Common use of PURCHASES AND CANCELLATIONS Clause in Contracts

PURCHASES AND CANCELLATIONS. The following exchanges for Definitive First Issuer Notes and purchases and cancellations of a part of this Global First Issuer Note have been made: Date made Part of principal amount exchanged for Definitive First Issuer Notes Part of principal amount purchased and cancelled Aggregate principal amount following such exchange, purchase or cancellation Notation made on behalf of the First Issuer US$ US$ US$ PART H SERIES 3 CLASS B GLOBAL FIRST ISSUER NOTE PERMANENT FINANCING (NO. 1) PLC (Incorporated with limited liability in England with registered number 4416192) SERIES 3 CLASS B GLOBAL FIRST ISSUER NOTE representing up to US$38,500,000 Series 3 Class B Asset Backed Floating Rate First Issuer Notes due 2042 This Series 3 Class B Global First Issuer Note is issued without principal or interest coupons in respect of a duly authorised issue of Series 3 Class B First Issuer Notes of Permanent Financing (No. 1) PLC (the “First Issuer”), designated as specified in the title hereof (the “First Issuer Notes”), limited to the aggregate principal amount of up to thirty eight million five hundred thousand US dollars (US$38,500,000) and constituted by a First Issuer Trust Deed dated 14th June, 2002 (the “First Issuer Trust Deed”) between the First Issuer and State Street Bank and Trust Company, as trustee (the trustee for the time being thereof being herein called the “Note Trustee”). References herein to the Conditions (or to any particular numbered Condition) shall be to the Conditions (or that particular one of them) set out in Schedule 3 to the First Issuer Trust Deed. Terms not defined herein have the meanings ascribed to them in the Master Definitions and Construction Schedule and the First Issuer Master Definitions and Construction Schedule, both dated 13th June, 2002 and signed for the purposes of identification by Xxxxx & Overy and Sidley Xxxxxx Xxxxx & Xxxx, and the First Issuer Trust Deed. The aggregate principal amount from time to time of this Global First Issuer Note shall be that amount not exceeding US$38,500,000 as shall be shown by the latest entry duly made in the Schedule hereto. This is to certify that: Cede & Co. as nominee on behalf of The Depositary Trust Company is/are the duly registered holder(s) of one of the Series 3 Class B Global First Issuer Notes. This Global First Issuer Note is evidence of entitlement only. Title to the Global First Issuer Notes passes only on due registration in the Register and only the registered holder is entitled to payment in respect of this Global First Issuer Note.

PURCHASES AND CANCELLATIONS. The following exchanges for Definitive First Issuer Notes and purchases and cancellations of a part of this Global First Issuer Note have been made: Date made Part of principal amount exchanged for Definitive First Issuer Notes Part of principal amount purchased and cancelled Aggregate principal amount following such exchange, purchase or cancellation Notation made on behalf of the First Issuer US$ US$ US$ PART H I SERIES 3 CLASS B C GLOBAL FIRST ISSUER NOTE PERMANENT FINANCING (NO. 1) PLC (Incorporated with limited liability in England with registered number 4416192) SERIES 3 CLASS B C GLOBAL FIRST ISSUER NOTE representing up to US$38,500,000 Series 3 Class B C Asset Backed Floating Rate First Issuer Notes due 2042 This Series 3 Class B C Global First Issuer Note is issued without principal or interest coupons in respect of a duly authorised issue of Series 3 Class B C First Issuer Notes of Permanent Financing (No. 1) PLC (the “First Issuer”), designated as specified in the title hereof (the “First Issuer Notes”), limited to the aggregate principal amount of up to thirty eight million five hundred thousand US dollars (US$38,500,000) and constituted by a First Issuer Trust Deed dated 14th June, 2002 (the “First Issuer Trust Deed”) between the First Issuer and State Street Bank and Trust Company, as trustee (the trustee for the time being thereof being herein called the “Note Trustee”). References herein to the Conditions (or to any particular numbered Condition) shall be to the Conditions (or that particular one of them) set out in Schedule 3 to the First Issuer Trust Deed. Terms not defined herein have the meanings ascribed to them in the Master Definitions and Construction Schedule and the First Issuer Master Definitions and Construction Schedule, both dated 13th June, 2002 and signed for the purposes of identification by Xxxxx & Overy Xxxxx and Sidley Xxxxxx Xxxxxx Xxxxx & Xxxx, and the First Issuer Trust Deed. The aggregate principal amount from time to time of this Global First Issuer Note shall be that amount not exceeding US$38,500,000 as shall be shown by the latest entry duly made in the Schedule hereto. This is to certify that: Cede & Co. as nominee on behalf of The Depositary Trust Company is/are the duly registered holder(s) of one of the Series 3 Class B C Global First Issuer Notes. This Global First Issuer Note is evidence of entitlement only. Title to the Global First Issuer Notes passes only on due registration in the Register and only the registered holder is entitled to payment in respect of this Global First Issuer Note.

