Notice - Callable Perpetual Preferred Securities

THIS NOTICE IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION. If you are in ANY doubt as to the action you should take, you are recommended to seek your own financial advice immediately from your stockbroker, bank manager, solicitor, accountant or other independent financial adviser WHO, if you are TAKING ADVICE in the United Kingdom, IS DULY authorised under the Financial Services and Markets Act 2000.

SANTANDER UK PLC

NOTICE

to the holders of the outstanding £300,000,000 5.827 per cent. Step-up Callable Perpetual Preferred Securities of Santander UK plc (the Preferred Securities)

ISIN: XS0188550114

On 28 May 2010, the Preferred Securities became obligations of Santander UK plc and Santander UK plc replaced Alliance & Leicester plc as the issuer thereof.

NOTICE IS HEREBY GIVEN to the holders of the Preferred Securities (the "Holders") that, pursuant to a written resolution of the Holders dated 27 May 2010, as described in the Notice from Alliance & Leicester plc (as previous issuer of the Preferred Securities) dated 17 May 2010, the Extraordinary Resolution set out in such written resolution was duly passed. Accordingly, the modifications to the Terms and Conditions of the Preferred Securities referred to in the Extraordinary Resolution will be implemented by means of a supplemental trust deed to be entered into between Santander UK plc and BNY Corporate Trustee Services Limited as trustee for the Holders.

ISSUING AND PRINCIPAL PAYING AGENT

Citibank, N.A., London Branch

21st Floor

Citigroup Centre

Canada Square

Canary Wharf

London E14 5LB

This notice is given by SANTANDER UK PLC on 10 June 2010.