%
$1,959,500.00
The difference between the estimated value of your Notes and the original issue price reflects costs that the Bank or its affiliates
expect to incur and profits that the Bank or its affiliates expect to realize in connection with hedging activities related to the Notes.
These costs and profits wil likely reduce the secondary market price, if any secondary market develops, for the Notes. As a result,
you may experience an immediate and substantial decline in the market value of your Notes on the Trade Date and you may lose al
or a substantial portion of your initial investment. The Bank's profit in relation to the Notes will vary based on the difference between
(i) the amounts received by the Bank in connection with the issuance and the reinvestment return received by the Bank in
connection with those funds and (ii) the costs incurred by the Bank in connection with the issuance of the Notes and the hedging
transactions. The Bank wil also realize a profit that wil be based on the (i) cost of creating and maintaining the hedging
transactions minus (i ) the payments received on the hedging transactions.
We wil deliver the Notes in book-entry form through the facilities of The Depository Trust Company ("DTC") on or about November
27, 2013 against payment in immediately available funds.
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Scotia Capital (USA) Inc.
1 Certain accounts may pay a purchase price of at least $979.75 (97.975%) per $1,000 Principal Amount of the Notes and third party distributors involved in such
transactions may charge a discretionary fee with respect to such sales.
2 Scotia Capital (USA) Inc. or one of our affiliates wil purchase the Notes at the Principal Amount and as part of the distribution wil pay discounts and underwriting
commissions of $20.25 (2.025%) per $1,000 Principal Amount of the Notes in connection with the distribution of the Notes. Scotia Capital (USA) Inc. wil also
receive a structuring and development fee of up to $0.50 (0.05%) per $1,000 Principal Amount of the Notes. See "Supplemental Plan of Distribution (Conflicts of
Interest)" in this pricing supplement.
3 Excludes potential profits from hedging. For additional considerations relating to hedging activities see "Additional Risk Factors - The Inclusion of Dealer
Spread and Projected Profit from Hedging in the Original Issue Price is Likely to Adversely Affect Secondary Market Prices" in this pricing supplement.

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Summary
The information in this "Summary" section is qualified by the more detailed information set forth in this pricing supplement, the
prospectus, the prospectus supplement and the product prospectus supplement, each filed with the SEC. See "Additional Terms of
Your Notes" in this pricing supplement.
Issuer:
The Bank of Nova Scotia (the "Issuer" or the "Bank")
Type of Note
Cal able Step-Up Rate Notes, Series A
CUSIP/ISIN:
CUSIP 064159CH7 / ISIN US064159CH79
Minimum
$1,000
Investment:
Denominations:
$1,000 and integral multiples of $1,000 in excess thereof
Principal Amount:
$1,000 per Note
Currency:
U.S. Dollars
Trade Date:
November 22, 2013
Pricing Date:
November 22, 2013
Original Issue Date:
November 27, 2013
Maturity Date:
November 27, 2028
Business Day:
Any day which is neither a legal holiday nor a day on which banking institutions are authorized or obligated
by law, regulation or executive order to close in New York and Toronto.
Interest Payment:
With respect to each Interest Payment Date, for each $1,000 Principal Amount of Notes, the Interest
Payment wil be calculated as $1,000 × 1/2 × Interest Rate.

Each Interest Payment is paid semi-annual y and is calculated on a 30/360 unadjusted basis;
(i)"30/360"means that Interest Payment is calculated on the basis of twelve 30-day months and (i )
"unadjusted" means that an Interest Payment Date may be delayed if it fal s on aSaturday, Sunday or
other non Business Day. As a result, each Interest Payment period wil consist of 180 days (six 30-day
months) and Interest Payments wil accrue based on 180 days of a 360-day year. See "Payment at
Maturity" and "Interest" on page P-5 of this pricing supplement.
Interest Rate:
Period beginning on
Period ending on and excluding
Annual Interest Rate

November 27, 2013
November 27, 2020
3.75% per annum

November 27, 2020
November 27, 2023
4.00% per annum

November 27, 2023
November 27, 2026
4.50% per annum

November 27, 2026
November 27, 2028
5.00% per annum
Interest Payment
The 27th calendar day of each May and November and commencing on May 27, 2014 and ending on the
Dates:
Maturity Date.

