Notices of Meetings

British Land Co PLC
21 July 2006



THIS NOTICE IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION.  IF YOU ARE IN
ANY DOUBT ABOUT THE ACTION YOU SHOULD TAKE, YOU SHOULD CONSULT IMMEDIATELY YOUR
STOCKBROKER, BANK MANAGER, SOLICITOR, ACCOUNTANT OR OTHER PROFESSIONAL ADVISER
AUTHORISED UNDER THE FINANCIAL SERVICES AND MARKETS ACT 2000.

  £12,561,841 10 1/2per cent. First Mortgage Debenture Stock due 2019/24  (the
                      Existing First 2019/2024 Debentures)
                              (ISIN: GB0001367126)

                                   issued by

                   The British Land Company PLC (the Company)

(incorporated with limited liability in England and Wales with registered number
                                    621920)

NOTICE IS HEREBY GIVEN that, pursuant to the provisions of the Third Schedule to
the trust deed dated 14 September 1981 (as amended and supplemented from time to
time, the Trust Deed) constituting the Existing First 2019/2024 Debentures and
made between the Company, Regis Property Company Limited and Law Debenture
Trustees Limited (formerly known as Eagle Star Trust Company Limited) (the
Trustee), a meeting of the holders of the Existing First 2019/2024 Debentures
(the Debentureholders) has been convened by the Company and will be held at the
offices of Simmons & Simmons, Citypoint, One Ropemaker Street, London EC2Y 9SS
on  21 August 2006 at 11:30 a.m. London time or as soon after such time as the
meeting of the holders of the £250,000,000 8 7/8 per cent. First Mortgage
Debenture Bonds due 2035 issued by the Company, convened for 11:15 a.m. on the
same day, shall have concluded or been adjourned, for the purpose of considering
and, if thought fit, passing the following resolution which will be proposed as
an Extraordinary Resolution in accordance with the provisions of the Trust Deed:

"THAT this meeting of the holders of the outstanding £12,561,841 10 1/2per cent.
First Mortgage Debenture Stock due 2019/24 (the Existing First 2019/2024
Debentures) of The British Land Company PLC (the Company) constituted by a trust
deed dated 14 September 1981 (as amended and supplemented from time to time, the
Trust Deed) made between the Company, Regis Property Company Limited and Law
Debenture Trustees Limited (formerly known as Eagle Star Trust Company Limited)
(the Trustee) as trustee for the holders of the Existing First 2019/2024
Debentures hereby:

(A)       (subject to paragraph (E) of this Extraordinary Resolution) assents to
the modification of the terms and conditions of the Existing First 2019/2024
Debentures by the addition of a new paragraph to Condition 3 giving the Company
the right to redeem all but not some only of the Existing First 2019/2024
Debentures at an amount for each £1,000 in principal amount of the Existing
First 2019/2024 Debentures equal to the Existing Debenture Price, plus Accrued
Interest, by the issue of New 2028 Debentures (or in cash in the case of holders
who are not Eligible Debentureholders) all as provided in and subject to the
terms of and in accordance with the relevant Proposal, on giving not less than 2
nor more than 7 Business Days' notice to Debentureholders by issuing an
announcement of redemption (the Announcement) via an RIS at any time not later
than two Business Days after the Longstop Date, the redemption in accordance
with the Announcement to be conditional on the New 2028 Debentures being
admitted to official listing on the Gilt Edged and Fixed Income Market of the
London Stock Exchange, subject only to the issue and delivery of the New 2028
Debentures.

If the condition relating to the listing of the New 2028 Debentures is not
satisfied on or before the expiry of the notice period specified in the
Announcement, the redemption of the Existing First 2019/2024 Debentures shall
become incapable of becoming unconditional and, accordingly, no redemption of
the Existing First 2019/2024 Debentures shall occur pursuant to modified
Condition 3.  The Company will issue a further announcement via an RIS on the
expiry of the notice period specified in the Announcement to inform the holders
of the Existing First 2019/2024 Debentures whether the Existing First 2019/2024
Debentures will be redeemed in accordance with modified Condition 3.

