REG-Clavis Securities plc Notice of Noteholder Meeting

LONDON--(Business Wire)--

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 advice immediately from their stockbroker, bank manager,
solicitor, accountant or other financial adviser authorised under the Financial
Services and Markets Act 2000 (if such noteholders are in the United Kingdom),
or from another appropriately authorised independent financial adviser.

If noteholders have recently sold or otherwise transferred all or part of their
holding(s) of Notes referred to below, they should immediately forward this
document or a copy thereof to the purchaser or transferee or to the stockbroker,
bank or other agent through whom the sale or transfer was effected for
transmission to the purchaser or transferee.

NOTICE OF A NOTEHOLDER MEETING

of the holders of the outstanding

Series 2007-01 Class A3b Notes
ISIN: XS0302269096
(the "Class A3b Notes")

issued by

CLAVIS SECURITIES PLC
(incorporated with limited liability in England and Wales with registered number
5778179)
(the "Issuer")

Unless the context otherwise requires, capitalised terms used but not defined in
this Notice shall have the meanings given in the Series Note Trust Deed (as
defined below) and the Clavis Securities Standard Provisions Document - Edition
2 dated 30 May 2007 and signed by or on behalf of WestLB AG, London Branch, as
the Note Programme Arranger, for the purpose of identification (the "Standard
Provisions Document").

BACKGROUND AND REASONS FOR THE NOTEHOLDER MEETING

Danske Bank A/S, acting through its branch at 75 King William Street, London
EC4N 7DT ("Danske Bank") is the Series Liquidity Facility Provider and the
Series Investment Account Provider in respect of Series 2007-01 (the "Series")
under the asset backed note programme of the Issuer (which Series includes the
Class A3b Notes).

On 5 February 2009, Standard & Poor's Rating Services, a division of The
McGraw-Hill Companies Inc. ("Standard & Poor's") announced that it had lowered
its short-term counterparty credit ratings in respect of Danske Bank A/S to
'A-1' from 'A-1+' (the "Danske Bank Downgrade").

Under the terms of the Series Liquidity Facility Agreement relating to the
Series, the minimum ratings required for the Series Liquidity Facility Provider
are short-term counterparty credit ratings of 'P-1' from Moody's Investors
Service Limited, 'F-1' from Fitch Ratings Ltd. and 'A-1+' from Standard &
Poor's.

Under the terms of the Series Investment Account Services Agreement relating to
the Series, the minimum ratings required for the Series Investment Account
Provider are short-term counterparty credit ratings of 'P-1' from Moody's
Investors Service Limited, 'F-1' from Fitch Ratings Ltd. and 'A-1+' from
Standard & Poor's.

As a result of the Danske Bank Downgrade, the short-term counterparty credit
ratings of Danske Bank no longer meet the minimum ratings required by Standard &
Poor's for the Series Liquidity Facility Provider and the Series Investment
Account Provider under the terms of the Series Liquidity Facility Agreement and
the Series Investment Account Services Agreement respectively.

Under the terms of the Series Liquidity Facility Agreement, following the
occurrence of the Danske Bank Downgrade, Danske Bank (in its capacity as the
Series Liquidity Facility Provider) was permitted to arrange for a bank or
financial institution to provide a suitable replacement facility (provided such
facility was arranged within a 30 day period). Danske Bank did not, within the
relevant time period, arrange for the provision of such a replacement facility.
As a consequence, the Issuer was required, under the terms of the Series
Liquidity Facility Agreement, to make a drawing of the available facility and
deposit the proceeds of such drawing into a specific account held by the Issuer.

Under the terms of the Series Investment Account Services Agreement, following
the occurrence of the Danske Bank Downgrade, Danske Bank (in its capacity as the
Series Investment Account Provider) was permitted to arrange for another entity,
which has ratings equal to or better to the minimum ratings required for the
Series Investment Account Provider, to be co-obligor or guarantor in respect of
the obligations of Danske Bank (in such role), provided such arrangement was
made within 30 days of the occurrence of the Danske Bank Downgrade. Danske Bank
did not, within such 30 day period, arrange for another entity with the required
ratings to become co-obligor or guarantor in respect of the obligations of
Danske Bank (in such role).