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If these days are not Business Days, Interest Payments wil actual y be paid on the dates determined as
described below.
Day Count Fraction: 30/360, unadjusted, fol owing business day convention (al as more ful y described below).
First Call Date:
November 27, 2018
Call Provision:
The Notes are redeemable at our option, in whole, but not in part, on each stated Cal Payment Date,
from and including the First Cal Date, upon notice by us to DTC on or before the corresponding Cal
Notice Date, at an amount that wil equal the Principal Amount of your Notes plus the Interest Payment
applicable to such Interest Payment Date. If the Notes are cal ed prior to the Maturity Date, you wil be
entitled to receive only the Principal Amount of the Notes and any accrued and unpaid Interest Payment in
respect of Interest Payment Dates occurring on or before the Cal Payment Date. In this case, you wil
lose the opportunity to continue to be paid Interest Payments in respect of Interest Payment Dates ending
after the Cal Payment Date.
Call Notice Date:
10 Business Days prior to the corresponding Cal Payment Date.
Call Payment Date:
The 27th calendar day of each May and November, commencing on the First Cal Date, if any, for which
we have given a cal notice for the Notes, on or before the corresponding Cal Notice Date.
If these days are not Business Days, Cal Payments wil be determined according to the fol owing
business day convention.
Survivor's Option:
Applicable
See "General Terms of the Notes" in the accompanying product prospectus supplement.
Form of Notes:
Book-entry
Calculation Agent:
Scotia Capital Inc., an affiliate of the Bank
Status:
The Notes wil constitute direct, unsubordinated and unsecured obligations of the Bank ranking pari passu
with all other direct, unsecured and unsubordinated indebtedness of the Bank from time to time
outstanding (except as otherwise prescribed by law). Holders wil not have the benefit of any insurance
under the provisions of the Canada Deposit Insurance Corporation Act, the U.S. Federal Deposit
Insurance Act or under any other deposit insurance regime.
Tax Redemption:
The Bank (or its successor) may redeem the Notes, in whole but not in part, at a redemption price equal
to the principal amount thereof together with accrued and unpaid interest to the date fixed for redemption,
if it is determined that changes in tax laws or their interpretation wil result in the Bank (or its successor)
becoming obligated to pay, on the next Interest Payment Date, additional amounts with respect to the
Notes. See "Tax Redemption" in this pricing supplement.
Listing:
The Notes wil not be listed on any securities exchange or quotation system.
Use of Proceeds:
General corporate purposes
Clearance and
Depository Trust Company
Settlement:
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Terms Incorporated: Al of the terms appearing under the caption "General Terms of the Notes" beginning on page PS-10 in the
accompanying product prospectus supplement, as modified by this pricing supplement.