PURCHASES AND CANCELLATIONS. The following exchanges for Definitive First Issuer Notes and purchases and cancellations of a part of this Global First Issuer Note have been made: Date made Part of principal amount exchanged for Definitive First Issuer Notes Part of principal amount purchased and cancelled Aggregate principal amount following such exchange, purchase or cancellation Notation made on behalf of the First Issuer US$ US$ US$ £ £ £ PART H L SERIES 3 4 CLASS B GLOBAL FIRST ISSUER NOTE THIS FIRST ISSUER NOTE HAS NOT BEEN AND WILL NOT BE REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”) OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES AND, AS A MATTER OF U.S. LAW, PRIOR TO THE DATE THAT IS 40 DAYS AFTER THE LATER OF THE CLOSING DATE AND THE COMMENCEMENT OF THE OFFERING OF THE FIRST ISSUER NOTES MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED IN THE UNITED STATES OR TO A U.S. PERSON (AS DEFINED IN REGULATION S UNDER THE SECURITIES ACT) EXCEPT PURSUANT TO AN EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH ANY APPLICABLE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. PERMANENT FINANCING (NO. 1) PLC (Incorporated with limited liability in England with registered number 4416192) SERIES 3 4 CLASS B GLOBAL FIRST ISSUER NOTE representing up to US$38,500,000 £52,000,000 Series 3 4 Class B Asset Backed Floating Rate First Issuer Notes due 2042 This Series 3 4 Class B Global First Issuer Note is issued without principal or interest coupons in respect of a duly authorised issue of Series 3 4 Class B First Issuer Notes of Permanent Financing (No. 1) PLC (the “First Issuer”), designated as specified in the title hereof (the “First Issuer Notes”), limited to the aggregate principal amount of up to thirty eight fifty two million five hundred thousand US dollars pounds sterling (US$38,500,000£52,000,000) and constituted by a First Issuer Trust Deed dated 14th June, 2002 (the “First Issuer Trust Deed”) between the First Issuer and State Street Bank and Trust Company, as trustee (the trustee for the time being thereof being herein called the “Note Trustee”). References herein to the Conditions (or to any particular numbered Condition) shall be to the Conditions (or that particular one of them) set out in Schedule 3 to the First Issuer Trust Deed. Terms not defined herein have the meanings ascribed to them in the Master Definitions and Construction Schedule and the First Issuer Master Definitions and Construction Schedule, both dated 13th June, 2002 and signed for the purposes of identification by Xxxxx & Overy Xxxxx and Sidley Xxxxxx Xxxxxx Xxxxx & Xxxx, and the First Issuer Trust Deed. The aggregate principal amount from time to time of this Global First Issuer Note shall be that amount not exceeding US$38,500,000 £52,000,000 as shall be shown by the latest entry duly made in the Schedule hereto. This is to certify that: Cede & Co. Citivic Nominees Limited as nominee on behalf of The the Common Depositary Trust Company is/are the duly registered holder(s) of one of the Series 3 4 Class B Global First Issuer Notes. Notes .. This Global First Issuer Note is evidence of entitlement only. Title to the Global First Issuer Notes passes only on due registration in the Register and only the registered holder is entitled to payment in respect of this Global First Issuer Note.

PURCHASES AND CANCELLATIONS. The following exchanges for Definitive First Issuer Notes and purchases and cancellations of a part of this Global First Issuer Note have been made: Date made Part of principal amount exchanged for Definitive First Issuer Notes Part of principal amount purchased and cancelled Aggregate principal amount following such exchange, purchase or cancellation Notation made on behalf of the First Issuer US$ US$ US$ PART H B SERIES 3 1 CLASS B GLOBAL FIRST ISSUER NOTE PERMANENT FINANCING (NO. 1) PLC (Incorporated with limited liability in England with registered number 4416192) SERIES 3 1 CLASS B GLOBAL FIRST ISSUER NOTE representing up to US$38,500,000 26,000,000 Series 3 1 Class B Asset Backed Floating Rate First Issuer Notes due 2042 This Series 3 1 Class B Global First Issuer Note is issued without principal or interest coupons in respect of a duly authorised issue of Series 3 1 Class B First Issuer Notes of Permanent Financing (No. 1) PLC (the “First Issuer”), designated as specified in the title hereof (the “First Issuer Notes”), limited to the aggregate principal amount of up to thirty eight million five hundred thousand twenty-six US dollars (US$38,500,00026,000,000) and constituted by a First Issuer Trust Deed dated 14th June, 2002 (the “First Issuer Trust Deed”) between the First Issuer and State Street Bank and Trust Company, as trustee (the trustee for the time being thereof being herein called the “Note Trustee”). References herein to the Conditions (or to any particular numbered Condition) shall be to the Conditions (or that particular one of them) set out in Schedule 3 to the First Issuer Trust Deed. Terms not defined herein have the meanings ascribed to them in the Master Definitions and Construction Schedule and the First Issuer Master Definitions and Construction Schedule, both dated 13th June, 2002 and signed for the purposes of identification by Xxxxx & Overy and Sidley Xxxxxx Xxxxx & Xxxx, and the First Issuer Trust Deed. The aggregate principal amount from time to time of this Global First Issuer Note shall be that amount not exceeding US$38,500,000 26,000,000 as shall be shown by the latest entry duly made in the Schedule hereto. This is to certify that: Cede & Co. as nominee on behalf of The Depositary Trust Company is/are the duly registered holder(s) of one of the Series 3 1 Class B Global First Issuer Notes. This Global First Issuer Note is evidence of entitlement only. Title to the Global First Issuer Notes passes only on due registration in the Register and only the registered holder is entitled to payment in respect of this Global First Issuer Note.

PURCHASES AND CANCELLATIONS. The following exchanges for Definitive First Issuer Notes and purchases and cancellations of a part of this Global First Issuer Note have been made: Date made Part of principal amount exchanged for Definitive First Issuer Notes Part of principal amount purchased and cancelled Aggregate principal amount following such exchange, purchase or cancellation Notation made on behalf of the First Issuer US$ US$ US$ PART H G (2) SERIES 3 CLASS B A GLOBAL FIRST ISSUER NOTE NOTE NO. 2 PERMANENT FINANCING (NO. 1) PLC (Incorporated with limited liability in England with registered number 4416192) SERIES 3 CLASS B A GLOBAL FIRST ISSUER NOTE representing up to US$38,500,000 500,000,000 Series 3 Class B A Asset Backed Floating Rate First Issuer Notes due 2042 2007 (Initial aggregate principal amount of Series 3 Class A Global Notes: US$1,100,000,000) This Series 3 Class B A Global First Issuer Note is issued without principal or interest coupons in respect of a duly authorised issue of Series 3 Class B A First Issuer Notes of Permanent Financing (No. 1) PLC (the “First Issuer”), designated as specified in the title hereof (the “First Issuer Notes”), limited to the aggregate principal amount of up to thirty eight million five hundred thousand million US dollars (US$38,500,000500,000,000) and constituted by a First Issuer Trust Deed dated 14th June, 2002 (the “First Issuer Trust Deed”) between the First Issuer and State Street Bank and Trust Company, as trustee (the trustee for the time being thereof being herein called the “Note Trustee”). References herein to the Conditions (or to any particular numbered Condition) shall be to the Conditions (or that particular one of them) set out in Schedule 3 to the First Issuer Trust Deed. Terms not defined herein have the meanings ascribed to them in the Master Definitions and Construction Schedule and the First Issuer Master Definitions and Construction Schedule, both dated 13th June, 2002 and signed for the purposes of identification by Xxxxx & Overy Xxxxx and Sidley Xxxxxx Xxxxxx Xxxxx & Xxxx, and the First Issuer Trust Deed. The aggregate principal amount from time to time of this Global First Issuer Note shall be that amount not exceeding US$38,500,000 500,000,000 as shall be shown by the latest entry duly made in the Schedule hereto. This is to certify that: Cede & Co. as nominee on behalf of The Depositary Trust Company is/are the duly registered holder(s) of one of the Series 3 Class B A Global First Issuer Notes. This Global First Issuer Note is evidence of entitlement only. Title to the Global First Issuer Notes passes only on due registration in the Register and only the registered holder is entitled to payment in respect of this Global First Issuer Note.

