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Conversion to a corporation

Bell Aliant converted to a corporation on January 1, 2011.

As a result of the federal government's previously announced changes to income tax legislation, starting January 1, 2011, Bell Aliant will be taxed as a corporation. In May 2010 information was sent to Bell Aliant’s unitholders and in June 2010, the unitholders approved a tax-deferred transaction to convert from an income trust to a corporation under the conversion rules enacted into law on March 12, 2009.

The dividend is expected to be lower than the distribution. Under the Trust Structure these dividends are initially expected to be set by the board at $0.475 per quarter ($1.90 per year) per share. We have taken a responsible, balanced approach that seeks to ensure dividend sustainability while maintaining a high payout to investors in developing our new dividend policy. It is important to note that for a taxable individual investor who is a resident of Canada, dividends are taxed at a lower rate than distributions paid by an income trust. So, for these investors, we expect that the reduction in the dividend will be mitigated, to a large part, by lower taxes.

It is expected that the new corporation will pay quarterly dividends to its shareholders. We expect the dividends would be paid to shareholders of record as of the 15th day of the last month of each quarter (i.e. March, June, September, and December) and would be paid on the last business day of the quarter.

These forwarding looking statements are qualified by the cautionary language contained in the "Forward-looking information" sections of the Fund's 2009 Annual Management Discussion and Analysis (MD&A) and 2010 quarterly MD&A's.

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