Mondex International

Press Release
22 May, 1997

Bank of Montreal, Canada Trust, Le Mouvement des caisses Desjardins, National Bank of Canada, and TD Bank
Join Mondex Canada

Mondex expands in Canada with 90% of the Market

LONDON/TORONTO/MONTREAL (May 22nd, 1997) -- Mondex International Limited announced today in a joint statement with Canadian Imperial Bank of Commerce and Royal Bank of Canada that Bank of Montreal, Canada Trust, Le Mouvement des caisses Desjardins, and National Bank of Canada have joined Mondex Canada. In addition, The Toronto-Dominion Bank said it is in the process of joining Mondex Canada.

Mondex is a payment smart card which brings together the advantages of paying by cash with the convenience of paying by card. The system is being introduced by major financial institutions in conjunction with retailers and telecommunications companies around the world. Mondex can be used in place of cash to make payments instantly and conveniently at participating merchants or by phone. In addition, Mondex is unique in that its technology platform allows for person-to-person transfer of electronic cash that is not reported to a central computer system.

With the addition of Bank of Montreal, Canada Trust, Le Mouvement des caisses Desjardins, National Bank of Canada, and TD Bank to Mondex Canada’s existing participants -- CIBC, Royal Bank, Credit Union Central of Canada and HongKong Bank of Canada -- Mondex would represent close to 90 per cent of the deposit-taking financial institutions market in Canada, at this time. In addition, Bell Canada is a marketing participant in the Mondex implementation in Guelph, Ontario.

Mondex Canada is part of Mondex International Limited, an independent global payments company owned by MasterCard International and 23 other major companies in North America, Europe, southeast Asia, Australia, and New Zealand.

Mondex Launch in Guelph Bank of Montreal, and Canada Trust said they intend to join CIBC, Credit Union Central of Canada and Royal Bank in the Guelph, Ontario Mondex implementation which began in February of this year, but timing has not been determined.

Le Mouvement des caisses Desjardins, HongKong Bank of Canada, and National Bank of Canada have no branches in Guelph, but are full participants in Mondex Canada and will take part in the national roll-out of Mondex.

Within six weeks of the February launch in Guelph, more than 5,000 cardholders among the population of 95,000 in Guelph were using Mondex, along with more than 500 retailers, representing over 90 per cent of the merchant community. More than $500,000 of value had been downloaded onto Mondex cards.

Bank of Montreal, Canada Trust, and TD Bank said they will continue their participation in the pilot of the Exact electronic cash card until it can be properly transformed to the Mondex technology. The Belgian-based system, which was launched in Kingston, Ontario last fall, has 8,000 cards in use in 500 merchant locations.

Michael Keegan CEO of Mondex International, said, "Canada’s financial services industry has given Mondex a tremendous vote of confidence and ensured that it will be the first electronic cash scheme to gain wide acceptance across the country. This announcement is typical of Mondex’s rapid progress around the world and emphasises the fact that we are now a global reality, with Mondex franchises sold in over 20 countries and new franchises to be announced in the coming months."

Ron McKerlie, Vice President, Electronic Banking Services, Bank of Montreal said, "Smart cards represent yet another convenient way customers can make purchases and merchants can accept business. Customers can pay by cash but have the advantages of using a card. Our involvement with Mondex will give us another opportunity to participate in a leading technology."

Tim Hockey, Vice President, Core Banking Services, Canada Trust, said, "Our early experience in Kingston demonstrates clearly that consumers and merchants are eager to embrace this new technology. Joining Mondex will help us to deliver a complete electronic cash card solution sooner."

Ron Hodges, Vice President, Card and Direct Services, TD Bank said, "Our merchants and customers are enthusiastic about stored value cards, and the feedback from the Exact pilot has been positive. We are excited to be joining Mondex and are committed to helping make the payment process easier."

Jacques Malo, Senior Executive Vice President for Operations at Le Mouvement des caisses Desjardins, said, "Considering that Québecers are enthusiastic users of direct payment facilities, we are highly confident that they will show the same level of interest for the electronic cash concept. We believe that Mondex stands out among all electronic cash systems as the one offering the highest number of functionalities and, as such, will fit right into our strategy of offering members the most modern, convenient services."

Allan J. McGale, Vice President, Stored Value Cards, Royal Bank, said: "Today’s announcement concerning Bank of Montreal, Canada Trust, Le Mouvement des caisses Desjardins, National Bank of Canada and TD Bank is a significant milestone for Mondex Canada as well as for our colleagues in other countries around the world. With representation by most of Canada’s leading financial institutions, and the participation in the Guelph launch of the country’s largest telecommunications company, we now have an even stronger foundation for establishing Mondex as the pre-eminent global electronic cash system."

Marlene Boyaner, Vice President, Stored Value Products, CIBC, said: "With the participation of more of the country’s first-class financial institutions and the enthusiastic co-operation of our launch city of Guelph, Mondex is well-positioned to evolve as the electronic cash system of choice across Canada.

Jules Gagné, Vice President, Payment Systems at the National Bank of Canada, said, "National Bank of Canada is pleased to team up with Mondex in order to offer its clients an easy new payment method that is both secure and convenient. The fact that a large number of financial institutions are already associated with Mondex augers well for uniform, rapid and effective implementation of its type of payment, which can only benefit consumers and merchants alike."


All figures in Canadian dollars.

