BMO Investor Solutions Group | Principal Protected Solutions

Bank of Canadian Equity Minimum Return Protected Deposit NotesTM, Series 1

Variable Return of 65% of the 0.50% annual positive price performance of the 100% Principal Protected coupon payments Reference Basket at maturity if held to Maturity INVESTMENT HIGHLIGHTS REFERENCE BASKET

Term to Maturity The Reference Basket will consist of an equally-weighted notional 5 years portfolio of Securities consisting of common shares and units, as applicable, of 15 Canadian TSX-listed issuers. As of April 16, Coupon Payments: equal to 0.50% per annum ($0.50 per Deposit Note 2014, the Securities in the Reference Basket had an average on each Coupon Payment Date) paid annually throughout the term of the dividend or distribution yield of 4.23% and an average market Deposit Notes. capitalization of approximately $32.37 billion (Source: Bloomberg). The following provides an industry sector breakdown Variable Return of the Reference Basket as well as information on each Security, The Variable Return is based on the price performance of an equally- including the TSX ticker symbol and the indicated dividend or weighted notional portfolio of common shares and units, as applicable distribution yield and market capitalization as at April 16, 2014 (the “Reference Basket”) of 15 Canadian TSX-listed issuers. More (Source: Bloomberg). The information in the following table is not specifically, the Variable Return per Deposit Note, if any, is $100 intended to be, nor should it be construed to be, an indication as multiplied by 65% of the average (if positive) of the percentage changes in the closing prices of the securities in the Reference Basket from the to the future dividend or distribution yield of the Securities. The closing date to and including the third business day prior to maturity. Reference Basket will not include any dividends or distributions declared on the Securities. Investors must be prepared to waive the aggregate dividend and distribution yield provided by the 100% principal guaranteed by BMO as issuer if held to maturity Securities, representing approximately 23.04% over the 5-year term of the Deposit Notes assuming the average dividend and FundSERV JHN1815 distribution yield of the Securities remains constant at 4.23% each year and assuming dividends and distributions are reinvested in Available until June 13, 2014 the Securities.

www.bmosp.com

Issuer TSX Symbol Indicated Gross Market Capitalization Dividend or ($ millions) Distribution Yield of Nova Scotia BNS 3.94% $78,851.65 BCE Inc. BCE 5.13% $37,390.26 Canadian Imperial Bank of Commerce CM 4.10% $38,067.36 Canadian Oil Sands Limited COS 6.06% $11,189.00 Crescent Point Energy Corp. CPG 6.29% $17,439.27 Inc. ENB 2.73% $42,660.84 Fortis Inc. FTS 4.08% $6,696.16 Husky Energy Inc. HSE 3.43% $34,412.36 of NA 4.08% $14,772.56 Power Corporation of Canada POW 3.85% $13,866.27 Corporation PWF 4.16% $23,945.22 Inc. RCI/B 4.15% $22,931.07 Inc. SJR/B 4.15% $12,156.76 The Toronto-Dominion Bank TD 3.65% $94,820.24 TransCanada Corporation TRP 3.74% $36,328.00

Source: Bloomberg as of April 16, 2014

For further information, please contact your Investment Advisor BMO Investor Solutions Group | Principal Protected Solutions

Bank of Montreal Canadian Equity Minimum Return Protected Deposit NotesTM, Series 1

POSSIBLE RETURN SCENARIOS:

The following examples are included for illustration purposes only. The Security Returns used to illustrate the two different scenarios are hypothetical and are not estimates or forecasts of expected changes in the Closing Prices of the Securities from the Closing Date to and including the Final Valuation Date. Each of the scenarios refers to a Holder holding a single Deposit Note and assumes that no Extraordinary Event, Market Disruption Event, Potential Adjustment Event or Substitution Event has occurred.