(B)       (subject to paragraph (E) of this Extraordinary Resolution)
authorises, directs, requests and empowers the Trustee to:

(a)                concur in and execute a supplemental trust deed to effect the
modifications referred to in paragraph (A) of this Extraordinary Resolution in
the form of the draft produced to this meeting and signed by the chairman of the
meeting for the purposes of identification, with such amendments, if any,
requested by the Company and approved by the Trustee in its sole discretion or
required by the Trustee; and

(b)                concur in, approve, and execute and do all such deeds,
instruments, acts and things that may be necessary, desirable or expedient in
the sole opinion of the Trustee to carry out and give effect to this
Extraordinary Resolution and the relevant Proposal;

(C)       (subject to paragraph (E) of this Extraordinary Resolution) sanctions
and approves every modification, abrogation, variation or compromise of, or
arrangement in respect of, the rights of Debentureholders necessary to give
effect to this Extraordinary Resolution and the relevant Proposal (whether or
not the rights arise under the Trust Deed) and assents to every modification,
variation or abrogation of the Conditions (as defined in the Trust Deed) of the
Existing First 2019/2024 Debentures and/or the provisions contained in the Trust
Deed involved in or inherent in or effected by the implementation of this
Extraordinary Resolution and the relevant Proposal;

(D)       discharges and exonerates the Trustee from any liability in respect of
any act or omission for which it may have become responsible under the Trust
Deed and/or the Existing First 2019/2024 Debentures in connection with this
Extraordinary Resolution;

(E)       declares that this Extraordinary Resolution shall be in all respects
conditional on the following conditions being satisfied or, if capable of being
waived by the Company in accordance with the provisions of the Consent
Solicitation Document published by the Company and BL Universal PLC on 21 July
2006, (the Document), waived:

(a)                the requisite majority of holders of the Existing 2028
Debentures voting in favour of the relevant Extraordinary Resolution at the
Meeting at which such holders are asked to consider such Extraordinary
Resolution and any conditions to such Extraordinary Resolution (save to the
extent specified in such Extraordinary Resolution) having been satisfied or (if
capable of waiver) waived (or, where a further meeting or meetings is or are
convened by the Company to consider the same or alternative proposals in respect
of the Existing 2028 Debentures, the requisite majority of such holders voting
in favour of the extraordinary resolution proposed at any such further meeting
and any conditions to that extraordinary resolution being satisfied or (if
capable of waiver) waived);

(b)                the requisite majority of holders of the Existing 2035
Debentures voting in favour of the relevant Extraordinary Resolution at the
Meeting at which such holders are asked to consider such Extraordinary
Resolution and any conditions to such Extraordinary Resolution (save to the
extent specified in such Extraordinary Resolution) having been satisfied or (if
capable of waiver) waived (or, where a further meeting or meetings is or are
convened by the Company to consider the same or alternative proposals in respect
of the Existing 2035 Debentures, the requisite majority of such holders voting
in favour of the extraordinary resolution proposed at any such further meeting
and any conditions to that extraordinary resolution being satisfied or (if
capable of waiver) waived);

(c)                the requisite majority of holders of the Existing Second 2019
/2024 Debentures voting in favour of the relevant Extraordinary Resolution at
the Meeting at which such holders are asked to consider such Extraordinary
Resolution and any conditions to such Extraordinary Resolution (save to the
extent specified in such Extraordinary Resolution) having been satisfied or (if
capable of waiver) waived (or, where a further meeting or meetings is or are
convened by the Company to consider the same or alternative proposals in respect
of the Existing Second 2019/2024 Debentures, the requisite majority of such
holders voting in favour of the extraordinary resolution proposed at any such
further meeting and any conditions to that extraordinary resolution being
satisfied or (if capable of waiver) waived);

(d)                the requisite majority of holders of the Existing BLU
Debentures voting in favour of the relevant Extraordinary Resolution at the
combined Meeting at which such holders are asked to consider such Extraordinary
Resolution and any conditions to such Extraordinary Resolution (save to the
extent specified in such Extraordinary Resolution) having been satisfied or (if
capable of waiver) waived (or, where a further meeting or meetings is or are
convened by BL Universal PLC to consider the same or alternative proposals in
respect of the Existing BLU Debentures, the requisite majority of such holders
voting in favour of the extraordinary resolution proposed at any such further
meeting and any conditions to such extraordinary resolution being satisfied or
(if capable of waiver) waived);