For Further Information Please Contact:
Gerry Hopkinson, Head of Corporate Affairs, Mondex International Tel: 44-171-557 5016 Robin O'Kelly, PR Manager, Mondex International Tel: 44-171-557 5036

Joe Clark, Nancy Evans, Mondex Guelph Liaison, Environics Communications (519) 822-2880 / Cell: (416) 219-7339 (416) 920-9000 ext 274


Mondex Canada Participating Financial Institutions

Bank of Montreal Bank of Montreal, Canada's first bank, is a highly diversified financial services institution that ranks as one of the 10 largest banks in North America with average assets of $182 billion. In addition to mbanx, North America’s first virtual banking unit, the Bank’s group of companies includes Nesbitt Burns, Canada’s pre-eminent full-service investment firm and Chicago-based Harris Bank, a major U.S. Midwest financial institution. Bank of Montreal has an equity position and alliance with Grupo Financiero Bancomer, the leading Mexican financial institution.

Canada Trust Canada Trust is a wholly-owned subsidiary of CT Financial Services Inc. and provides a full range of personal financial, mutual funds, trust and investment management and advisory services, and is considered one of the strongest financial institutions in Canada.

Canadian Imperial Bank of Commerce CIBC is one of North America’s largest financial institutions with over $218 billion in assets and more than 41,000 employees offering a full range of products and services through 1,400 branches and offices across Canada and around the world. CIBC is a Canadian leader in serving clients through a broad choice of convenient electronic channels including debit and credit cards, 3,100 automated banking machines, telephone banking, PC banking and the Internet.

Credit Union Central of Canada Credit Union Central of Canada, with headquarters in Toronto, is the financial intermediary and national trade association for provincial credit union Centrals and for affiliated credit unions and caisses populaires coast to coast. The Canadian Credit Union System has assets totaling $47.3 billion and serves more than four million Canadians.

HongKong Bank of Canada HongKong Bank of Canada, an indirectly-held, wholly owned subsidiary of HSBC Holdings plc, has 117 branches across Canada and two branches in the western United States. With over 5,000 offices in 78 countries and assets of $533 billion at Dec 31, 1996, the HSBC Group is among the world’s largest financial services organizations.

Le Mouvement des caisses Desjardins With total assets exceeding $83 billion, Le Mouvement des caisses Desjardins is Québec’s largest financial institution. Le Mouvement’s 1,300 local caisses own corporations operating in the fields of life and general insurance, brokerage and trust services. Desjardins boasts a long tradition of technological innovation, including a leadership role in direct payment, in addition to becoming the first Québec-based financial institution to field test electronic cash and to offer transactional services on its Internet site. Desjardins has a network of 1,925 automated teller machines and 28,000 point-of-sale terminals in Québec.

National Bank of Canada With over $53 billion in assets, a network of more than 630 branches and offices across Canada and its staff of approximately 13,000, National Bank of Canada is the sixth largest chartered bank in Canada. Based in Montreal, the National Bank of Canada can serve its clientele through its offices across Canada as well as in the United States, Latin American, Asia and Europe.

Not only do the clients of National Bank of Canada have access to a complete line of products and services expressly designed to meet all their financial needs, but they can also count on a valuable experience in foreign markets when they are ready to explore new horizons.

The Toronto-Dominion Bank The Toronto-Dominion Bank is North America's 14th largest bank with assets of more than $136 billion. Rated Aa2 and AA by Moody's Investors Service and Standard and Poor's Ratings Group respectively, TD Bank has the highest securities rating of any major Canadian bank.

Royal Bank of Canada Royal Bank is part of Royal Bank Financial Group, which also includes Royal Trust, RBC Dominion Securities, Royal Bank ActionDirect, and RBC Insurance Holdings Inc. It is Canada’s leading bank and has more than 1,600 operating units in 35 countries serving nearly 10 million consumer and business customers. Its network of more than 4,700 automated banking machines is the largest in Canada. The bank also has over 50,000 point of sale merchant terminals.

MONDEX INTERNATIONAL Mondex International Limited was established as an independent payments company in July, 1996. MasterCard International acquired 51 per cent of the company in February, 1997 and will adopt Mondex International’s technology as its future choice of strategic chip platform. The following companies are currently or will become shareholders (directly or indirectly) in Mondex International: Bank of Montreal; Canada Trust; Canadian Imperial Bank of Commerce; Le Mouvement des caisses Desjardins; The Toronto-Dominion Bank; Royal Bank of Canada; National Westminster Bank; Ulster Bank; Midland Bank; The Hongkong and Shanghai Banking Corporation; Wells Fargo Bank; AT&T; Chase Manhattan; First Chicago NDB; Australia and New Zealand Banking Group; Commonwealth Bank of Australia; National Australia Bank; Westpac Banking Corporation (Australia); ANZ Banking Group (New Zealand); ASB Bank; Countrywide Banking Corporation Limited; National Bank of New Zealand Limited; Bank of New Zealand; Westpac Banking Corporation (New Zealand).

Mondex is currently being launched or piloted in the following countries: · Canada: 5,000 cardholders in Guelph, Ontario · UK: 13,000 cardholders in Swindon; 13,000 cardholders on two university campuses; 5,000 cardholders in office environments · Hong Kong: 41,000 cardholders · United States: 700 cardholders in San Francisco · New Zealand: 700 cardholders


For further information please contact:
Robin O'Kelley, PR Manager, Mondex International, Tel: 44-171-557 5036