SOUTHERN PACIFIC FINANCING 04-A PLC - Notice to Noteholders

 THIS NOTICE IS IMPORTANT AND REQUIRES THE IMMEDIATE ATTENTION OF NOTEHOLDERS.
IF NOTEHOLDERS ARE IN ANY DOUBT AS TO THE ACTION THEY SHOULD TAKE, THEY SHOULD
      SEEK THEIR OWN FINANCIAL AND LEGAL ADVICE, INCLUDING AS TO ANY TAX
  CONSEQUENCES, IMMEDIATELY FROM THEIR STOCKBROKER, SOLICITOR, ACCOUNTANT OR
                 OTHER INDEPENDENT FINANCIAL OR LEGAL ADVISER.

                    IMPORTANT NOTICE TO THE HOLDERS OF THE

    £305,200,000 Class A Mortgage Backed Floating Rate Notes due 2042 (with
     Detachable A Coupons) (the "Class A Notes") (Reg S ISIN XS0190203124)

£21,000,000 Class B Mortgage Backed Floating Rate Notes due 2042 (the "Class B
                       Notes") (Reg S ISIN XS0190204445)

£11,550,000 Class C Mortgage Backed Floating Rate Notes due 2042 (the "Class C
                       Notes") (Reg S ISIN XS0190205178)

£8,750,000 Class D Mortgage Backed Floating Rate Notes due 2042 (the "Class D
                       Notes") (Reg S ISIN XS0190205681)

£3,500,000 Class E Mortgage Backed Floating Rate Notes due 2042 (the "Class E
                       Notes") (Reg S ISIN XS0190206143)

                                   issued by

                      Southern Pacific Financing 04-A PLC

                                (the "Issuer")

                           on or about 26 April 2004

The Class A Notes, Class B Notes, Class C Notes, Class D Notes and Class E
Notes are together referred to as the "Notes".

Capitalised terms used but not otherwise defined in this notice shall have the
meanings ascribed to them in the Terms and Conditions of the Notes set out in
the Trust Deed dated 28 April 2004 and entered into between the Issuer and
Capita IRG Trustees Limited (the "Trustee") and the Master Definitions Schedule
dated 28 April 2004 and entered into between, amongst others, the Issuer and
the Trustee.

We refer to a letter from Acenden Limited (formerly Southern Pacific Mortgage
Limited) (the "Mortgage Administrator") to the Issuer provided pursuant to
clause 5.5 (Interest Rate Shortfall) of the Mortgage Administration Agreement
(the "Interest Rate Shortfall Letter").

The Mortgage Administrator notified the Issuer in the Interest Rate Shortfall
Letter that, further to the Mortgage Administrator's determinations under
Clause 5.5(a)(i), (ii) and (iii), of the Mortgage Administration Agreement, the
Issuer will, on the immediately succeeding Interest Payment Date, have an
Available Revenue Fund which will be insufficient to fully pay all amounts
which are then expected to be due in respect of items (xv - Reserve Fund
Deposit) to (xxi - Deferred Consideration) of the Pre-Enforcement Priority of
Payments on that succeeding Interest Payment Date.

The next Interest Payment Date is on 10 March 2015.

Queries may be addressed to the Issuer as follows:

SOUTHERN PACIFIC FINANCING 04-A PLC
4th Floor
40 Dukes Place
London EC3A 7NH
Attention: The Directors
Telephone: [phone]
Fax: [phone]
e-mail: [e-mail]

Ref: SOUTHERN PACIFIC FINANCING 04-A PLC

This Notice is given by the Issuer.

19 December 2014

Copyright r 19 PR Newswire