In addition, following the occurrence of the Danske Bank Downgrade (and in
accordance with the terms of the Series Treasury Services Agreement), the Series
Treasurer in relation to the Series (being Basinghall Finance plc) made
enquiries of various entities which have the minimum ratings required for the
Series Investment Account Provider (as indicated above) with a view to such
entities replacing Danske Bank as the Series Investment Account Provider or
becoming co-obligor or guarantor in respect of the obligations of Danske Bank
(in such role). However, those enquiries did not result in any of those entities
replacing Danske Bank as the Series Investment Account Provider or becoming
co-obligor or guarantor in respect of the obligations of Danske Bank (in such
role).

The current published rating criteria of Standard & Poor's for counterparties
providing credit or liquidity facilities for transactions such as Series, as set
out in Standard & Poor's publication dated 8 May 2007 entitled "Revised
Framework For Applying Counterparty And Supporting Party Criteria" (the
"Standard & Poor's Current Counterparty Criteria") requires, among other things,
that counterparties (such as the Series Liquidity Facility Provider and the
Series Investment Account Provider) providing credit or liquidity facilities for
such transactions have a short-term counterparty credit rating of not lower than
'A-1' by Standard & Poor's. The Standard & Poor's Current Counterparty Criteria
were published after the closing of the Series and the entry by the relevant
parties into the transaction documents relating thereto (including the Series
Liquidity Facility Agreement and the Series Investment Account Services
Agreement).

The Issuer has received confirmation from Standard & Poor's that notwithstanding
the Danske Bank Downgrade, Danske Bank's continued performance in its separate
roles as Series Liquidity Facility Provider and the Series Investment Account
Provider in relation to the Series 2007-01 transaction will not have a negative
impact on the ratings of any of the Class A3b Notes. Such confirmation has been
provided on the condition that certain terms of each of the Series Liquidity
Facility Agreement and the Series Investment Account Services Agreement be
amended to reflect the Standard & Poor's Current Counterparty Criteria.

The Issuer proposes that Danske Bank continue to act in its separate roles as
the Series Liquidity Facility Provider and the Series Investment Account
Provider in respect of the Series 2007-01 transaction for the following the
reasons:

1. The number of counterparties with ratings equal to the minimum ratings
required for the Series Liquidity Facility Provider and the Series Investment
Account Provider is currently limited. It is unlikely that, under the current
market conditions, another financial institution which has such minimum required
ratings would agree to be appointed, in replacement of Danske Bank, as the
Series Liquidity Facility Provider and/or the Series Investment Account Provider
on terms substantially similar to the terms of the Series Liquidity Facility
Agreement and the Series Investment Account Services Agreement, and at the same
level of remuneration (by way of interest charges, fees or otherwise) currently
payable to Danske Bank.

2. The administrative issues with replacing Danske Bank as the Series Liquidity
Facility Provider and Series Investment Account Provider could be pronounced,
which would increase the capacity for errors or disruptions in payments,
potentially harming timing and cashflows.

3. Amending the minimum required rating from Standard & Poor's for the Series
Liquidity Facility Provider and the Series Investment Account Provider from
'A-1+' to 'A-1' would be consistent with the Standard & Poor's Current
Counterparty Criteria required to support a AAA rating by each Rating Agency in
respect of the Class A3b Notes. Such amendment would merely align the minimum
required ratings for the Series Liquidity Facility Provider and the Series
Investment Account Provider with the Standard & Poor's Current Counterparty
Criteria.

The Issuer is firmly of the view that it is in the interests of the holders of
the outstanding Class A3b Notes that Danske Bank continue to act in its separate
roles as the Series Liquidity Facility Provider and the Series Investment
Account Provider in respect of the Series.

Accordingly, the Issuer proposes that:

(a) Danske Bank be permitted to continue to act in its separate roles as the
Series Liquidity Facility Provider and the Series Investment Account Provider in
respect of the Series.