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ADDITIONAL TERMS OF YOUR NOTES
You should read this pricing supplement together with the prospectus dated August 1, 2013, as supplemented by the prospectus
supplement dated August 8, 2013 and the product prospectus supplement (Rate Linked Notes, Series A) dated August 8, 2013,
relating to our Senior Note Program, Series A, of which these Notes are a part. Capitalized terms used but not defined in this
pricing supplement wil have the meanings given to them in the product prospectus supplement. In the event of any conflict, this
pricing supplement will control. The Notes may vary from the terms described in the accompanying product prospectus
supplement in several important ways. You should read this pricing supplement carefully.
This pricing supplement, together with the documents listed below, contains the terms of the Notes and supersedes al prior or
contemporaneous oral statements as wel as any other written materials including preliminary or indicative pricing terms,
correspondence, trade ideas, structures for implementation, sample structures, brochures or other educational materials of ours.
You should carefully consider, among other things, the matters set forth in "Additional Risk Factors Specific to the Notes" in the
accompanying product prospectus supplement, as the Notes involve risks not associated with conventional debt securities. We urge
you to consult your investment, legal, tax, accounting and other advisors before you invest in the Notes. You may access these
documents on the SEC website at www.sec.gov as fol ows (or if that address has changed, by reviewing our filings for the relevant
date on the SEC website at http://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&CIK=0000009631):
Prospectus dated August 1, 2013:
http://www.sec.gov/Archives/edgar/data/9631/000089109213006699/e54840_424b3.htm
Prospectus Supplement dated August 8, 2013:
http://www.sec.gov/Archives/edgar/data/9631/000089109213006938/e54968_424b3.htm
Product Prospectus Supplement (Rate Linked Notes, Series A), dated August 8, 2013
http://www.sec.gov/Archives/edgar/data/9631/000089109213006942/e54970_424b5.htm
The Bank of Nova Scotia has filed a registration statement (including a prospectus, a prospectus supplement, and a
product prospectus supplement) with the SEC for the offering to which this pricing supplement relates. Before you
invest, you should read those documents and the other documents relating to this offering that we have filed with the
SEC for more complete information about us and this offering. You may obtain these documents without cost by visiting
EDGAR on the SEC Website at www.sec.gov. Alternatively, The Bank of Nova Scotia, any agent or any dealer
participating in this offering will arrange to send you the prospectus, the prospectus supplement and the product
prospectus supplement if you so request by calling 1-416-866-3672.
PAYMENT AT MATURITY
If the Notes have not been cal ed by us, as described elsewhere in this pricing supplement, we wil pay you the principal amount of
your Notes on the Maturity Date, plus the final interest payment.
In the event that the stated Maturity Date is not a Business Day, then relevant repayment of principal wil be made on the next
Business Day ("Fol owing Business Day Convention").
INTEREST
We describe payments as being based on a "day count fraction" of "30/360, unadjusted, Fol owing Business Day Convention."
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This means that the number of days in the Interest Payment period wil be based on a 360-day year of twelve 30-day months
("30/360") and that the number of days in the Interest Payment period will be based on the days on which interest would have been
paid if each such day was a Business Day, not on the actual days on which payment is made ("unadjusted").
If any Interest Payment Date fal s on a day that is not a Business Day (including any Interest Payment Date that is also the Maturity
Date), the relevant Interest Payment wil be made on the next Business Day under the Fol owing Business Day Convention.
EVENTS OF DEFAULT AND ACCELERATION
If the Notes have become immediately due and payable fol owing an Event of Default (as defined in the accompanying prospectus)
with respect to the Notes, the Calculation Agent wil determine (i) your principal amount and (i ) any accrued but unpaid interest
payable based upon the then applicable Interest Rate calculated on the basis of a 360-day year consisting of twelve 30-day
months.
If the Notes have become immediately due and payable fol owing an Event of Default, you wil not be entitled to any additional
payments with respect to the Notes. For more information, see "Description of the Debt Securities We May Offer--Events of
Default" beginning on page 21 of the accompanying prospectus.
TAX REDEMPTION
The Bank (or its successor) may redeem the Notes, in whole but not in part, at a redemption price equal to the principal amount
thereof together with accrued and unpaid interest to the date fixed for redemption, upon the giving of a notice as described below,
if:
as a result of any change (including any announced prospective change) in or amendment to the laws (or any regulations or
rulings promulgated thereunder) of Canada (or the jurisdiction of organization of the successor to the Bank) or of any political
