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Swiss Life Holding: Successful Capital Increase

04.12.2002

Following the end of the rights exercise period yesterday, Swiss Life Holding confirms that more than 99% of the 10,839,704 shares offered in the capital increase have been subscribed. Credit Suisse First Boston, acting on behalf of the offering syndicate, will place in the market today the shares that were not taken up. Through this capital increase Swiss Life Holding has doubled its share capital and raised gross proceeds of CHF 856 million.

Swiss Life Holding will further strengthen its capital base through the concurrent offering of Mandatory Convertible Securities (MCS). The MCS offering of CHF 200 million (with the option to increase to CHF 250 million) is expected to be priced today through an institutional bookbuilding exercise. Based on advance subscription rights approximately CHF 51 million of this issue has already been subscribed by existing Swiss Life Holding shareholders.
Legal Disclaimer:

The purpose of this publication is to inform shareholders of Swiss Life Holding and the public. This press release does not constitute an offer to buy or to subscribe to securities of Swiss Life Holding or any of its affiliates and it does not constitute an offering circular within the meaning of Art. 652a of the Swiss Code of Obligations or a listing prospectus within the meaning of the listing rules of SWX Swiss Exchange.

This publication contains specific forward-looking statements, e.g. statements including terms like "believe", "assume", "expect" or
similar expressions. Such forward-looking statements are subject to known and unknown risks, uncertainties and other factors which may result in a substantial divergence between the actual results, financial situation, development or performance of the company and those explicitly or implicitly presumed in these statements. Against the background of these uncertainties readers should not place undue reliance on forward-looking statements. The company assumes no responsibility to update forward-looking statements or to adapt them to future events or developments.

Under US, Australian, Hong Kong or Japanese securities laws, US, Australian, Hong Kong and Japanese shareholders of Swiss Life Holding are prohibited from participating in any of the securities offerings mentioned in this press release.

THIS PUBLICATION IS NOT BEING ISSUED IN THE UNITED STATES OF AMERICA AND SHOULD NOT BE DISTRIBUTED IN THE UNITED STATES, TO UNITED STATES PERSONS OR TO PUBLICATIONS WITH A GENERAL CIRCULATION IN THE UNITED STATES. THIS DOCUMENT DOES NOT CONSTITUTE AN OFFER OR INVITATION TO SUBSCRIBE FOR OR PURCHASE ANY SECURITIES. IN ADDITION, THE RIGHTS, SHARES AND MANDATORY CONVERTIBLE SECURITIES HAVE NOT BEEN AND WILL NOT BE REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT") AND ACCORDINGLY MAY NOT BE OFFERED, SOLD OR DELIVERED IN THE UNITED STATES OR TO U.S. PERSONS EXCEPT IN CERTAIN TRANSACTIONS EXEMPT FROM THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT. THE RIGHTS, SHARES AND MANDATORY CONVERTIBLE SECURITIES ARE BEING OFFERED OUTSIDE THE UNITED STATES TO NON-U.S. PERSONS IN RELIANCE ON REGULATION S UNDER THE SECURITIES ACT.


This press release is directed only at persons who: (i) are outside the United Kingdom; or (ii) have professional experience in matters relating to investments; or (iii) are persons falling within Article 49(2)(a) to (d) ("high net worth companies, unincorporated
associations etc") of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2001 (all such persons together being referred to as "relevant persons") and this must not be acted on or relied upon by a person who is not a relevant person.
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