(b) In order to bring the minimum required ratings for the Series Liquidity
Facility Provider and the Series Investment Account Provider into line with the
Standard & Poor's Current Counterparty Criteria, the definitions of "Series
Liquidity Facility Provider Minimum Ratings" and "Series Investment Account
Provider Minimum Ratings" be amended from short-term counterparty credit ratings
of 'P-1' from Moody's Investors Service Limited, 'F-1' from Fitch Ratings Ltd.
and 'A-1+' from Standard & Poor's to short-term counterparty credit ratings of
'P-1' from Moody's Investors Service Limited, 'F-1' from Fitch Ratings Ltd. and
'A-1' from Standard & Poor's or such ratings that would not cause the Notes to
be downgraded from their then current rating. In addition, the proposed
amendments would allow for flexibility with respect to such ratings, provided
that there is no negative impact on the then current ratings of the Class A3b
Notes.

NOTEHOLDER MEETING AND NOTEHOLDER EXTRAORDINARY RESOLUTION

In accordance with the provisions of the Series Note Trust Deed dated 30 May
2007 (as amended, restated, supplemented or otherwise modified and in effect
from time to time, the "Series Note Trust Deed") made between the Issuer, HSBC
Trustee (C.I.) Limited as security trustee for and on behalf of the Security
Creditors (the "Security Trustee") and HSBC Trustee (C.I.) Limited as note
trustee for and on behalf of the Noteholders (the "Series Note Trustee"):

NOTICE IS HEREBY GIVEN that a single meeting of the holders of the Class A3b
Notes (the "Class A3b Noteholders"), convened by the Issuer, will be held at
10.45 a.m. (London time) on 22 July 2009 at the offices of Allen & Overy LLP,
One Bishops Square, London E1 6AD (the "Noteholder Meeting"), or such later time
as the Noteholder Meeting is reconvened following an adjournment, for the
purpose of considering and, if thought fit, passing the following resolution
which will be proposed as an Noteholder Extraordinary Resolution of the Class
A3b Noteholders at the Noteholder Meeting.

Noteholder Extraordinary Resolution:

"THAT this Noteholder Meeting of the holders (the "Class A3b Noteholders") of
the outstanding Series 2007-01 Class A3b Notes (ISIN: XS0302269096) (the "Class
A3b Notes") of Clavis Securities plc (the "Issuer") constituted by the Series
Note Trust Deed dated 30 May 2007 (as amended, restated, supplemented or
otherwise modified and in effect from time to time, the "Series Note Trust
Deed") made between the Issuer, HSBC Trustee (C.I.) Limited as security trustee
for and on behalf of the Security Creditors (the "Security Trustee") and HSBC
Trustee (C.I.) Limited as note trustee for and on behalf of the Noteholders (the
"Series Note Trustee") hereby:

1. sanctions and approves the provisions of a amendment deed (substantially in
the form of the draft amendment deed identified by the chairman of this
Noteholder Meeting and with such amendments (if any) thereto as the Series Note
Trustee may decide in its discretion, the "Series 2007-01 Amendment (2009A)
Deed") which, if this Noteholder Extraordinary Resolution is duly passed and
becomes effective as provided in this Noteholder Extraordinary Resolution, will
be executed by the parties to the Series Liquidity Facility Agreement, the
parties to the Series Investment Account Services Agreement and the Series Note
Trustee; and in particular, but without limitation:

(a) sanctions and approves the modifications to the Series Liquidity Facility
Agreement dated 30 May 2007 made between the Issuer, Danske Bank A/S (as the
Series Liquidity Facility Provider), Basinghall Finance plc (the "Series
Treasurer") and the Security Trustee (the "Series Liquidity Facility Agreement")
as contemplated in the Series 2007-01 Amendment (2009A) Deed; and

(b) sanctions and approves the modifications to the Series Investment Account
Services Agreement dated 30 May 2007 made between the Issuer, Danske Bank A/S
(as the Series Investment Account Provider), the Series Treasurer and the
Security Trustee (the "Series Investment Account Services Agreement") as
contemplated in the Series 2007-01 Amendment (2009A) Deed;

