February 5, 2003

Saskatchewan Wheat Pool's Medium Term Noteholders today approved a capital restructuring plan that gives the company stability going forward and is the final step in a financial recovery plan the Pool began several years ago.

Holders of two series of Pool Medium Term Notes (MTNs) supported the restructuring proposal as amended on February 3, 2003. Holders of the first series of $150 million in MTNs, due in 2004, approved the proposal by a vote of 85.0 per cent, and holders of the second series of $150 million,
due in 2007, approved it by 88.7 per cent. The banks had earlier indicated their support for the consensual restructuring plan, contingent on MTN approval.

"We are elated with the results and look forward to getting back to what we do best ? buying and selling grain and providing top-quality products and services to our producer customers," said Pool CEO Mayo Schmidt. "It's been a long process, but today's approval gives us the momentum we need to push forward with our plan to return the Pool to profitability."

The restructuring will see the two current series of MTNs, along with $105 million of bank term debt, exchanged for two new series of Notes, both due in November 2008. For each $1000 of MTNs, holders will get $370.37 of Senior Subordinated Notes, $629.63 of Convertible Subordinated Notes, and 56.637128 Class B shares.

The restructuring will also see the Pool make changes to its governance structure, including the appointment of four independent directors. These changes will more closely align it with TSX governance recommendations, while at the same time preserving the company's co-operative structure.

The capital restructuring plan is expected to close on or before March 15, 2003.

Saskatchewan Wheat Pool is a publicly traded agribusiness headquartered in Regina, Saskatchewan. Anchored by a prairie-wide grain handling and agri-products marketing network, the Pool channels prairie production to end-use markets in North America and around the world. These operations
are complemented by value-added businesses and strategic alliances, which allow the Pool to leverage its pivotal position between prairie farmers and destination customers. The Pool's Class B shares are listed on the Toronto Stock Exchange under the symbol SWP.B.