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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934
(Amendment No. 1)*

The Bank of Nova Scotia
(Name of Issuer)
Common Stock
(Title of Class of Securities)
064149107
(CUSIP Number)
December 31, 2007
(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

     þ Rule 13d-1(b)

     o Rule 13d-1(c)

     o Rule 13d-1(d)

* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 
 

 

                     
CUSIP No.
  
064149107 
  

 

           
1   NAMES OF REPORTING PERSONS
Royal Bank of Canada
     
     
2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
  (a)   o
  (b)   o
     
3   SEC USE ONLY
   
   
     
4   CITIZENSHIP OR PLACE OF ORGANIZATION
   
  Canada
       
  5   SOLE VOTING POWER
     
NUMBER OF   53,187,915
       
SHARES 6   SHARED VOTING POWER
BENEFICIALLY    
OWNED BY   330,505
       
EACH 7   SOLE DISPOSITIVE POWER
REPORTING    
PERSON   53,187,915
       
WITH: 8   SHARED DISPOSITIVE POWER
     
    330,505
     
9   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
   
  53,518,420
     
10   CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
   
  o
     
11   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
   
  5.44%
     
12   TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
   
  BK

 

Item 1.
     
(a)
  Name of Issuer
 
  The Bank of Nova Scotia
 
    
(b)
  Address of Issuer’s Principal Executive Offices
 
  44 King Street West
 
  Toronto, Ontario M5H 1H1
 
  Canada
Item 2.
     
(a)
  Name of Person Filing
 
  Royal Bank of Canada
 
    
(b)
  Address of Principal Business Office or, if none, Residence
 
  200 Bay Street
 
  Toronto, Ontario M5J 2J5 
 
  Canada
 
    
(c)
  Citizenship
 
  Canadian chartered bank
 
    
(d)
  Title of Class of Securities
 
  Common Stock
 
    
(e)
  CUSIP Number
 
  064149107 
Item 3.   If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
         
(a)
  o   Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).
 
        
(b)
  þ   Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
 
        
(c)
  o   Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).
 
        
(d)
  o   Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8).
 
        
(e)
  o   An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
 
        
(f)
  o   An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
 
        
(g)
  o   A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
 
        
(h)
  o   A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
 
        
(i)
  o   A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
 
        
(j)
  o   Group, in accordance with §240.13d-1(b)(1)(ii)(J).

 

 

Item 4. Ownership
     Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.
     
(a)
  Amount beneficially owned: 53,518,420.
 
    
(b)
  Percent of class: 5.44%.
 
    
(c)
  Number of shares as to which the person has:
     
(i)
  Sole power to vote or to direct the vote
53,187,915
 
    
(ii)
  Shared power to vote or to direct the vote
330,505
 
    
(iii)
  Sole power to dispose or to direct the disposition of
53,187,915
 
    
(iv)
  Shared power to dispose or to direct the disposition of
330,505
Instruction: For computations regarding securities which represent a right to acquire an underlying security see §240.13d-3(d)(1).
Item 5. Ownership of Five Percent or Less of a Class
          Not applicable.
Item 6. Ownership of More than Five Percent on Behalf of Another Person
          Not applicable.
Item 7.   Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company
          Not applicable.
Item 8. Identification and Classification of Members of the Group
          Not applicable.
Item 9. Notice of Dissolution of Group
          Not applicable.
Item 10. Certification
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

 

 

SIGNATURE
     After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Dated: February 7, 2008
     
 
  ROYAL BANK OF CANADA
 
    
 
  /s/ Bruce Macdonald
 
   
 
  Signature
 
    
 
  Bruce Macdonald/Executive Vice President
 
   
 
  Name/Title
 
    
 
  /s/ Bryan Osmar
 
   
 
  Signature
 
    
 
  Bryan Osmar/Senior Vice President
 
   
 
  Name/Title