subdivision or taxing authority thereof or therein affecting taxation, or any change in official position regarding the application
or interpretation of such laws, regulations or rulings (including a holding by a court of competent jurisdiction), which change
or amendment is announced or becomes effective on or after the Pricing Date (or, in the case of a successor to the Bank,
after the date of succession), and which in the written opinion to the Bank (or its successor) of legal counsel of recognized
standing has resulted or wil result (assuming, in the case of any announced prospective change, that such announced
change wil become effective as of the date specified in such announcement and in the form announced) in the Bank (or its
successor) becoming obligated to pay, on the next succeeding date on which interest is due, additional amounts with respect
to the Notes; or
on or after the Pricing Date (or, in the case of a successor to the Bank, after the date of succession), any action has been
taken by any taxing authority of, or any decision has been rendered by a court of competent jurisdiction in Canada (or the
jurisdiction of organization of the successor to the Bank) or any political subdivision or taxing authority thereof or therein,
including any of those actions specified in the paragraph immediately above, whether or not such action was taken or
decision was rendered with respect to the Bank (or its successor), or any change, amendment, application or interpretation
shall be officially proposed, which, in any such case, in the written opinion to the Bank (or its successor) of legal counsel of
recognized standing, will result (assuming, in the case of any announced prospective change, that such change, amendment,
application, interpretation or action is applied to the Notes by the taxing authority and that such announced change wil
become effective as of the date specified in such announcement and in the form announced) in the Bank (or its successor)
becoming obligated to pay, on the next succeeding date on which interest is due, additional amounts with respect to the
Notes;
and, in any such case, the Bank (or its successor), in its business judgment, determines that such obligation cannot be avoided by
the use of reasonable measures available to it (or its successor).
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In the event the Bank elects to redeem the Notes pursuant to the provisions set forth in the preceding paragraph, it shall deliver to
the Trustees a certificate, signed by an authorized officer, stating (i) that the Bank is entitled to redeem such Notes pursuant to their
terms and (ii) the principal amount of the Notes to be redeemed.
Notice of intention to redeem such Notes wil be given to holders of the Notes not more than 45 nor less than 30 days prior to the
date fixed for redemption and such notice wil specify, among other things, the date fixed for redemption and the redemption price.
ADDITIONAL RISK FACTORS
An investment in the Notes involves significant risks. In addition to the fol owing risks included in this pricing supplement, we urge
you to read "Additional Risk Factors Specific to the Notes" beginning on page PS-5 of the accompanying product prospectus
supplement and "Risk Factors" beginning on page S-2 of the accompanying prospectus supplement and on page 6 of the
accompanying prospectus.
You should understand the risks of investing in the Notes and should reach an investment decision only after careful consideration,
with your advisers, of the suitability of the Notes in light of your particular financial circumstances and the information set forth in this
pricing supplement and the accompanying prospectus, prospectus supplement and product prospectus supplement.
Your Investment is Subject to a Reinvestment Risk in the Event We Elect to Call the Notes.
We have the ability to cal the Notes prior to the Maturity Date. In the event we decide to exercise the Cal Provision, the amount of
interest payable would be less than the amount of interest payable if you held the Notes until the Maturity Date. There is no
guarantee that you would be able to reinvest the proceeds from an investment in the Notes at a comparable return for a similar
level of risk fol owing our exercise of the Cal Provision. We may choose to cal the Notes early or choose not to cal the Notes
early, in our sole discretion. In addition, it is more likely that we will call the Notes prior to maturity if a significant decrease in U.S.
interest rates or a significant decrease in the volatility of U.S. interest rates would result in greater interest payments on the Notes
than on instruments of comparable maturity, terms and credit worthiness then trading in the market.
Interest Rate Risk.
The Notes are an investment in a fixed interest rate. Fixed interest rate instruments are general y more sensitive to market interest
rate changes. The prices of long-term debt obligations general y fluctuate more than prices of short-term debt obligations as
interest rates change. General y, when market interest rates rise, the prices of debt obligations fal , and vice versa. This risk may
be particularly acute because market interest rates are currently at historical y low levels. Therefore, an increase in market interest
rates wil adversely affect the value of your Notes.
The Step-Up Feature Presents Different Investment Considerations than Fixed Rate Notes.

