UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM F-X

APPOINTMENT OF AGENT FOR SERVICE OF PROCESS
AND UNDERTAKING

A.

Name of issuer or person filing (“Filer”): The Bank of Nova Scotia

B.

(1)

This is [check one]:

	þ		an original filing for the Filer.
	o		an amended filing for the Filer.
	(2)		Check the following box if you are filing the Form F-X in paper in accordance with Regulation S-T Rule 101(b)(9) o

C.

Identify the filing in conjunction with which this form is being filed:

	Name of registrant:		The Bank of Nova Scotia
	Form type:		Form CB
	File number (if known):		005-85814
	Filed by:		The Bank of Nova Scotia
	Date filed (if filed concurrently, so indicate):		December 16, 2010 (filed concurrently)

D.

The Filer is incorporated or organized under the laws of

Canada

and has its principal place of business at

44 King St. West, Scotia Plaza, 8th Floor Toronto, Ontario Canada M5H 1H1 Telephone: (416) 866-3672

E.

The Filer designates and appoints Torys LLP (the “Agent”), located at:

237 Park Avenue New York, New York 10017 Attention: Andrew J. Beck Telephone: (212) 880-6000

as the agent of the Filer upon whom may be served any process, pleadings, subpoenas, or other papers in any investigation or administrative proceeding conducted by the Commission.

F.

The Filer stipulates and agrees to appoint a successor agent for service of process and file an amended Form F-X if the Filer discharges the Agent or the Agent is unwilling or unable to accept service on behalf of the Filer at any time until six years have elapsed following the effective date of the latest amendment to the Filer’s Form CB.

The Filer further undertakes to advise the Commission promptly of any change to the Agent’s name or address during the applicable period by amendment of this Form, referencing the file number of the relevant form in conjunction with which the amendment is being filed.

G.

Not applicable.

 

 

     The Filer certifies that it has duly caused this power of attorney, consent, stipulation and agreement to be signed on its behalf by the undersigned, thereunto duly authorized, in the city of Toronto, country of Canada, this 16th day of December, 2010.

     This statement has been signed by the following person in the capacity and on the date indicated.