* **Creates New Top 10 Fund Administrator with $100 Billion AUA***

Butterfield Fund Services (previously a wholly-owned subsidiary of Bermuda-based Butterfield Bank) and Fulcrum Group, a leading independent fund administrator, backed by 3i, have completed their merger agreement to form **Butterfield Fulcrum Group (BFG)**. The new company ranks among the top ten independent, alternative asset fund administrators globally.

The merger agreement was announced on August 5, 2008, and was subject to regulatory approvals in several jurisdictions, all of which have now been granted.

BFG is a leader in fund administration internationally, with over $100 billion in assets under administration from nearly 1,000 hedge funds, funds of funds, private equity and institutional investment management clients. The company is headquartered in Bermuda and has approximately 400 employees in ten locations across nine countries.

Akshaya Bhargava, Chief Executive Officer of BFG said, *“We are extremely pleased that we have received the necessary approvals and can now move forward with the work of integrating Fulcrum Group and Butterfield Fund Services*.” He added, *“We have a very talented team of professionals across the BFG network who are eager to help us fulfill our goal of becoming the world’s best fund administrator. All of us are committed to ensuring that the transition will be seamless for clients, and within very short order, we expect that clients will begin to experience the benefits of this strategic merger, with access to a broader range of services, enhanced technology and office locations in multiple time zones.”*

Butterfield Bank retains a substantial equity stake in BFG. 3i, an existing shareholder in Fulcrum Group, also provided an investment to fund the merger. Jill Considine, previously Chair of the Fulcrum Group, will become Chair of the BFG Board. Alan Thompson, Butterfield Bank’s President & CEO and Graham Brooks, Executive Vice President, International at Butterfield Bank, will also join the BFG Board, along with other representatives from Fulcrum and 3i.

Whitney Bower, 3i Partner, added of the merger *”With the necessary approvals now in place, the Butterfield Fulcrum Group will be a major force in the global fund administration industry. 3i’s industry knowledge and strong global network have enabled us to support Fulcrum’s international expansion, particularly in Europe and India, and we very much look forward to accelerating this growth through the partnership which this merger of Fulcrum and Butterfield brings.”*