(e)                the requisite majority of holders of the Existing 2011
Debentures voting in favour of the relevant Extraordinary Resolution at the
separate Meeting at which such holders are asked to consider such Extraordinary
Resolution and any conditions to such Extraordinary Resolution (save to the
extent specified in such Extraordinary Resolution) having been satisfied or (if
capable of waiver) waived (or, where a further meeting or meetings is or are
convened by BL Universal PLC to consider the same or alternative proposals in
respect of the Existing 2011 Debentures, the requisite majority of such holders
voting in favour of the extraordinary resolution proposed at any such further
meeting and any conditions to such extraordinary resolution being satisfied or
(if capable of waiver) waived);

(f)                 the requisite majority of holders of the Existing 2020
Debentures voting in favour of the relevant Extraordinary Resolution at the
separate Meeting at which such holders are asked to consider such Extraordinary
Resolution and any conditions to such Extraordinary Resolution (save to the
extent specified in such Extraordinary Resolution) having been satisfied or (if
capable of waiver) waived (or, where a further meeting or meetings is or are
convened by BL Universal PLC to consider the same or alternative proposals in
respect of the Existing 2020 Debentures, the requisite majority of such holders
voting in favour of the extraordinary resolution proposed at any such further
meeting and any conditions to such extraordinary resolution being satisfied or
(if capable of waiver) waived); and

(F)       acknowledges that capitalised terms used in this Extraordinary
Resolution and not otherwise defined shall have the same meanings given to them
in the Document unless the context otherwise requires."

The Company has convened the Meeting for the purpose of enabling
Debentureholders to consider the proposals outlined in the Consent Solicitation
Document published by the Company and BL Universal PLC on 21 July 2006 (the
Document) and resolve, if they think fit, to pass the Extraordinary Resolution
proposed in relation to the Existing First 2019/2024 Debentures.  Capitalised
terms used in this Notice and not otherwise defined shall have the meanings
given to them in the Document, unless the context otherwise requires.

The Trustee has not been involved in the formulation of the Proposals outlined
in the Document or the Extraordinary Resolution and, in accordance with normal
practice, expresses no opinion on the merits of those Proposals or on the
Extraordinary Resolution or on whether Debentureholders would be acting in
Debentureholders' best interests in approving them, and nothing in this Notice
should be construed as a recommendation to Debentureholders from the Trustee to
vote in favour of, or against, the Extraordinary Resolution.  Debentureholders
should take their own independent financial advice on the merits and on the
consequences of voting in favour of the Extraordinary Resolution, including any
tax consequences.  However, on the basis of the information contained in the
Document, the Trustee has authorised the Company to state that the Trustee has
no objection to the Extraordinary Resolution being put to Debentureholders for
their consideration.

General

Copies of the Document are available for collection by Debentureholders at the
specified office of the Registrar and at the specified office of each of the
Solicitation Agents in each case as set out below, on and after the date of this
Notice and will be available at the Meeting.  A Debentureholder will be required
to produce evidence satisfactory to the Registrar or the relevant Solicitation
Agent as to his or her status as a Debentureholder before being permitted to
collect a copy of the Document.  Copies of (i) the Trust Deed, this Notice and
the Document; (ii) the current draft of the supplemental trust deed referred to
in the Extraordinary Resolution and certain other documents as specified in the
Document are, on and from 21 July 2006, available for inspection by the
Debentureholders at the specified office of each of the Solicitation Agents and
the Registrar during normal business hours on any weekday (Saturdays, Sundays
and public holidays excepted) up to and including the Expiration Date.  Revised
versions of any draft documents described in (ii) above will be available as set
out above (marked to indicate changes to the draft made available on 21 July
2006) no later than two Business Days before the date of the Meeting and at the
Meeting.  Any such revised document made available as set out above will
supersede the previous draft of such document and Debentureholders will be
deemed to have notice of any changes.