(c) sanctions and approves the waivers and releases by each party to the Series
2007-01 Amendment (2009A) Deed of the breach, or failure to perform, by each
other party of any obligations under the Transaction Documents which have arisen
(or which may, but for the terms of the Series 2007-01 Amendment (2009A) Deed,
arise) in connection with the announcement by Standard & Poor's Rating Services,
a division of The McGraw-Hill Companies Inc., on 05 February 2009, that it had
lowered its short-term counterparty credit ratings in respect of Danske Bank A/S
from 'A-1+' to 'A-1' and from all liabilities incurred or accrued at any time in
respect of such obligations;

(d) waives the requirement, under Clause 6.1 of the Security Deed dated 14 June
2006 made between the Issuer and the Security Trustee (the "Security Deed") that
each Series Note Rating Agency provides written confirmation to the Issuer
(copied to the Security Trustee and the Series Note Trustee) that the then
current ratings of the Notes will not be downgraded, withdrawn or qualified as a
result of the modifications and waivers referred to in sub-paragraphs (a), (b)
and (c) of this paragraph 1;

2. authorises and directs the Series Note Trustee and the Security Trustee, with
effect on and from the date of this Noteholder Extraordinary Resolution:

(a) to consent and agree to the modifications, waivers and releases referred to
in paragraph 1 of this Noteholder Extraordinary Resolution and, in order to give
effect thereto and to implement the same on or shortly after the passing of this
Noteholder Extraordinary Resolution, to execute the Series 2007-01 Amendment
(2009A) Deed substantially in the form of the draft amendment deed signed by the
chairman of this Noteholder Meeting for the purpose of identification, with such
amendments (if any) thereto as the Series Note Trustee may decide in its
discretion;

(b) to consent and agree to the making of any other amendment or modification
which is incidental to, or in connection with, the modifications, waivers and
releases referred to in paragraph 1 of this Noteholder Extraordinary Resolution;

(c) to consent and agree to the making of any other waiver and release which is
incidental to, or in connection with, the modifications and waivers referred to
in paragraph 1 of this Noteholder Extraordinary Resolution;

(d) to consent and agree to, and to execute and do, all such other deeds,
agreements, instruments, acts and things as may be necessary or appropriate to
carry out and give effect to this Noteholder Extraordinary Resolution, the
Series 2007-01 Amendment (2009A) Deed and its implementation;

3. sanctions and approves every abrogation, modification, compromise or
arrangement in respect of the rights of the Class A3b Noteholders against the
Issuer arising from, resulting from or in connection with, the amendments,
modifications, waivers and releases referred to paragraphs 1 and 2 of this
Noteholder Extraordinary Resolution;

4. discharges and exonerates the Series Note Trustee from all liability for
which it may have become or may become responsible under the Series Note Trust
Deed, the Class A3b Notes or any other Transaction Document in respect of any
act or omission in connection with the Series 2007-01 Amendment (2009A) Deed,
this Noteholder Extraordinary Resolution or its implementation, and

5. discharges and exonerates the Security Trustee from all liability for which
it may have become or may become responsible under the Transaction Documents in
respect of any act or omission in connection with the Series 2007-01 Amendment
(2009A) Deed, this Noteholder Extraordinary Resolution or its implementation."

IMPORTANT: The attention of the holders of interests in the Class A3b Notes is particularly drawn to the voting, quorum and other requirements for passing the Noteholder Extraordinary Resolution at the Noteholder Meeting and any reconvened Noteholder Meeting following an adjournment, which is set out in Voting and Quorum below. Having regard to such requirements, each holder of an interest in the Class A3b Notes is strongly urged to take steps to make arrangements (in as indicated below) for a person vote
and take such action in respect of such interest in the Class A3b Notes at the Noteholder Meeting (including by making a Electronic Voting Instruction (as described below) directing the Clearing System Noteholder to appoint a representative to attend and vote at the Noteholder Meeting in accordance with such instructions).

In accordance with normal practice, the Series Note Trustee and Security Trustee
express no opinion as to the merits of the modifications, waivers and releases
proposed by the above Noteholder Extraordinary Resolution and/or the Series
2007-01 Amendment (2009A) Deed, but each has authorised it to be stated that it
has no objection to the Noteholder Extraordinary Resolution being submitted to
the Class A3b Noteholders for their consideration. The Series Note Trustee and
Security Trustee have not been involved in drafting or otherwise formulating the
Series 2007-01 Amendment (2009A) Deed and neither makes any representation that
all relevant information has been disclosed to the Class A3b Noteholders in or
pursuant to this Notice. The Series Note Trustee and Security Trustee recommend
that Class A3b Noteholders who are in any doubt as to the impact of the
implementation of the modifications proposed by this Noteholder Extraordinary
Resolution should seek their own independent legal and financial advice.