SCENARIO 1: POSITIVE RETURN EXAMPLE

Issuer Initial Price Final Price Security Return Bank of Nova Scotia $64.91 $118.77 83.00% BCE Inc. $48.57 $42.24 -13.04% Canadian Imperial Bank of Commerce $20.21 $27.67 36.92% Canadian Oil Sands Limited $39.43 $27.04 -31.42% Crescent Point Energy Corp. $43.89 $68.42 55.89% Enbridge Inc. $51.32 $89.16 73.74% Fortis Inc. $32.10 $45.16 40.67% Husky Energy Inc. $35.00 $58.80 68.00% National $45.16 $60.18 33.29% Power Corporation of Canada $30.11 $52.85 75.51% Power Financial Corporation $33.68 $62.20 84.67% Rogers Communications Inc. $44.12 $28.60 -35.18% Shaw Communications Inc. $26.53 $33.46 26.14% The Toronto-Dominion Bank $51.46 $80.08 55.61% TransCanada Corporation $51.34 $75.06 46.20% Simple Average of Security Returns = 40.00% Variable Return = Deposit Amount x 65% x Reference Basket Return = $100.00 x 65% x 40.00% = $26.00

In Scenario 1 above, a Holder would receive a Variable Return of $26.00 at Maturity, and would also receive the final Coupon Payment of $0.50 per Deposit Note and the Deposit Amount. Together with Coupon Payments totaling $2.50 per Deposit Note over the term of the Deposit Notes, this represents a cumulative return of $28.50 per Deposit Note and an annually compounded rate of return of 5.19%.

SCENARIO 2: NEGATIVE RETURN EXAMPLE

Issuer Initial Price Final Price Security Return Bank of Nova Scotia $64.91 $37.97 -41.50% BCE Inc. $48.57 $51.74 6.52% Canadian Imperial Bank of Commerce $20.21 $16.48 -18.46% Canadian Oil Sands Limited $39.43 $45.62 15.71% Crescent Point Energy Corp. $43.89 $31.63 -27.94% Enbridge Inc. $51.32 $32.40 -36.87% Fortis Inc. $32.10 $25.57 -20.34% Husky Energy Inc. $35.00 $23.10 -34.00% National Bank of Canada $45.16 $37.64 -16.64% Power Corporation of Canada $30.11 $18.74 -37.76% Power Financial Corporation $33.68 $19.42 -42.34% Rogers Communications Inc. $44.12 $51.88 17.59% Shaw Communications Inc. $26.53 $23.06 -13.07% The Toronto-Dominion Bank $51.46 $37.15 -27.80% TransCanada Corporation $51.34 $39.48 -23.10% Simple Average of Security Returns = -20.00% In Scenario 2 above, the simple average of the Security Returns is negative. As a result, the Reference Basket Return is zero and a Holder would not receive any Variable Return at Maturity, but would receive the final Coupon Payment of $0.50 per Deposit Note and the Deposit Amount. Together with Coupon Payments totalling $2.50 per Deposit Note over the term of the Deposit Notes, this represents a cumulative return of $2.50 per Deposit Note and an annually compounded rate of return of 0.50%. BMO Investor Solutions Group | Principal Protected Solutions

Bank of Montreal Canadian Equity Minimum Return Protected Deposit NotesTM, Series 1

Bank of Nova Scotia provides retail, commercial, international, HuskyEnergyInc.is involved in the exploration, development corporate, investment and private banking services and products. and production of crude oil and natural gas in Canada and in international areas. The company also conducts upgrading BCE Inc. provides a full range of communication services to residential operations, pipeline operations, commodity trading and energy and business customers in Canada. The company’s services include infrastructure projects. In addition, the company manufactures local, long distance and wireless phone services, high speed and and markets refined products and operates a retail network. wireless Internet access, IP-broadband services, value-added business solutions and direct-to-home satellite and VSDL television services. National Bank of Canada provides a full array of banking services, including retail, corporate and . The Canadian Imperial Bank of Commerce provides banking and bank, through its subsidiaries, is involved in securities brokerage, financial services to consumers, individuals, and corporate clients in insurance and wealth management, as well as mutual fund and Canada and around the world. retirement plan management. Canadian Oil Sands Limited is an oil and gas exploration and Power Corporation of Canada is a diversified management and production company. The company is focused on the Syncrude holding company. The company has holdings in the financial Project, and runs the day-to-day operations involving mining and services and communications sectors in North America. The upgrading bitumen from the Athabasca oil sands. company, through European-based Pargesa Group, invests in Crescent Point Energy Corp. is an oil and gas exploration and communications, utility, industrial, energy, financial services and production company. The company owns assets located in the food companies in Europe. The company also has diversified Western Canadian Sedimentary Basin. interests in Asia. Enbridge Inc. provides energy transportation, distribution and related Power Financial Corporation, through subsidiaries, is involved services in North America and internationally. The company operates a in insurance, international banking and investments, global asset crude oil and liquids pipeline system, is involved in international energy management and investment counseling. In addition, the projects and is involved in natural gas transmission and midstream company is involved in merchant banking in North America and businesses. Enbridge also distributes natural gas and electricity and Europe. provides retail energy products. Rogers Communications Inc. is a diversified Canadian Fortis Inc. holds investments in several electric distribution utilities communications and media company. The company’s activities located in Canada, Belize and the Cayman Islands. The company also include wireless voice and data communications services over its has subsidiaries involved in electricity generation in New York State national GSM, HSPA and LTE networks, cable television, and Belize. In addition, the company, through its non-utility subsidiary, telephony and high speed Internet access services over its has investments in commercial real estate and hotels throughout broadband networks and radio and TV broadcasting, televised Atlantic Canada. shopping, magazines and sports. Shaw Communications Inc. provides broadband cable television, Internet and satellite television services. The Toronto-Dominion Bank conducts a general banking business through banking branches and offices located throughout Canada and overseas. The company and other subsidiaries offer a broad range of banking, advisory services and discount brokerage to individuals, businesses, financial institutions, governments and multinational corporations. TransCanada Corporation is the parent company of TransCanada PipeLines Limited. The company is focused on natural gas transmission and power services. The company’s network of pipeline transports the majority of Western Canada’s natural gas production to markets in Canada and the United States. The company also has interests in power plants in Canada and the United States.