You wil most likely not earn the highest scheduled interest rates on the Notes if interest rates remain the same or fal during the
term of the Notes. This is due, in part, to the fact that we are likely to exercise the Cal Provision before the realization of such
highest scheduled interest rates. Therefore, when determining whether to invest in the Notes, you should not focus on the highest
interest rate, which is only applicable to the last year of the stated term of your Notes, and instead focus on, among other things,
the annual applicable interest rate to the first cal date and the Cal Provision.

The Notes are Not Ordinary Debt Securities.
The Notes have certain investment characteristics that differ from traditional fixed income securities. Specifically, the performance
of the Notes wil not track the same price movements as traditional interest rate products. A person should reach a decision to
invest in the Notes after careful y considering, with his or her advisors, the suitability of the Notes in light
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of his or her investment objectives and the information set out in the above terms of the offering. The Issuer does not make any
recommendation as to whether the Notes are a suitable investment for any person.
Your Investment is Subject to the Credit Risk of The Bank of Nova Scotia.
The Notes are senior unsecured debt obligations of The Bank of Nova Scotia and are not, either directly or indirectly, an obligation
of any third party. As further described in the accompanying prospectus, prospectus supplement and product prospectus
supplement, the Notes wil rank on par with al of the other unsecured and unsubordinated debt obligations of The Bank of Nova
Scotia, except such obligations as may be preferred by operation of law. Any payment to be made on the Notes, including the
return of the principal amount at maturity or on the Cal Payment Date, as applicable, depends on the ability of The Bank of Nova
Scotia to satisfy its obligations as they come due. As a result, the actual and perceived creditworthiness of The Bank of Nova
Scotia may affect the market value of the Notes and, in the event The Bank of Nova Scotia were to default on its obligations, you
may not receive the amounts owed to you under the terms of the Notes.
The Price at Which the Notes May Be Sold Prior to Maturity will Depend on a Number of Factors and May Be
Substantially Less Than the Amount for Which They Were Originally Purchased.
The price at which the Notes may be sold prior to maturity wil depend on a number of factors. Some of these factors include, but
are not limited to: (i) volatility of the level of interest rates and the market's perception of future volatility of the level of interest
rates, (i ) changes in interest rates general y, (i i) any actual or anticipated changes in our credit ratings or credit spreads, and (iv)
time remaining to maturity. In particular, because the terms of the Notes permit us to redeem the Notes prior to maturity, the price
of the Notes may be impacted by the cal feature of the Notes. Additional y, the interest rates of the Notes reflect not only our credit
spread general y but also the cal feature of the Notes and thus may not reflect the rate at which a note without a cal feature and
increasing interest rate might be issued and sold.
Depending on the actual or anticipated level of interest rates, the market value of the Notes may decrease and you may receive
substantial y less than 100% of the issue price if you sel your Notes prior to maturity.
The Inclusion of Dealer Spread and Projected Profit from Hedging in the Original Issue Price is Likely to Adversely Affect
Secondary Market Prices.
Assuming no change in market conditions or any other relevant factors, the price, if any, at which Scotia Capital (USA) Inc. or any
other party is willing to purchase the Notes at any time in secondary market transactions will likely be significantly lower than the
original issue price, since secondary market prices are likely to exclude underwriting commissions paid with respect to the Notes
and the cost of hedging our obligations under the Notes that are included in the original issue price. The cost of hedging includes the
projected profit that we and/or our subsidiaries may realize in consideration for assuming the risks inherent in managing the hedging
transactions. These secondary market prices are also likely to be reduced by the costs of unwinding the related hedging
transactions. In addition, any secondary market prices may differ from values determined by pricing models used by Scotia Capital
(USA) Inc. as a result of dealer discounts, mark-ups or other transaction costs.
The Notes Lack Liquidity.
The Notes wil not be listed on any securities exchange or automated quotation system. Therefore, there may be little or no
secondary market for the Notes. Scotia Capital (USA) Inc. or any other dealer may, but is not obligated to, make a market in the
Notes. Even if there is a secondary market, it may not provide enough liquidity to allow you to trade or sell the Notes easily.
Because we do not expect that other broker-dealers wil participate significantly in the secondary market for the Notes, the price at
which you may be able to trade your Notes is likely to depend on the price, if any, at which Scotia Capital (USA) Inc. is wil ing to
purchase the Notes from you. If at any time Scotia Capital (USA) Inc. or any other dealer were not to make a market in the Notes,
it is likely that there would be no secondary market for the Notes. Accordingly, you should be wil ing to hold your Notes to maturity.