VOTING AND QUORUM

The provisions governing the convening and holding of the Noteholder Meeting are
set out in Clause 10 of the Series Note Trust Deed, a copy of which is available
to Class A3b Noteholders from the date of this Notice to the conclusion of the
Noteholder Meeting (or any adjourned Noteholder Meeting) (a) on request from the
Series Note Registrar and (b) for inspection during normal business hours at the
specified office of the Series Note Registrar, the contact details for which are
set out under "Documents Available and Contact Information" at the end of this
Notice.

IMPORTANT: The Class A3b Notes have been issued in registered, book-entry form
and are registered in the name of HSBC Issuer Services Common Depositary Nominee
(UK) Limited (the "Clearing System Noteholder") acting as nominee for HSBC Bank
plc being the common depositary for Euroclear Bank S.A./N.V. ("Euroclear") and
Clearstream Banking, société anonyme ("Clearstream, Luxembourg"). Each of
Euroclear and Clearstream, Luxembourg is a "Clearing System". The Class A3b
Notes are represented by a "Clearing System Note" throughout the period in which
it is registered in the name of the Clearing System Noteholder.

Each person that has an account with a Clearing System relating to the Class A3b
Notes (a "Clearing System Participant") and each person that holds interests in
the Class A3b Notes through Clearing System Participants or through other
Clearing System Indirect Participants (a "Clearing System Indirect Participant")
should note that they will not be considered a Class A3b Noteholder for the
purposes of this Notice and will only be entitled to make arrangements for a
person to attend and vote at the Noteholder Meeting in accordance with the
procedures set out below. A Clearing System Indirect Participant will need
comply with the requirements of the Clearing System Participants or the Clearing
System Indirect Participants through which it holds its interests in the Class
A3b Notes in order for the relevant Clearing System Participants to complete
these procedures on its behalf. On this basis, the only Class A3b Noteholder for
the purposes of this Notice will be the Clearing System Noteholder.

Only the Clearing System Noteholder is entitled to complete a Noteholder Proxy
Instrument. A Noteholder Proxy Instrument is not required to be completed by
Clearing System Participants or Clearing System Indirect Participant, who can
only vote or instruct electronically in accordance with the procedures of the
Clearing Systems. The form of Noteholder Proxy Instrument will be made available
to the Clearing System Noteholder.

1.Attendance and representation at the Noteholder Meeting

The Clearing System Noteholder may by instrument in writing in the English
language (a "Noteholder Proxy Instrument") in the form available from the
specified office of the Series Note Registrar, indicated below) signed by the
Clearing System Noteholder, its duly appointed attorney or, in the case of a
corporation, executed under its seal or signed on its behalf by its duly
appointed attorney or a duly authorised officer of the corporation and delivered
to the specified office of the Series Note Registrar not later than 48 hours
prior to the time for which the Noteholder Meeting is convened, appoint any
person (who need not be a Class A3b Noteholder) (a "Noteholder Proxy") to attend
and act on behalf of the Clearing System Noteholder in connection with the
Noteholder Meeting.

Being a corporation, the Clearing System Noteholder may, by resolution of its
directors or other governing body and the delivery of an executed or certified
copy of such resolution (or, if such resolution is not in English, a certified
English translation thereof) to the Series Note Registrar not later than 48
Hours prior to the time for which the Noteholder Meeting is convened, authorise
any person (who need not be a Class A3b Noteholder) (a "Noteholder Corporate
Representative") to act as the representative of the Clearing System Noteholder
in connection with the Noteholder Meeting.

A Noteholder Proxy or Noteholder Corporate Representative (a "Noteholder
Appointee") shall for so long as such Noteholder Appointee's appointment remains
in force (and the Class A3b Notes remain registered in the name of the Clearing
System Noteholder), be deemed for all purposes in connection with the Noteholder
Meeting and any reconvened Noteholder Meeting following an adjournment, to be
the Clearing System Noteholder and the Clearing System Noteholder itself shall
be deemed for such purposes not to be the holder of the Class A3b Notes.