Source : www.bloomberg.com BMO Investor Solutions Group | Principal Protected Solutions

Bank of Montreal Canadian Equity Minimum Return Protected Deposit NotesTM, Series 1 This is onlya summary the Offering of and should be read in TERMS OF THE OFFERING Issuer Bank of Montreal (the “Bank”).

Rating As of the date of the Information Statement, the deposit liabilities of the Bank with a term to maturity of more than one year are rated “AA” by DBRS, “A+” by Standard & Poor’s and “Aa3” by Moody’s. The Deposit Notes have not been rated and there is no assurance that, if the Deposit Notes were specifically rated by such rating agencies, they would have the same rating as the other deposit liabilities of the Bank. The Deposit Notes will not be deposits insured under the Canada Deposit Insurance Corporation Act or any other deposit insurance regime designed to ensure the payment of all or a portion of a deposit upon the insolvency of the deposit taking financial institution.

Issue Price $100 per Deposit Note (the “Deposit Amount”).

Selling Period Until June 13, 2014.

Issue Date On or about June 18, 2014.

Maturity Date/Term The Deposit Notes will mature on June 18, 2019 (“Maturity” or “Maturity Date”), resulting in a term to maturity of approximately 5 years.

Minimum Purchase $2,000 (20 Deposit Notes).

Reference Basket The price performance of the Reference Basket will determine the amount of Variable Return, if any, Holders will receive at Maturity. The Reference Basket will consist of an equally-weighted proportion of the common shares and units, as applicable of the 15 Canadian TSX-listed issuers listed below: Bank of Nova Scotia Enbridge Inc. Power Financial Corporation

BCE Inc. Fortis Inc. Rogers Communications Inc.

Canadian Imperial Bank of Commerce Husky Energy Inc. Shaw Communications Inc.

Canadian Oil Sands Limited National Bank of Canada The Toronto-Dominion Bank

Crescent Point Energy Corp. Power Corporation of Canada TransCanada Corporation Subject to the occurrence of certain special circumstances, for each Deposit Note a Holder holds at Maturity, the Holder will receive (i) the Deposit Amount, Payment at Maturity and (ii) a Variable Return, if any. StatementInformation 5, 2014Maythe dated conjunction with More specifically, the Variable Return per Deposit Note, if any, is equal to $100 multiplied by 65% of the Reference Basket Return. The Reference Basket Return is the simple average (if positive) of the Security Returns of each of the Securities. If the percentage change in the Closing Price of one or more of the Securities is zero or negative, this will offset positive percentage changes in the Closing Prices of other Securities, potentially resulting in no Variable Return being payable. The Variable Return, if any, will not reflect any dividends or distributions declared on the Securities. Holders cannot elect toreceive payment of any variable return prior to maturity. No variable return or distributions will be paid during the term of the Deposit Notes other than the Coupon Payments. While the Securities had an average dividend or distribution yield of 4.23% and an average market capitalization of approximately $32.37 billion as of April 16, 2014 (source: Bloomberg), the Variable Return will not reflect any dividends or distributions declared on the Securities. FundSERV Code JHN1815