The attention of Debentureholders is particularly drawn to the quorum required
for the Meeting and for any meeting held following any adjournment of any such
Meeting, which is set out in paragraph 3 of "Voting and Quorum" below.  Having
regard to such requirements, Debentureholders are strongly urged either to
attend the Meeting or to take steps to be represented at the Meeting, as
referred to below, as soon as possible.

Voting and Quorum

Debentureholders who have submitted and not revoked a valid Instruction
appointing the Administrative Agent as their proxy to vote in favour of the
Extraordinary Resolution to be proposed at the Meeting and any meeting held
following any adjournment of any such Meeting need take no further action to be
represented at the Meeting or any such adjourned meeting.  Debentureholders who
have not submitted or have submitted and subsequently revoked an Instruction
should take note of the provisions set out below detailing how such
Debentureholders can attend or take steps to be represented at the Meeting.

1.                   Debentureholder attendance: A holder of Existing First 2019
/2024 Debentures wishing to attend and vote at the Meeting in person must
produce at such Meeting either, in the case of an individual holder, his or her
Existing First 2019/2024 Debentures in definitive form or, in the case of a
corporate holder, a duly approved resolution of the governing body of such
corporation authorising such person to act as the corporation's representative,
together in each case with satisfactory evidence of identity.

2.                   Appointment of proxies:  A Debentureholder not wishing to
attend and vote at the Meeting in person may deliver to the relevant Registrar
an instrument in writing (a Form of Proxy) signed by the holder or the holder's
attorney duly authorised in writing (or, in the case of a corporation, executed
under its common seal or signed on its behalf by an attorney or a duly
authorised officer of the corporation) appointing a proxy to act on his or its
behalf in connection with the Meeting and any such adjourned Meeting.  A Form of
Proxy may be obtained from the specified office of the relevant Registrar not
later than 48 hours (being a period of 48 hours including all or part of two
days upon which banks are open for business in London (disregarding for this
purpose the day upon which the Meeting is to be held) and such period shall be
extended by one period or, to the extent necessary, more periods of 24 hours
until there is included as aforesaid all or part of two days upon which banks
are open for business in London) (48 hours)) before the time fixed for the
Meeting.

Not less than 48 hours before the time fixed for the Meeting or any adjourned
Meeting, the form of proxy and (if required by the Company or the Trustee) the
power of attorney or other authority (if any) under which it is signed or a
notarially certified or office copy of such power of attorney must be deposited
at the office of the Registrar specified below.

3.                   Quorum requirements: The quorum required at the Meeting
shall be two or more persons present holding Existing First 2019/24 Debentures
or being proxies or representatives and holding or representing in the aggregate
not less than a clear majority in nominal amount of the Existing First 2019/24
Debentures for the time being outstanding.  At any adjourned Meeting, the quorum
required shall be one or more persons present holding Existing First 2019/2024
Debentures or being proxies or representatives (whatever the nominal amount of
the Existing First 2019/24 Debentures so held or represented by them).

4.                   Adjournment: If within fifteen minutes after the time
appointed for any such Meeting, a quorum is not present, such meeting shall
stand adjourned to such a day (not being less than fourteen days thereafter),
time and place as may be appointed by the Chairman.

5.                   Voting by show of hands or poll:  Every question submitted
to each Meeting shall be decided in the first instance by a show of hands unless
a poll is (before or on the declaration of the result of the show of hands)
demanded by the Chairman or by one or more persons representing by proxy at
least one-twentieth of the nominal amount of the Existing First 2019/24
Debentures for the time being outstanding.

In the case of equality of votes, the Chairman shall both on a show of hands and
on a poll have a casting vote in addition to the vote or votes (if any) to which
he may be entitled as a Debentureholder or as a proxy or as a representative.

6.                   Representation of vote: On a show of hands every person who
is present in person and is a holder of Existing First 2019/2024 Debentures or
is a proxy or representative shall have one vote.  On a poll every person who is
so present shall have one vote in respect of each £1 in nominal amount of
Existing First 2019/24 Debentures so produced or in respect of which such person
is a proxy or representative or in respect of which such person is the
Debentureholder.

