Noteholder Notice

 
TIDM84EG TIDM84EG TIDM84EH 
 
31 July 2009 
 
                        Leek Finance Number Twenty One PLC 
 
                             10 Upper Bank Street 
 
                                London E14 5JJ 
 
                                 (the Issuer) 
 
 To the Noteholders of: 
 
            GBP1,017,700,000 Class A Mortgage Backed Floating Rate Notes 
 
                                   due 2039 
 
                     Regulation S ISIN Number XS0389373167 
 
                      Regulation S Common Code 038937316 
 
             GBP295,500,000 Class B Mortgage Backed Floating Rate Notes 
 
                                   due 2039 
 
                     Regulation S ISIN Number XS0389374215 
 
                      Regulation S Common Code 038937421 
 
    Terms used but not defined in this notice bear the same meaning as set out 
    in the Master Framework Agreement made between, inter alios, the Issuer and 
    the Trustee dated 1 October 2008. 
 
    NOTICE IS HEREBY GIVEN TO THE NOTEHOLDERS that on 1 August 2009 (the 
    Vesting Date) Britannia Building Society (Britannia) will transfer all of 
    its engagements to the Co-operative Bank p.l.c (the Co-op) pursuant to 
    sections 97-102D of the Building Societies Act 1986, as modified by an 
    order made by HM Treasury under section 3 of the Building Societies 
    (Funding) and Mutual Societies (Transfers) Act 2007, and Britannia will 
    cease to exist. On and from the Vesting Date, Britannia's obligations under 
    the Transaction Documents to which it is a party will pass to the Co-op. 
 
    The Trustee has exercised its right under clause 15.1(a) of the Trust Deed 
    to concur with the Issuer and the other relevant parties in the 
    modification of the Britannia GIC Agreement to reflect the fact that on and 
    from the Vesting Date, Britannia's obligations will be subsumed by a bank. 
 
Leek Finance Number Twenty One PLC 
 
 
 
END