A Clearing System Participant or a Clearing System Indirect Participant (through
Clearing System Participants or through other Clearing System Indirect
Participants) who hold interests in the Class A3b Notes can request the Clearing
System Noteholder to appoint the Series Note Registrar or any one of its
employees (as the Clearing System Noteholder shall determine) as a Noteholder
Proxy to attend the Noteholder Meeting and vote and take such action in respect
of those interests in the Class A3b Notes in the manner indicated by such
Clearing System Participant or Clearing System Indirect Participant in such
request to the Clearing System Noteholder.

Alternatively, a Clearing System Participant or a Clearing System Indirect
Participant (through Clearing System Participants or through other Clearing
System Indirect Participants) who hold interests in the Class A3b Notes and who
prefers a different person to be appointed as a Noteholder Proxy in respect of
those interests in the Class A3b Notes should contact the relevant Clearing
System to make arrangements for such person to be appointed as a Noteholder
Proxy (by the Clearing System Noteholder) to attend the Noteholder Meeting and
vote and take such action in respect of those interests in the Class A3b Notes
in the manner indicated by such Clearing System Participant or Clearing System
Indirect Participant in such request to the Clearing System Noteholder.

In either case, a Clearing System Participant or a Clearing System Indirect
Participant (through Clearing System Participants or through other Clearing
System Indirect Participants through which it holds its interests in the Class
A3b Notes) who hold interests in the Class A3b Notes must have made arrangements
with the relevant Clearing System for the appointment of a Noteholder Proxy (as
indicated above) not later than 48 hours prior to the time for which the
Noteholder Meeting is convened and within the relevant time limit specified by
the relevant Clearing System and request or make arrangements for the relevant
Clearing System to block its interests in the Class A3b Notes and to hold the
same to the order or under the control of the Series Note Registrar.

A Clearing System Participant or a Clearing System Indirect Participant who hold
interests in the Class A3b Notes and whose interests in the Class A3b Notes have
been blocked will thus be able to procure that an electronic voting instruction
(an "Electronic Voting Instruction") is given in accordance with the procedures
of the relevant Clearing System to the Series Note Registrar.

The interests in any Class A3b Notes so held and blocked for either of these
purposes will be released to the relevant Clearing System Participant by the
relevant Clearing System on the earlier of (a) the conclusion of the Noteholder
Meeting (or, if later, any reconvened Noteholder Meeting following an
adjournment) and (b) upon such interests in the Class A3b Notes ceasing in
accordance with the procedures of the relevant Clearing System and with the
agreement of the Series Note Registrar to be held to its order or under its
control; provided, however, in the case of (b) above, that if the relevant
Clearing System Participant or Clearing System Indirect Participant has caused a
Noteholder Proxy to be appointed in respect of such interests in the Class A3b
Notes, such interests will not be released to the relevant Clearing System
Participant unless and until the Issuer or the Series Note Registrar has
received notice of the necessary revocation of or amendment to such Noteholder
Proxy.

Any Electronic Voting Instructions given or forms of Noteholder Proxy submitted
may not be revoked during the period starting 24 hours before the time appointed
for the Noteholder Meeting (or any reconvened Noteholder Meeting following an
adjournment) and ending at the conclusion of such Noteholder Meeting.

2.Quorum

The necessary quorum for the passing of the Noteholder Extraordinary Resolution
at the Noteholder Meeting shall be one or more persons holding or representing
in aggregate over 50% of the aggregate GBP Equivalent Note Principal Amount
Outstanding of the Class A3b Notes then outstanding held by the Class A3b
Noteholders.

If within half an hour from the time appointed for the Noteholder Meeting, a
quorum is not present, the Noteholder Meeting shall stand adjourned for such
period, not being less than 5 days nor more than 30 days, as may be decided by
the Noteholder Meeting chairman.

The Noteholder Meeting chairman may with the consent of (and shall if directed
by) the Noteholder Meeting adjourn the same from time to time and from place to
place.