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SUPPLEMENTAL PLAN OF DISTRIBUTION (CONFLICTS OF INTEREST)
Pursuant to the terms of a distribution agreement, Scotia Capital (USA) Inc., an affiliate of The Bank of Nova Scotia, wil purchase
the Notes from The Bank of Nova Scotia for distribution to other registered broker-dealers or wil offer the Notes directly to
investors.
Scotia Capital (USA) Inc. or one of our affiliates wil purchase the Notes at the Principal Amount and as part of the distribution wil
pay discounts and underwriting commissions of $20.25 (2.025%) per $1,000 principal amount of the Notes in connection with the
distribution of the Notes. Certain accounts may pay a purchase price of at least $979.75 (97.975%) per $1,000 Principal Amount of
the Notes and third party distributors involved in such transactions may charge a discretionary fee with respect to such sales.
Scotia Capital (USA) Inc. will also receive a structuring and development fee of up to $0.50 (0.05%) per $1,000 Principal Amount of
the Notes.
In addition, Scotia Capital (USA) Inc. or another of its affiliates or agents may use the product prospectus supplement to which this
pricing supplement relates in market-making transactions after the initial sale of the Notes. While Scotia Capital (USA) Inc. may
make markets in the Notes, it is under no obligation to do so and may discontinue any market-making activities at any time without
notice. See the sections titled "Supplemental Plan of Distribution" in the accompanying prospectus supplement and product
prospectus supplement.
The price at which you purchase the Notes includes costs that the Bank or its affiliates expect to incur and profits that the Bank or
its affiliates expect to realize in connection with hedging activities related to the Notes, as set forth above. These costs and profits
wil likely reduce the secondary market price, if any secondary market develops, for the Notes. As a result, you may experience an
immediate and substantial decline in the market value of your Notes on the Issue Date.
We expect that delivery of the Notes wil be made against payment therefor on or about the third Business Day fol owing the date
of pricing of the Notes (this settlement cycle being referred to as "T+3"). Under Rule 15c6-1 of the Securities Exchange Act of
1934, as amended, trades in the secondary market generally are required to settle in three business days, unless the parties to
any such trade expressly agree otherwise.
Conflicts of Interest
Each of Scotia Capital (USA) Inc. and Scotia Capital Inc. is an affiliate of the Bank and, as such, has a ` conflict of interest'' in this
offering within the meaning of FINRA Rule 5121. In addition, the Bank wil receive the gross proceeds from the initial public offering
of the Notes, thus creating an additional conflict of interest within the meaning of Rule 5121. Consequently, the offering is being
conducted in compliance with the provisions of Rule 5121. Neither Scotia Capital (USA) Inc. nor Scotia Capital Inc. is permitted to
sel the Notes in this offering to an account over which it exercises discretionary authority without the prior specific written approval
of the account holder.
Scotia Capital (USA) Inc. and its affiliates are full service financial institutions engaged in various activities, which may include
securities trading, commercial and investment banking, financial advisory, investment management, investment research, principal
investment, hedging, financing and brokerage activities. Scotia Capital (USA) Inc. and its affiliates have, from time to time,
performed, and may in the future perform, various financial advisory and investment banking services for the Bank, for which they
received or wil receive customary fees and expenses.
In the ordinary course of their various business activities, Scotia Capital (USA) Inc. and its affiliates may make or hold a broad
array of investments and actively trade debt and equity securities (or related derivative securities) and financial instruments
(including bank loans) for their own account and for the accounts of their customers, and such investment and securities activities
may involve securities and/or instruments of the Bank. Scotia Capital (USA) Inc. and its affiliates may also make investment
recommendations and/or publish or express independent research views in respect of such securities or instruments and may at
any time hold, or recommend to clients that they acquire, long and/or short positions in such securities and instruments.
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