PURCHASES AND CANCELLATIONS. The following exchanges for Definitive First Issuer Notes and purchases and cancellations of a part of this Global First Issuer Note have been made: Date made Part of principal amount exchanged for Definitive First Issuer Notes Part of principal amount purchased and cancelled Aggregate principal amount following such exchange, purchase or cancellation Notation made on behalf of the First Issuer US$ US$ US$ PART H D (1) SERIES 3 2 CLASS B A GLOBAL FIRST ISSUER NOTE NOTE NO. 1 PERMANENT FINANCING (NO. 1) PLC (Incorporated with limited liability in England with registered number 4416192) SERIES 3 2 CLASS B A GLOBAL FIRST ISSUER NOTE representing up to US$38,500,000 500,000,000 Series 3 2 Class B A Asset Backed Fixed-Floating Rate First Issuer Notes due 2042 2007 (Initial aggregate principal amount of Series 2 Class A Global Notes: US$750,000,000) This Series 3 2 Class B A Global First Issuer Note is issued without principal or interest coupons in respect of a duly authorised issue of Series 3 2 Class B A First Issuer Notes of Permanent Financing (No. 1) PLC (the “First Issuer”), designated as specified in the title hereof (the “First Issuer Notes”), limited to the aggregate principal amount of up to thirty eight million five hundred thousand million US dollars (US$38,500,000500,000,000) and constituted by a First Issuer Trust Deed dated 14th June, 2002 (the “First Issuer Trust Deed”) between the First Issuer and State Street Bank and Trust Company, as trustee (the trustee for the time being thereof being herein called the “Note Trustee”). References herein to the Conditions (or to any particular numbered Condition) shall be to the Conditions (or that particular one of them) set out in Schedule 3 to the First Issuer Trust Deed. Terms not defined herein have the meanings ascribed to them in the Master Definitions and Construction Schedule and the First Issuer Master Definitions and Construction Schedule, both dated and made on 13th June, 2002 and signed for the purposes of identification by Xxxxx & Overy and Sidley Xxxxxx Xxxxx & Xxxx, and the First Issuer Trust Deed. The aggregate principal amount from time to time of this Global First Issuer Note shall be that amount not exceeding US$38,500,000 500,000,000 as shall be shown by the latest entry duly made in the Schedule hereto. This is to certify that: Cede & Co. as nominee on behalf of The Depositary Trust Company is/are the duly registered holder(s) of one of the Series 3 2 Class B A Global First Issuer Notes. This Global First Issuer Note is evidence of entitlement only. Title to the Global First Issuer Notes passes only on due registration in the Register and only the registered holder is entitled to payment in respect of this Global First Issuer Note.

PURCHASES AND CANCELLATIONS. The following exchanges for Definitive First Issuer Notes and purchases and cancellations of a part of this Global First Issuer Note have been made: Date made Part of principal amount exchanged for Definitive First Issuer Notes Part of principal amount purchased and cancelled Aggregate principal amount following such exchange, purchase or cancellation Notation made on behalf of the First Issuer US$ US$ US$ PART H C SERIES 3 1 CLASS B C GLOBAL FIRST ISSUER NOTE PERMANENT FINANCING (NO. 1) PLC (Incorporated with limited liability in England with registered number 4416192) SERIES 3 1 CLASS B C GLOBAL FIRST ISSUER NOTE representing up to US$38,500,000 26,000,000 Series 3 1 Class B C Asset Backed Floating Rate First Issuer Notes due 2042 This Series 3 1 Class B C Global First Issuer Note is issued without principal or interest coupons in respect of a duly authorised issue of Series 3 1 Class B C First Issuer Notes of Permanent Financing (No. 1) PLC (the “First Issuer”), designated as specified in the title hereof (the “First Issuer Notes”), limited to the aggregate principal amount of up to thirty eight twenty-six million five hundred thousand US dollars (US$38,500,00026,000,000) and constituted by a First Issuer Trust Deed dated 14th June, 2002 (the “First Issuer Trust Deed”) between the First Issuer and State Street Bank and Trust Company, as trustee (the trustee for the time being thereof being herein called the “Note Trustee”). References herein to the Conditions (or to any particular numbered Condition) shall be to the Conditions (or that particular one of them) set out in Schedule 3 to the First Issuer Trust Deed. Terms not defined herein have the meanings ascribed to them in the Master Definitions and Construction Schedule and the First Issuer Master Definitions and Construction Schedule, both dated 13th June, 2002 and signed for the purposes of identification by Xxxxx & Overy Xxxxx and Sidley Xxxxxx Xxxxxx Xxxxx & Xxxx, and the First Issuer Trust Deed. The aggregate principal amount from time to time of this Global First Issuer Note shall be that amount not exceeding US$38,500,000 26,000,000 as shall be shown by the latest entry duly made in the Schedule hereto. This is to certify that: Cede & Co. as nominee on behalf of The Depositary Trust Company is/are the duly registered holder(s) of one of the Series 3 1 Class B C Global First Issuer Notes. This Global First Issuer Note is evidence of entitlement only. Title to the Global First Issuer Notes passes only on due registration in the Register and only the registered holder is entitled to payment in respect of this Global First Issuer Note.

