35UC Sthn.pac.fin4as

 
TIDM35UC 
 
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 
 
GBP305,200,000 Class A Mortgage Backed Floating Rate Notes due 2042 (Common Code: 
    019020312 ISIN: XS0190203124) (with Detachable A Coupons (Common Code: 
                        019020410 ISIN: XS0190204106)) 
 
                             (the "Class A Notes") 
 
       GBP21,000,000 Class B Mortgage Backed Floating Rate Notes due 2042 
 
                  (Common Code: 019020444 ISIN: XS0190204445) 
 
                             (the "Class B Notes") 
 
       GBP11,550,000 Class C Mortgage Backed Floating Rate Notes due 2042 
 
                  (Common Code: 019020517 ISIN: XS0190205178) 
 
                             (the "Class C Notes") 
 
        GBP8,750,000 Class D Mortgage Backed Floating Rate Notes due 2042 
 
                  (Common Code: 019020568 ISIN: XS0190205681) 
 
                             (the "Class D Notes") 
 
        GBP3,500,000 Class E Mortgage Backed Floating Rate Notes due 2042 
 
                  (Common Code: 019020614 ISIN: XS0190206143) 
 
                             (the "Class E Notes") 
 
                                   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 the 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 master definitions schedule dated 28 April 
2004 and entered into between, among others, the Issuer and the Trustee, Capita 
Trust Company Limited. 
 
We refer to a letter from Lloyds Bank Corporate Markets (the "Liquidity 
Facility Provider") to the Issuer dated 27 July 2011 (the "Increased Costs 
Letter"). 
 
The Liquidity Facility Provider certified in the Increased Costs Letter that, 
pursuant to Clause 10 (Changes in Circumstances) of the Liquidity Facility 
Agreement, it is making a claim for increased costs based on Standard & Poor's 
rating downgrade action of 19 July 2011, when the rating of the most senior 
class of notes was lowered to AA- (sf) (the "Rating Downgrade"). The Liquidity 
Facility Provider further confirmed that the increased costs would be effective 
from the date of the rating action, 19 July 2011, and was paid on the September 
Interest Payment Date and is payable on subsequent Interest Payment Dates. The 
Liquidity Facility Provider further certified that the increase in costs is 
necessary to provide the same economic return under the Basel II Capital Accord 
as before the Rating Downgrade. 
 
The Liquidity Facility Provider advised the Issuer in the Increased Costs 
Letter that, as a result of the increased costs, the commitment fee is to 
increase from the current level of 0.2992 per cent. per annum to 0.3098 per 
cent. per annum. 
 
Pursuant to Clause 10 (Changes in Circumstances) of the Liquidity Facility 
Agreement, the Liquidity Facility Provider is therefore charging the Issuer 
with the above mentioned increased costs on the next Interest Payment Date. 
 
Queries may be addressed to the Issuer as follows: 
 
SOUTHERN PACIFIC FINANCING 04-A PLC 
 
c/o Capita Trust Company Limited 
 
4th Floor 
 
40 Dukes Place 
 
London EC3A 7NH 
 
Tel:      +44 (0) 20 3367 8200 
 
Fax:     +44 (0) 20 3170 0246 
 
Email:   spvservices@capitafiduciary.co.uk 
 
Ref: Southern Pacific Financing 04-A PLC 
 
This Notice is given by the Issuer. 
 
13 October 2011 
 
 
 
18492344.2 
 
 
 
END 
 

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