The necessary quorum for the passing of the Noteholder Extraordinary Resolution
at any reconvened Noteholder Meeting (following one or more adjournments) shall
be one or more persons holding or representing the Class A3b Noteholders without
regard to the aggregate GBP Equivalent Note Principal Amount Outstanding of the
Class A3b Notes then outstanding so held or represented.

3.Noteholder Meeting chairman

An individual (who may, but need not, be a Class A3b Noteholder) nominated in
writing by the Series Note Trustee to the Series Note Registrar prior to the
time appointed for the holding of the Noteholder Meeting shall be entitled to
take the chair at the Noteholder Meeting, but if (a) no such nomination is made
or accepted; or (b) if at the Noteholder Meeting the individual nominated shall
not have taken the chair within 30 minutes after the time appointed for the
holding of the Noteholder Meeting, the Class A3b Noteholders present may appoint
another individual (who may, but need not, be a Class A3b Noteholder) to be
chairman of the Noteholder Meeting, failing which, the Issuer may appoint a
Noteholder Meeting chairman.

4.Number of votes

Every question submitted to the Noteholder Meeting shall be decided in the first
instance on a show of hands unless a poll is demanded before or on the
declaration of the result of the show of hands. On a show of hands, each person
entitled to vote shall have one vote. On a poll, each person entitled to vote
shall have one vote in respect of each £1 of the GBP Equivalent of the relevant
Security Liabilities owing in relation to the Class A3b Notes represented or
held by that person as at the Noteholder Meeting record date or such other date
as may be specified for this purpose by the Series Note Trustee and whether or
not due as at that date.

5.Passing of vote

The majority required for the Noteholder Extraordinary Resolution to be passed
at the Noteholder Meeting is 75% of the votes cast on the Noteholder
Extraordinary Resolution.

A poll may be demanded by the Noteholder Meeting chairman, the Series Note
Trustee, the Issuer or by one or more Class A3b Noteholders holding or
representing in the aggregate not less than 2% of the Note Principal Amount
Outstanding of the Class A3b Notes for the time being outstanding and present at
the Noteholder Meeting.

In order for the proposals set out in the Noteholder Extraordinary Resolution to
be effective, such proposals must be sanctioned by (a) a Noteholder
Extraordinary Resolution of the Class A3b Noteholders (to be passed at the
Noteholder Meeting) and (b) a Noteholder Extraordinary Resolution of the
Noteholders of each other Class of Notes with the same Class Tier as the Class
A3b Notes.

If passed, the Noteholder Extraordinary Resolution shall be binding on all the
Class A3b Noteholders, whether or not they are present at the Noteholder Meeting
and on the Noteholders of each Class having a lower Class Tier irrespective of
the effect on the interests of the Noteholders of each such Class having a lower
Class Tier.

The passing of or making of the Noteholder Extraordinary Resolution shall be
conclusive evidence that the circumstances of the Noteholder Extraordinary
Resolution justify the passing or making of the Noteholder Extraordinary
Resolution.

DOCUMENTS AVAILABLE FOR INSPECTION AND CONTACT INFORMATION

Copies of the Series Note Trust Deed, the Series Liquidity Facility Agreement,
the Series Investment Account Services Agreement, the Security Deed, the
Standard Provisions Document and the draft Series 2007-01 Amendment (2009A) Deed
referred to in the Noteholder Extraordinary Resolution will be available for
inspection at the specified offices of the Series Note Registrar set out below.

Series Note Registrar: HSBC Bank plc
Specified office: 8 Canada Square
London E14 5HQ
Fax: + 44 20 7260 8932
Telephone: + 44 20 7991 6462/ 13731/ 13744/ 13751/ 13793
Attention: The Manager, Operations, Bond Paying Agency, Corporate Trust and Loan Agency

For further information, the Class A3b Noteholders should contact the Issuer
at:

Address: 35 Great St. Helen's
London EC3A 6AP
Fax: +44 20 7398 6325
Telephone: +44 20 7398 6300
Attention: The Directors

This Notice is given by

CLAVIS SECURITIES PLC

By: _________________________________

representing SFM Directors Limited, Director

Dated: 2009

Clavis Securities plc

Copyright Business Wire 2009