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TORONTO — TD Bank Group announced today that chairman, chief
executive officer and president Bob Dorrance intends to exercise up to 297,088
options for TD common shares.

The company indicated Dorrance plans to donate some of the
shares he acquires to charity and to sell all of the remaining shares.

Officials calculated the exercise covers approximately 29
percent of Dorrance's outstanding options.

As reported in TD's proxy circular, Dorrance has a share
ownership requirement of one times his target total direct compensation, which
the company said he exceeds by a wide margin.

TD Bank noted the options were granted to Dorrance in
December 2002 and December 2005 as part of his performance-based compensation. Officials
added these options will expire in December.

"Mr. Dorrance made the decision to enter into the plan at this
time due to TD's conservative insider trading policies that could prevent him
from trading TD shares or exercising options for potentially long periods of
time," officials explained.

"Under these policies, trading by certain employees is not
permitted for at least six weeks prior to each quarterly release," they
continued. "From time to time, particular circumstances arise that further
restrict trading and the combined effect can be a blackout for certain
individuals for the better part of a year.

Under TD's policies, the company stressed that it must
pre-announce by way of press release Dorrance's intention to conduct any
transaction in TD stock, including the exercise of stock options, at least five
business days in advance of the date of the transaction.

"Mr. Dorrance has other outstanding options that are
approaching expiry in the coming years, and his intention to exercise these
options before they expire will also be pre-disclosed in accordance with TD's
policies," officials acknowledged.

"The donation is being directed to charities with which Mr. Dorrance
is personally involved," they concluded.