PURCHASES AND CANCELLATIONS. The following exchanges for Definitive First Issuer Notes and purchases and cancellations of a part of this Global First Issuer Note have been made: Date made Part of principal amount exchanged for Definitive First Issuer Notes Part of principal amount purchased and cancelled Aggregate principal amount following such exchange, purchase or cancellation Notation made on behalf of the First Issuer US$ US$ US$ PART H E SERIES 3 2 CLASS B GLOBAL FIRST ISSUER NOTE PERMANENT FINANCING (NO. 1) PLC (Incorporated with limited liability in England with registered number 4416192) SERIES 3 2 CLASS B GLOBAL FIRST ISSUER NOTE representing up to US$38,500,000 26,000,000 Series 3 2 Class B Asset Backed Floating Rate First Issuer Notes due 2042 This Series 3 2 Class B Global First Issuer Note is issued without principal or interest coupons in respect of a duly authorised issue of Series 3 2 Class B First Issuer Notes of Permanent Financing (No. 1) PLC (the “First Issuer”), designated as specified in the title hereof (the “First Issuer Notes”), limited to the aggregate principal amount of up to thirty eight twenty-six million five hundred thousand US dollars (US$38,500,00026,000,000) and constituted by a First Issuer Trust Deed dated 14th June, 2002 (the “First Issuer Trust Deed”) between the First Issuer and State Street Bank and Trust Company, as trustee (the trustee for the time being thereof being herein called the “Note Trustee”). References herein to the Conditions (or to any particular numbered Condition) shall be to the Conditions (or that particular one of them) set out in Schedule 3 to the First Issuer Trust Deed. Terms not defined herein have the meanings ascribed to them in the Master Definitions and Construction Schedule and the First Issuer Master Definitions and Construction Schedule, both dated and made on 13th June, 2002 and signed for the purposes of identification by Xxxxx & Overy Xxxxx and Sidley Xxxxxx Xxxxxx Xxxxx & Xxxx, and the First Issuer Trust Deed. The aggregate principal amount from time to time of this Global First Issuer Note shall be that amount not exceeding US$38,500,000 26,000,000 as shall be shown by the latest entry duly made in the Schedule hereto. This is to certify that: Cede & Co. as nominee on behalf of The Depositary Trust Company is/are the duly registered holder(s) of one of the Series 3 2 Class B Global First Issuer Notes. This Global First Issuer Note is evidence of entitlement only. Title to the Global First Issuer Notes passes only on due registration in the Register and only the registered holder is entitled to payment in respect of this Global First Issuer Note.

PURCHASES AND CANCELLATIONS. The following exchanges for Definitive First Issuer Notes and purchases and cancellations of a part of this Global First Issuer Note have been made: Date made Part of principal amount exchanged for Definitive First Issuer Notes Part of principal amount purchased and cancelled Aggregate principal amount following such exchange, purchase or cancellation Notation made on behalf of the First Issuer US$ US$ US$ PART H G (1) SERIES 3 CLASS B A GLOBAL FIRST ISSUER NOTE NOTE NO. 1 PERMANENT FINANCING (NO. 1) PLC (Incorporated with limited liability in England with registered number 4416192) SERIES 3 CLASS B A GLOBAL FIRST ISSUER NOTE representing up to US$38,500,000 500,000,000 Series 3 Class B A Asset Backed Floating Rate First Issuer Notes due 2042 2007 (Initial aggregate principal amount of Series 3 Class A Global Notes: US$1,100,000,000) This Series 3 Class B A Global First Issuer Note is issued without principal or interest coupons in respect of a duly authorised issue of Series 3 Class B A First Issuer Notes of Permanent Financing (No. 1) PLC (the “First Issuer”), designated as specified in the title hereof (the “First Issuer Notes”), limited to the aggregate principal amount of up to thirty eight million five hundred thousand million US dollars (US$38,500,000500,000,000) and constituted by a First Issuer Trust Deed dated 14th June, 2002 (the “First Issuer Trust Deed”) between the First Issuer and State Street Bank and Trust Company, as trustee (the trustee for the time being thereof being herein called the “Note Trustee”). References herein to the Conditions (or to any particular numbered Condition) shall be to the Conditions (or that particular one of them) set out in Schedule 3 to the First Issuer Trust Deed. Terms not defined herein have the meanings ascribed to them in the Master Definitions and Construction Schedule and the First Issuer Master Definitions and Construction Schedule, both dated 13th June, 2002 and signed for the purposes of identification by Xxxxx & Overy and Sidley Xxxxxx Xxxxx & Xxxx, and the First Issuer Trust Deed. The aggregate principal amount from time to time of this Global First Issuer Note shall be that amount not exceeding US$38,500,000 500,000,000 as shall be shown by the latest entry duly made in the Schedule hereto. This is to certify that: Cede & Co. as nominee on behalf of The Depositary Trust Company is/are the duly registered holder(s) of one of the Series 3 Class B A Global First Issuer Notes. This Global First Issuer Note is evidence of entitlement only. Title to the Global First Issuer Notes passes only on due registration in the Register and only the registered holder is entitled to payment in respect of this Global First Issuer Note.

PURCHASES AND CANCELLATIONS. The following exchanges for Definitive First Issuer Notes and purchases and cancellations of a part of this Global First Issuer Note have been made: Date made Part of principal amount exchanged for Definitive First Issuer Notes Part of principal amount purchased and cancelled Aggregate principal amount following such exchange, purchase or cancellation Notation made on behalf of the First Issuer US$ US$ US$ £ £ £ SCHEDULE 2 FORMS OF DEFINITIVE FIRST ISSUER NOTES PART H A SERIES 3 1 CLASS B GLOBAL A DEFINITIVE FIRST ISSUER NOTE [1,000/10,000] [ISIN:US714198AA63] [SERIAL NO.] [SERIES] PERMANENT FINANCING (NO. 1) PLC (Incorporated with limited liability in England with registered number 4416192) SERIES 3 CLASS B GLOBAL FIRST ISSUER NOTE representing up to US$38,500,000 750,000,000 Series 3 1 Class B A Asset Backed Floating Rate First Issuer Notes due 2042 2003 (the “Series 1 Class A First Issuer Notes”) This Series 3 1 Class B Global A First Issuer Note is issued without principal or interest coupons in respect forms one of a duly authorised issue series of Series 3 Class B notes constituted by a first issuer trust deed (the “First Issuer Notes of Trust Deed”) dated 14th June, 2002 made between Permanent Financing (No. 1) PLC (the “First Issuer”), designated as specified in the title hereof (the “First Issuer Notes”), limited to the aggregate principal amount of up to thirty eight million five hundred thousand US dollars (US$38,500,000) and constituted by a First Issuer Trust Deed dated 14th June, 2002 (the “First Issuer Trust Deed”) between the First Issuer and State Street Bank and Trust Company, as trustee (the trustee for the time being thereof being herein called holders of the Series 1 Class A First Issuer Notes (the “Note Trustee”). References herein ) and issued as registered Series 1 Class A First Issuer Notes in denominations of US$1,000 or US$10,000 each or integral multiples thereof, or in such other denominations as the Note Trustee shall determine and notify to the Conditions (or to any particular numbered Condition) shall be to holders of the Conditions (or that particular one of them) set out in Schedule 3 to the relevant Series 1 Class A First Issuer Trust DeedNotes. Terms not defined herein have the meanings ascribed to them in the Master Definitions and Construction Schedule and the First Issuer Master Definitions and Construction Schedule, both dated 13th June, 2002 and signed for the purposes of identification by Xxxxx & Overy and Sidley Xxxxxx Xxxxx & Xxxx, and the First Issuer Trust Deed. The aggregate principal amount from time to time of this Global First Issuer Note shall be THIS IS TO CERTIFY that amount not exceeding US$38,500,000 as shall be shown by the latest entry duly made in the Schedule hereto. This is to certify that: Cede & Co. as nominee on behalf of The Depositary Trust Company is/are the duly registered holder(s) of one of the above-mentioned registered Series 3 1 Class B Global A First Issuer Notes, such Series 1 Class A First Issuer Notes being in the denomination of US$ ( US dollars) and is/are entitled on the Interest Payment Date falling in June 2003 (or on such earlier date as the principal sum hereinafter mentioned may become repayable in accordance with the terms and conditions of the Series 1 Class A First Issuer Notes (the “Conditions”) endorsed hereon) to the repayment of such principal sum of: US$ ( US dollars) together with such premium and other amounts (if any) as may be payable, all subject to and in accordance with the Conditions and the provisions of the First Issuer Trust Deed. This Global Interest is payable on the Principal Amount Outstanding (as defined in Condition 5(C)) endorsed hereon of this Series 1 Class A First Issuer Note is evidence at rates determined in accordance with the Conditions payable monthly or quarterly, as the case may be, in arrear on each Interest Payment Date and together with such other amounts (if any) as may be payable, all subject to and in accordance with the Conditions and the provisions of entitlement only. Title to the Global First Issuer Notes passes only on due registration in the Register and only the registered holder is entitled to payment in respect of this Global First Issuer NoteTrust Deed.

