BMO Capital Trust II, a closed-end trust wholly owned by Bank of Montreal, will issue $450 million of BMO Tier 1 Notes – Series A due Dec.31, 2107, the bank said Friday.

The notes are expected to qualify as Tier 1 capital of the bank for regulatory purposes. The trust intends to file a final prospectus with the Canadian securities regulators Friday, and anticipates that a receipt for the prospectus will be issued on Monday, Dec. 15.

Interest on the notes is payable semi-annually. From the date of issue to but excluding Dec. 31, 2018, the rate of interest on the notes will be fixed at 10.221% per annum. Starting on Dec. 31, 2018, and on every fifth anniversary after such date, the rate of interest on the notes will be reset as described in the prospectus.

On or after Dec. 31, 2013, the trust may, at its option and subject to certain conditions, redeem the notes, in whole or in part.

In certain circumstances, the notes or interest thereon may be automatically exchanged or paid by the issuance of Class B non-cumulative preferred shares of the bank.

The transaction is expected to close on Dec. 18, 2008 and the net proceeds will be used by the bank for general corporate purposes.

IE