This income tax summary is subject to the limitations and qualifications set out under “Income Tax Considerations” in the Information Statement. In the opinion of Torys LLP, counsel to the Bank, (i) Coupon Payments on the Deposit Notes will be required to be included in income as received or as become receivable, and (ii) if a Holder holds a Deposit Note at Maturity, the Holder will be required to include in income the amount, if any, of the Variable Return. Generally, based in part on counsel’s understanding of the CRA’s administrative practice, a Holder should not have to report any amount in respect of the Variable Return, if any, in the Holder’s tax return for any taxation year ending before the year in which the Deposit Notes mature, provided an Extraordinary Event has not occurred. However, counsel understands that the CRA is currently reviewing its administrative practice in relation to the relevance of a secondary market for debt obligations such as the Deposit Notes in determining whether there is a deemed accrual of interest on such debt obligations. Provided an Extraordinary Event has not occurred and while the matter is not free from doubt, a disposition of a Deposit Note by a Holder, other than to the Bank, prior to the Final Valuation Date of such Deposit Note should give rise to a capital gain (or capital loss) to the extent the Holder’s proceeds of disposition, excluding accrued and unpaid interest, if any, exceed (or are less than) the aggregate of the Holder’s adjusted cost base of the Deposit Note and any reasonable costs of disposition. Holders should consult their own tax advisors with respect to their particular circumstances if they plan to sell a Deposit Note prior to Maturity. Please see “Income Tax Considerations” in the Information Statement for more details. Secondary Market The Deposit Notes will not be listed on any stock exchange. Moreover, a Holder does not have the right to redeem the Deposit Notes prior to Maturity. However, BMO Capital Markets, in normal market conditions, will use reasonable efforts, subject to normal market conditions, to arrange for a secondary market for the sale of Deposit Notes but reserves the right not to do so in the future, without providing prior notice to Holders. Secondary market “redemption” orders and settlements can be made using the FundSERV network. Changes in laws and regulations may impact the procedures and timing relating to selling Deposit Notes on the secondary market. Sale of Deposit Note prior to Maturity may result in a loss even if the price performance of the Securities has been positive.

Early Trading Charge An Early Trading Charge will apply to secondary market redemption orders for Deposit Notes placed using the FundSERV network within the first 360 days from the Closing Date, determined as a percentage of the Deposit Amount as follows:

If sold within 0-60 days 61-120 days 121-180 days 181-240 days 241-300 days 301-360 days Thereafter Early Trading Charge 3.50% 2.90% 2.30% 1.70% 1.10% 0.50% Nil

No CDIC The Deposit Notes are not insured under the Canada Deposit Insurance Corporation Act or any other deposit insurance regime designed to ensure the payment of all or a portion of a deposit upon the insolvency of the deposit taking institution. The Deposit Notes are issued by and constitute direct, unconditional obligations of Bank of Montreal. This summary is issued for discussion purposes only to provide an overview of the proposed Deposit Notes and does not constitute investment advice or an offer to sell or a solicitation to purchase. Details of certain risks of investing in the Deposit Notes, as well as complete disclosure of how the Variable Return on the Deposit Notes is calculated, are contained in the related Information Statement which will be available through your financial advisor or at www.bmosp.com. You should read the Information Statement carefully before investing and discuss all the key features of the Deposit Notes, including their suitability for you, with your financial advisor. The Deposit Notes may not be suitable for all types of investors. The prices and value of the Deposit Notes may fluctuate and/or be adversely affected by a number of factors. The fluctuation of the performance of the underlying securities will directly impact the Variable Return, if any, on the Deposit Notes at Maturity. The Deposit Notes will not be listed on any stock exchange. You do not have the right to require Bank of Montreal to redeem the Deposit Notes prior to maturity.

Bank of Montreal makes no recommendations concerning equity investments as asset classes or the suitability of investing in securities generally or Deposit Notes in particular. No person has been authorized to give any information or to make any representation not contained in the Information Statement relating to the Deposit Notes and Bank of Montreal does not accept any responsibility for any information not contained in the Information Statement.

“BMO (M-bar roundel symbol)”, “BMO” and “BMO Capital Markets” are registered trade-marks of Bank of Montreal.