PURCHASES AND CANCELLATIONS. The following exchanges for Definitive First Issuer Notes and purchases and cancellations of a part of this Global First Issuer Note have been made: Date made Part of principal amount exchanged for Definitive First Issuer Notes Part of principal amount purchased and cancelled Aggregate principal amount following such exchange, purchase or cancellation Notation made on behalf of the First Issuer US$ US$ US$ PART H F SERIES 3 2 CLASS B C GLOBAL FIRST ISSUER NOTE PERMANENT FINANCING (NO. 1) PLC (Incorporated with limited liability in England with registered number 4416192) SERIES 3 2 CLASS B C GLOBAL FIRST ISSUER NOTE representing up to US$38,500,000 26,000,000 Series 3 2 Class B C Asset Backed Floating Rate First Issuer Notes due 2042 This Series 3 2 Class B C Global First Issuer Note is issued without principal or interest coupons in respect of a duly authorised issue of Series 3 2 Class B C First Issuer Notes of Permanent Financing (No. 1) PLC (the “First Issuer”), designated as specified in the title hereof (the “First Issuer Notes”), limited to the aggregate principal amount of up to thirty eight twenty-six million five hundred thousand US dollars (US$38,500,00026,000,000) and constituted by a First Issuer Trust Deed dated 14th June, 2002 (the “First Issuer Trust Deed”) between the First Issuer and State Street Bank and Trust Company, as trustee (the trustee for the time being thereof being herein called the “Note Trustee”). References herein to the Conditions (or to any particular numbered Condition) shall be to the Conditions (or that particular one of them) set out in Schedule 3 to the First Issuer Trust Deed. Terms not defined herein have the meanings ascribed to them in the Master Definitions and Construction Schedule and the First Issuer Master Definitions and Construction Schedule, both dated and made on 13th June, 2002 and signed for the purposes of identification by Xxxxx & Overy and Sidley Xxxxxx Xxxxx & Xxxx, and the First Issuer Trust Deed. The aggregate principal amount from time to time of this Global First Issuer Note shall be that amount not exceeding US$38,500,000 26,000,000 as shall be shown by the latest entry duly made in the Schedule hereto. This is to certify that: Cede & Co. as nominee on behalf of The Depositary Trust Company is/are the duly registered holder(s) of one of the Series 3 2 Class B C Global First Issuer NotesNotes . This Global First Issuer Note is evidence of entitlement only. Title to the Global First Issuer Notes passes only on due registration in the Register and only the registered holder is entitled to payment in respect of this Global First Issuer Note.

PURCHASES AND CANCELLATIONS. Date of purchase and cancellation Part of principal amount of this Global Note purchased and cancelled Remaining principal amount of this Global Note following such purchase and cancellation1 Confirmation of purchase and cancellation by or on behalf of the Issuer 1 See most recent entry in Part II, III or IV of Schedule 1 or in Schedule 2 in order to determine this amount. Schedule 2 to the Temporary Global Note1 SCHEDULE OF EXCHANGES FOR DEFINITIVE NOTES OR PERMANENT GLOBAL NOTE The following exchanges for Definitive First Issuer Notes and purchases and cancellations of a part of this Global First Issuer Note for Definitive Notes or Notes represented by a Permanent Global Note have been made: Date made Part of principal exchange Principal amount of this Global Note exchanged for Definitive First Issuer Notes Part of or Notes represented by a Permanent Global Note Remaining principal amount purchased and cancelled Aggregate principal amount of this Global Note following such exchange, purchase or cancellation xxxxxxxx0 Notation made by or on behalf of the First Issuer US$ US$ US$ PART H SERIES 3 CLASS B GLOBAL FIRST ISSUER NOTE PERMANENT FINANCING (NO. 1) PLC (Incorporated with limited liability in England with registered number 4416192) SERIES 3 CLASS B GLOBAL FIRST ISSUER NOTE representing up to US$38,500,000 Series 3 Class B Asset Backed Floating Rate First Issuer Notes due 2042 This Series 3 Class B 1 Schedule 2 should only be completed where the applicable Final Terms indicate that this Global First Issuer Note is issued intended to be a Classic Global Note. 2 See most recent entry in Part II, III or IV of Schedule 1 or Schedule 2 in order to determine this amount. Schedule 2 to Amended and Restated Agency Agreement FORM OF PERMANENT GLOBAL NOTE THIS NOTE HAS NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS. NEITHER THIS NOTE NOR ANY INTEREST OR PARTICIPATION IN THIS NOTE MAY BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED, DIRECTLY OR INDIRECTLY, IN THE UNITED STATES OF AMERICA (INCLUDING THE STATES AND THE DISTRICT OF COLUMBIA), ITS TERRITORIES, ITS POSSESSIONS AND OTHER AREAS SUBJECT TO ITS JURISDICTION OR TO ANY PERSON DEEMED A U.S. PERSON UNDER REGULATION S UNDER THE SECURITIES ACT. THIS NOTE MAY NOT BE LEGALLY OR BENEFICIALLY OWNED AT ANY TIME BY ANY U.S. PERSON. THIS NOTE MAY NOT BE OFFERED, SOLD, OR DELIVERED WITHIN THE UNITED STATES OR ITS POSSESSIONS OR TO ANY CITIZEN, NATIONAL OR RESIDENT OF THE UNITED STATES, ANY CORPORATION, PARTNERSHIP OR OTHER ENTITY CREATED OR ORGANIZED IN OR UNDER THE LAWS OF THE UNITED STATES OR ANY POLITICAL SUBDIVISION THEREOF, OR TO ANY ESTATE THE INCOME OF WHICH IS SUBJECT TO UNITED STATES FEDERAL INCOME TAXATION REGARDLESS OF ITS SOURCE OR ANY TRUST WITH RESPECT TO WHICH A COURT WITHIN THE UNITED STATES IS ABLE TO EXERCISE PRIMARY SUPERVISION OVER ITS ADMINISTRATION, AND ONE OR MORE UNITED STATES PERSONS HAVE THE AUTHORITY TO CONTROL ALL OF ITS SUBSTANTIAL DECISIONS, EXCEPT AS PERMITTED UNDER APPLICABLE UNITED STATES TREASURY REGULATIONS. THIS NOTE IS NOT A SAVINGS ACCOUNT OR A DEPOSIT, IS NOT AN OBLIGATION OF OR GUARANTEED BY ANY BANKING OR NONBANKING AFFILIATE OF THE ISSUER AND IS NOT