BCE.PR.A BCE Inc Preferred Shares Series AA

The following is a set of excerpts from the prospectus document for the Series AA preferreds. The excerpts, highlight the most relevant information, an investor should know when analyzing this preferred. A link to the prospectus is provided lower in this page. The original document for BCE.PR.A BCE Inc Preferred Shares Series AA was used for the excerpts and the important information was highlighted for quick access.

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Excerpt: Size and initial yield

BCE Inc. $510,000,000 20,000,000 Shares Cumulative Redeemable First Preferred Shares, Series AA Until September 1, 2007, the Cumulative Redeemable First Preferred Shares, Series AA (the ‘‘Series AA Preferred Shares’’) will be entitled to fixed cumulative preferred cash dividends of $1.3625 per share per annum, as and when declared by the board of directors of BCE Inc., which will accrue from the date of issue and will be payable quarterly on the first day of March, June, September and December in each year with, assuming an issue date of March 1, 2002, the initial dividend, if declared, payable on June 1, 2002 in the amount of $0.340625 per share. See ‘‘Details of the Offering’’. Thereafter, for the initial Subsequent Fixed Rate Period, commencing on September 1, 2007 and ending on and including August 31, 2012 and for each succeeding Subsequent Fixed Rate Period, commencing on the day immediately following the end of the immediately preceding Subsequent Fixed Rate Period and ending on and including August 31 in the fifth year thereafter, the Series AA Preferred Shares will be entitled to fixed cumulative preferred cash dividends, as and when declared by the board of directors of BCE Inc. BCE Inc. shall determine on the 25th day prior to the first day of each Subsequent Fixed Rate Period the annual dividend rate for each Subsequent Fixed Rate Period, which shall not be less than 80% of the five-year Government of Canada Yield, and give notice thereof. See ‘‘Details of the Offering’’. On September 1, 2007 or on September 1 in every fifth year thereafter, BCE Inc. may redeem for cash the Series AA Preferred Shares, in whole but not in part, at BCE Inc.’s option, at $25.00 per share plus accrued and unpaid dividends. See ‘‘Details of the Offering’’. The Toronto Stock Exchange has conditionally approved the listing of the Series AA Preferred Shares, subject to BCE Inc. fulfilling the requirements of such exchange on or before May 6, 2002. On February 4, 2002, the holders of the 12,000,000 Cumulative Redeemable First Preferred Shares, Series W (the ‘‘Series W Preferred Shares’’) outstanding granted to BCE Inc. an option to purchase all of such Series W Preferred Shares (the ‘‘Option’’) at a price of $25.50 per share. The exercise of the Option by BCE Inc. is conditional upon the investment by such holders of the proceeds to be received from BCE Inc. as consideration for the sale of the Series W Preferred Shares, upon the exercise of the Option by BCE Inc., in an equal number of Series AA Preferred Shares to be issued by BCE Inc. at the price of $25.50 per share. In addition to the 8,000,000 Series AA Preferred Shares to be issued to the public by BCE Inc., this short form prospectus also qualifies the 12,000,000 Series AA Preferred Shares that would be issued to the holders of the Series W Preferred Shares if BCE Inc. exercises the Option. However, there is no assurance that all or part of such 12,000,000 Series AA Preferred Shares will be so issued and the issuance of any of such shares is not a condition of closing of the issue to the public of the 8,000,000 Series AA Preferred Shares also qualified by this short form prospectus. No underwriting fee will be paid in respect of the issue of the Series AA Preferred Shares to such parties.

Excerpt: Reset Date and Yield Terms

Price and Yield: The Series AA Preferred Shares are offered at a price of $25.50 per share. A purchaser will realize a pre-tax yield of 5.03% per annum based on 22 quarterly dividend payments of $0.340625 over the 5.5 year period from the expected closing date of March 1, 2002 to September 1, 2007 and assuming the Series AA Preferred Shares have a value of $25.00 on September 1, 2007. Principal Characteristics of Series AA Preferred Shares Dividends: Until September 1, 2007, fixed cumulative preferred cash dividends of an annual amount equal to $1.3625 per share will, if declared, be payable quarterly on the first day of March, June, September and December in each year. Assuming an issue date of March 1, 2002, an initial dividend, if declared, of $0.340625 per share will be payable on June 1, 2002. From September 1, 2007, for the initial Subsequent Fixed Rate Period, commencing on September 1, 2007 and ending on and including August 31, 2012, and for each succeeding Subsequent Fixed Rate Period, commencing on the day immediately following the end of the immediately preceding Subsequent Fixed Rate Period and ending on and including August 31 in the fifth year thereafter, the Series AA Preferred Shares will be entitled to fixed cumulative preferred cash dividends, as and when declared by the board of directors of BCE Inc. BCE Inc. shall determine on the 25th day prior to the first day of each Subsequent Fixed Rate Period the annual dividend rate for each Subsequent Fixed Rate Period and give notice thereof. Such annual dividend rate shall not be less than 80% of the five-year Government of Canada Yield determined on the 25th day prior to the first day of each Subsequent Fixed Rate Period. Redemption: The Series AA Preferred Shares are not redeemable prior to September 1

Excerpt: Conversion Terms

Conversion into a Further Series of Preferred Shares Holders of Series AA Preferred Shares will have the right to convert their shares into Cumulative Redeemable First Preferred Shares, Series AB of BCE Inc. (the ‘‘Series AB Preferred Shares’’), subject to certain conditions, on September 1, 2007 and every five years thereafter. See ‘‘Details of the Offering’’. Principal Characteristics of Series AB Preferred Shares Dividends: From September 1, 2007, floating adjustable cumulative preferred cash dividends, if declared, will be payable monthly on the twelfth day of each month following the month of September 2007, with the annual floating dividend rate for the first month equal to 80% of Prime. The dividend rate will float in relation to changes in Prime and will be adjusted upwards or downwards on a monthly basis whenever the Calculated Trading Price of the Series AB Preferred Shares is $24.875 or less or $25.125 or more respectively. The maximum monthly adjustment for changes related to the Calculated Trading Price will be +/-4.00% of Prime. However, the annual floating dividend rate applicable in a month will in no event be less than 50% of Prime or be greater than Prime.