INSURED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION OR ANY OTHER GOVERNMENTAL AGENCY. NEITHER THE HOLDER NOR THE BENEFICIAL OWNER OF THIS BEARER NOTE SHALL BE ENTITLED TO RECEIVE PAYMENT OF INTEREST HEREON EXCEPT PURSUANT TO THE PROVISIONS HEREOF. ANY UNITED STATES PERSON WHO HOLDS THIS OBLIGATION WILL BE SUBJECT TO LIMITATIONS UNDER THE UNITED STATES INCOME TAX LAWS, INCLUDING THE LIMITATIONS PROVIDED IN SECTIONS 165(j) AND 1287(a) OF THE INTERNAL REVENUE CODE. [BY ACCEPTING THIS OBLIGATION, THE HOLDER REPRESENTS AND WARRANTS THAT IT IS NOT A UNITED STATES PERSON (OTHER THAN AN EXEMPT RECIPIENT DESCRIBED IN SECTION 6049(b)(4) OF THE INTERNAL REVENUE CODE AND THE REGULATIONS THEREUNDER) AND THAT IT IS NOT ACTING FOR OR ON BEHALF OF A UNITED STATES PERSON (OTHER THAN AN EXEMPT RECIPIENT DESCRIBED IN SECTION 6049(b)(4) OF THE INTERNAL REVENUE CODE AND THE REGULATIONS THEREUNDER).]1 1 [This language is applicable only to Permanent Global Notes representing Notes with maturities of 183 days or less from the date of original issue.] B OF A ISSUANCE B.V. NOTES PERMANENT GLOBAL NOTE COMMON CODE: ISIN: This Global Note is a Permanent Global Note in bearer form without principal or interest coupons in respect of a duly authorised issue authorized Series of Series 3 Class B First Issuer Notes of Permanent Financing (No. 1) PLC (the “First Notes”) of B of A Issuance B.V., a private company with limited liability (besloten vennootschap met beperkte aansprakelijkheid) incorporated under the laws of The Netherlands with its corporate seat in Amsterdam, The Netherlands (the “Issuer”) described, and having the provisions specified, in the applicable Final Terms (the “Final Terms”), designated as specified in the title hereof (the “First Issuer Notes”), limited to the aggregate principal amount of up to thirty eight million five hundred thousand US dollars (US$38,500,000) and constituted by a First Issuer Trust Deed dated 14th June, 2002 (the “First Issuer Trust Deed”) between the First Issuer and State Street Bank and Trust Company, as trustee (the trustee for the time being thereof being herein called the “Note Trustee”)which provisions are incorporated herein. References herein to the General Note Conditions (or to any particular numbered Condition) shall be to the Terms and Conditions (or that particular one of them) the Notes as set out in Schedule 3 12-1, including any applicable Product Annex as set out in Schedule 12-3, to the First Issuer Trust Deed. Terms not Agency Agreement (as defined herein have below) as modified and supplemented by the meanings ascribed to them information set out in the Master Definitions Final Terms and Construction Schedule which are incorporated herein by reference, but in the event of any conflict between the provisions of those Schedules and the First Issuer Master Definitions information set out in the Final Terms, the Final Terms will prevail. Words and Construction Scheduleexpressions defined or set out in the General Note Conditions and/or the Final Terms shall bear the same meaning when used herein. This Global Note is issued subject to, both and with the benefit of, the General Note Conditions and an Amended and Restated Agency Agreement (the “Agency Agreement,” which expression shall be construed as a reference to that agreement as the same may be amended or supplemented from time to time) dated 13th Juneas of [•] 2008 and made among B of A Issuance B.V., 2002 and signed for as Issuer, Bank of America Corporation (the purposes “Guarantor”), The Bank of identification by Xxxxx & Overy and Sidley Xxxxxx Xxxxx & XxxxNew York Mellon (the “Agent”), The Bank of New York (Luxembourg) S.A., and the First other agents named therein. For value received, the Issuer, subject to and in accordance with the General Note Conditions, promises to pay to the bearer hereof on each Installment Date the amount payable on such Installment Date in respect of the Notes represented by this Global Note (if the Notes represented by this Global Note are Installment Notes) and on the Maturity Date, on the Interest Payment Date or on the Delivery Date, as the case may be, or on such earlier date as any of the Notes represented by this Global Note may become due and payable in accordance with the General Note Conditions, the amount payable or deliverable, as the case may be, on redemption of such Notes then represented by this Global Note becoming so due and payable, and to pay interest (if any) or to deliver any Physical Delivery Amount (if any) on the Notes from time to time represented by this Global Note calculated and payable as provided in the General Note Conditions together with other sums payable under the General Note Conditions, upon presentation and following the delivery of an Asset Transfer Notice (in the case of Physical Delivery Notes) as provided in the Agency Agreement, and, at maturity, surrender of this Global Note to or to the order of the Agent, or any of the other paying agents located outside the United States and its possessions (except as provided in the General Note Conditions) from time to time appointed by the Issuer Trust Deedin respect of the Notes, but in each case subject to the requirements as to certification provided herein. The Payment hereunder is guaranteed by the Guarantor, as set forth in the Senior Guarantee Agreement or the Subordinated Guarantee Agreement, as applicable, each executed by the Guarantor on January 16, 2007. If the applicable Final Terms indicate that this Global Note is intended to be a New Global Note, the nominal amount of Notes represented by this Global Note shall be the aggregate principal amount from time to time entered in the records of both Euroclear Bank S.A./N.V. (“Euroclear”) and Clearstream Banking, société anonyme (“Clearstream, Luxembourg” and, together with Euroclear, the “Relevant Clearing Systems”). The records of the Relevant Clearing Systems (which expression in this Global First Issuer Note means the records that each Relevant Clearing System holds for its customers which reflect the amount of such customer’s interest in the Notes) shall be conclusive evidence of the nominal amount of Notes represented by this Global Note and, for these purposes, a statement issued by a Relevant Clearing System (which statement shall be made available to the bearer upon request) stating the nominal amount of Notes represented by this Global Note at any time shall be conclusive evidence of the records of the Relevant Clearing System at that time. If the applicable Final Terms indicate that this Global Note is intended to be a Classic Global Note, the nominal amount of the Notes represented by this Global Note shall be that the amount not exceeding US$38,500,000 as shall be shown by the latest entry duly made stated in the Schedule hereto. This is to certify that: Cede & Co. as nominee applicable Final Terms or, if lower, the nominal amount most recently envisaged by or on behalf of The Depositary Trust Company is/are the duly registered holder(s) Issuer, in the relevant column in Part II, III or IV of one Schedule 1 or in Schedule 2. On any redemption, payment of an Installment Amount, delivery or purchase and cancellation of, any of the Series 3 Class B Global First Issuer Notes. This Global First Issuer Note is evidence of entitlement only. Title to the Global First Issuer Notes passes only on due registration in the Register and only the registered holder is entitled to payment in respect of represented by this Global First Note, the Issuer Note.shall procure that:

PURCHASES AND CANCELLATIONS. Date of purchase and cancellation Part of principal amount of this Global Note purchased and canceled Remaining principal amount of this Global Note following such purchase and cancellation1 Confirmation of purchase and cancellation by or on behalf of the Issuer 1 See most recent entry in Part II, III or IV of Schedule 1 or Schedule 2 in order to determine this amount. Schedule 2 to the Permanent Global Note1 SCHEDULE OF EXCHANGES The following exchanges for Definitive First Issuer Notes and purchases and cancellations of a part of relating to this Global First Issuer Note have been made: Date made Part of exchange Increase in principal amount exchanged of this Global Note due to exchanges of a Temporary Global Note for this Global Note2 Decrease in principal amount of this Global Note due to exchanges of this Global Note for Definitive First Issuer Notes Part of principal amount purchased and cancelled Aggregate principal amount following such exchange, purchase or cancellation Notation made by or on behalf of the First Issuer US$ US$ US$ PART H SERIES 1 Schedule 2 should only be completed where the applicable Final Terms indicates that this Global note is intended to be a Classic Global Note. 2 If this Global Note has a maturity of less than one year from the Issue Date, the amount must be at least GBP £100,000 (or its equivalent in any other currency or currencies). Schedule 3 CLASS to Agency Agreement FORM OF DEFINITIVE NOTE THIS NOTE HAS NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS. NEITHER THIS NOTE NOR ANY INTEREST OR PARTICIPATION IN THIS NOTE MAY BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, DIRECTLY OR INDIRECTLY, IN THE UNITED STATES OF AMERICA (INCLUDING THE STATES AND THE DISTRICT OF COLUMBIA), ITS TERRITORIES, ITS POSSESSIONS AND OTHER AREAS SUBJECT TO ITS JURISDICTION OR TO ANY PERSON DEEMED A U.S. PERSON UNDER REGULATION S UNDER THE SECURITIES ACT. THIS NOTE MAY NOT BE LEGALLY OR BENEFICIALLY OWNED AT ANY TIME BY ANY U.S. PERSON. THIS NOTE MAY NOT BE OFFERED, SOLD, OR DELIVERED WITHIN THE UNITED STATES OR ITS POSSESSIONS OR TO ANY CITIZEN, NATIONAL OR RESIDENT OF THE UNITED STATES, ANY CORPORATION, PARTNERSHIP OR OTHER ENTITY CREATED OR ORGANIZED IN OR UNDER THE LAWS OF THE UNITED STATES OR ANY POLITICAL SUBDIVISION THEREOF, OR TO ANY ESTATE THE INCOME OF WHICH IS SUBJECT TO UNITED STATES FEDERAL INCOME TAXATION REGARDLESS OF ITS SOURCE OR ANY TRUST WITH RESPECT TO WHICH A COURT WITHIN THE UNITED STATES IS ABLE TO EXERCISE PRIMARY SUPERVISION OVER ITS ADMINISTRATION, AND ONE OR MORE UNITED STATES PERSONS HAVE THE AUTHORITY TO CONTROL ALL OF ITS SUBSTANTIAL DECISIONS, EXCEPT AS PERMITTED UNDER APPLICABLE UNITED STATES TREASURY REGULATIONS. ANY UNITED STATES PERSON WHO HOLDS THIS OBLIGATION WILL BE SUBJECT TO LIMITATIONS UNDER THE UNITED STATES INCOME TAX LAWS, INCLUDING THE LIMITATIONS PROVIDED IN SECTIONS 165(j) AND 1287(a) OF THE INTERNAL REVENUE CODE. THIS NOTE IS A DEFINITIVE NOTE WITH INTEREST COUPONS. THE RIGHTS ATTACHING TO THIS DEFINITIVE NOTE ARE AS SPECIFIED IN THE AGENCY AGREEMENT (AS DEFINED HEREIN). THIS NOTE IS NOT A SAVINGS ACCOUNT OR A DEPOSIT, IS NOT AN OBLIGATION OF OR GUARANTEED BY ANY BANKING OR NONBANKING AFFILIATE OF THE ISSUER AND IS NOT INSURED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION OR ANY OTHER GOVERNMENTAL AGENCY. NEITHER THE HOLDER NOR THE BENEFICIAL OWNER OF THIS NOTE SHALL BE ENTITLED TO RECEIVE PAYMENT OF INTEREST HEREON EXCEPT PURSUANT TO THE PROVISIONS HEREOF. [BY ACCEPTING THIS OBLIGATION, THE HOLDER REPRESENTS AND WARRANTS THAT IT IS NOT A UNITED STATES PERSON (OTHER THAN AN EXEMPT RECIPIENT DESCRIBED IN SECTION 6049(b)(4) OF THE INTERNAL REVENUE CODE AND THE REGULATIONS THEREUNDER) AND THAT IT IS NOT ACTING FOR OR ON BEHALF OF A UNITED STATES PERSON (OTHER THAN AN EXEMPT RECIPIENT DESCRIBED IN SECTION 6049(b)(4) OF THE INTERNAL REVENUE CODE AND THE REGULATIONS THEREUNDER).]1 [Legend on definitive bearer Notes: [Unless between individuals not acting in the conduct of a profession or business, each transaction regarding this Note which involves the physical delivery thereof within, from or into the Netherlands must be effected (as required by the Dutch Savings Certificates Act (Wet inzake spaarbewijzen) through the mediation of the Issuer or a member 1 [This language is applicable only to Notes with maturities of 183 days or less from the date of original issue.] of Euronext Amsterdam N.V. and, unless this Note qualifies as commercial paper or as a certificate of deposit and the transaction is between the professional parties, must be recorded in a transaction note which includes the name and address of each party to the transaction, the nature of the transaction and the details and serial number of this Note.]2 2 Include on zero coupon or discounted bearer Notes and other bearer Notes on which interest does not become due and payable during their term but only at maturity (savings certificates, as defined in the Dutch Savings Certificates Act) and which are (a) not listed on Euronext Amsterdam and (b) physically issued in the Netherlands or physically issued outside the Netherlands but distributed in the Netherlands immediately thereafter.] B GLOBAL FIRST ISSUER OF A ISSUANCE B.V. [Specified Currency and Principal Amount of Tranche] NOTES DUE [year of Maturity Date/Redemption Month] Series No. [ ] Tranche No. [ ] NOTE PERMANENT FINANCING COMMON CODE: ISIN: This Note is one of a duly authorized issue of Notes (NO. 1the “Notes”) PLC (Incorporated of B of A Issuance B.V., a private company with limited liability (besloten vennootschap met beperkte aansprakelijkheid) incorporated under the laws of The Netherlands with its corporate seat in England with registered number 4416192) SERIES 3 CLASS B GLOBAL FIRST ISSUER NOTE representing up to US$38,500,000 Series 3 Class B Asset Backed Floating Rate First Issuer Notes due 2042 This Series 3 Class B Global First Issuer Note is issued without principal or interest coupons in respect of a duly authorised issue of Series 3 Class B First Issuer Notes of Permanent Financing (No. 1) PLC Amsterdam, The Netherlands (the “First Issuer”), designated as specified ) denominated in the title hereof (Specified Currency maturing on the “First Issuer Notes”), limited to the aggregate principal amount of up to thirty eight million five hundred thousand US dollars (US$38,500,000) and constituted by a First Issuer Trust Deed dated 14th June, 2002 (the “First Issuer Trust Deed”) between the First Issuer and State Street Bank and Trust CompanyMaturity Date or, as trustee (the trustee for case may be, on the time being thereof being herein called the “Note Trustee”)Interest Payment Date. References herein to the General Note Conditions (or to any particular numbered Condition) shall be to the Terms and Conditions (or that particular one of them) the Notes, including any applicable Product Annex, as endorsed herein as modified and supplemented by the information set out in Schedule 3 to the First Issuer Trust Deed. Final Terms not defined and which are incorporated herein have the meanings ascribed to them by reference, but in the Master Definitions and Construction Schedule event of any conflict between the provisions of the General Note Conditions and the First Issuer Master Definitions information set out in the Final Terms, the Final Terms will prevail. This Note is issued subject to, and Construction Schedulewith the benefit of, both the General Note Conditions and an Agency Agreement (the “Agency Agreement,” which expression shall be construed as a reference to that agreement as the same may be amended or supplemented from time to time) dated 13th Juneas of January 16, 2002 2007 and signed for made among B of A Issuance B.V., as Issuer, Bank of America Corporation (the purposes “Guarantor”), The Bank of identification by Xxxxx & Overy and Sidley Xxxxxx Xxxxx & XxxxNew York (the “Agent”), The Bank of New York (Luxembourg) S.A., and the First Issuer Trust Deedother agents named therein. The aggregate principal For value received, the Issuer, subject to and in accordance with the General Note Conditions, promises to pay to the bearer hereof on each Installment Date the amount payable on such Installment Date in respect of the Notes represented by this Definitive Note (if the Notes represented by this Definitive Note are Installment Notes) and on the Maturity Date, on the Interest Payment Date or on the Delivery Date, as the case may be, or on such earlier date as any of the Notes represented by this Definitive Note may become due and payable in accordance with the General Note Conditions, the amount payable or deliverable, as the case may be, on redemption of such Notes then represented by this Definitive Note becoming so due and payable, and to pay interest (if any) or to deliver any Physical Delivery Amount (if any) on the Notes from time to time of represented by this Global First Issuer Definitive Note calculated and payable as provided in the General Note Conditions together with other sums payable under the General Note Conditions. Payment hereunder is guaranteed by the Guarantor, as set forth in the Senior Guarantee Agreement or the Subordinated Guarantee Agreement, as applicable, each executed by the Guarantor on January 16, 2007. This Note shall be that amount not exceeding US$38,500,000 as shall be shown by governed by, and construed in accordance with, the latest entry duly made in laws of the Schedule heretoState of New York, United States of America, without regard to principles of conflicts of laws. This is to certify that: Cede & Co. as nominee Note shall not become valid or obligatory for any purpose until the certificate of authentication hereon shall have been duly signed by or on behalf of The Depositary Trust Company is/are the duly registered holder(s) of one of Agent acting in accordance with the Series 3 Class B Global First Issuer Notes. This Global First Issuer Note is evidence of entitlement only. Title to the Global First Issuer Notes passes only on due registration in the Register and only the registered holder is entitled to payment in respect of this Global First Issuer NoteAgency Agreement.