7.                   Voting majority requirements: To be passed at the relevant
Meeting, the Extraordinary Resolution requires a majority consisting of not less
than three-fourths of the persons voting thereat upon a show of hands or if a
poll is duly demanded then by a majority consisting of not less than
three-fourths of the votes given on such poll.  If passed, the Extraordinary
Resolution shall be binding upon all Debentureholders, whether present or not
present at the Meeting at which it is passed and whether or not voting.

This Notice is given by The British Land Company PLC.

Debentureholders should contact the following for further information:

Any of the Solicitation Agents:

The Royal Bank of Scotland at 135 Bishopsgate, London EC2M 3UR, Tel: +44 (0) 20
7085 3205.

UBS Investment Bank at 100 Liverpool Street, London EC2M 2RH, Tel: +44 (0) 20
7567 7480.

The Administrative Agent: JPMorgan Chase Bank, N.A. at Trinity Tower, 9 Thomas
More Street, London E1W 1YT, Tel: [phone]/5770 or by email to
[e-mail].

 The Registrar: Lloyds TSB Registrars, The Causeway, Worthing, West Sussex BN99
6DA, Tel: [phone].

Dated 21 July 2006




THIS NOTICE IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION.  IF YOU ARE IN
ANY DOUBT ABOUT THE ACTION YOU SHOULD TAKE, YOU SHOULD CONSULT IMMEDIATELY YOUR
STOCKBROKER, BANK MANAGER, SOLICITOR, ACCOUNTANT OR OTHER PROFESSIONAL ADVISER
AUTHORISED UNDER THE FINANCIAL SERVICES AND MARKETS ACT 2000.



  £20,381,170 11 3/8per cent. First Mortgage Debenture Stock due 2019/24
                   (the Existing Second 2019/2024 Debentures)

                              (ISIN: GB0001368538)



                                   issued by



                   The British Land Company PLC (the Company)

(incorporated with limited liability in England and Wales with registered number
                                    621920)


NOTICE IS HEREBY GIVEN that, pursuant to the provisions of the Third Schedule to
the trust deed dated 14 September 1981 (as amended and supplemented from time to
time, the Trust Deed) constituting the Existing Second 2019/2024 Debentures and
made between the Company, Regis Property Company Limited and Law Debenture
Trustees Limited (formerly known as Eagle Star Trust Company Limited) (the
Trustee), a meeting of the holders of the Existing Second 2019/2024 Debentures
(the Debentureholders) has been convened by the Company and will be held at the
offices of Simmons & Simmons, Citypoint, One Ropemaker Street, London EC2Y 9SS
on  21 August 2006 at 11:45 a.m. London time or as soon after such time as the
meeting of the holders of the £12,561,841 101/2per cent. First Mortgage
Debenture Stock due 2019/24 issued by the Company, convened for 11:30 a.m. on
the same day, shall have concluded or been adjourned, for the purpose of
considering and, if thought fit, passing the following resolution which will be
proposed as an Extraordinary Resolution in accordance with the provisions of the
Trust Deed:

"THAT this meeting of the holders of the outstanding £20,381,170 11 3/8per
cent. First Mortgage Debenture Stock due 2019/24 (the Existing Second 2019/2024
Debentures) of The British Land Company PLC (the Company) constituted by a trust
deed dated 14 September 1981 (as amended and supplemented from time to time, the
Trust Deed) made between the Company, Regis Property Company Limited and Law
Debenture Trustees Limited (formerly known as Eagle Star Trust Company Limited)
(the Trustee) as trustee for the holders of the Existing Second 2019/2024
Debentures hereby:



(A)       (subject to paragraph (E) of this Extraordinary Resolution) assents to
the modification of the terms and conditions of the Existing Second 2019/2024
Debentures by the addition of a new paragraph to Condition 3 giving the Company
the right to redeem all but not some only of the Existing Second 2019/2024
Debentures at an amount for each £1,000 in principal amount of the Existing
Second 2019/2024 Debentures equal to the Existing Debenture Price, plus Accrued
Interest, by the issue of New 2028 Debentures (or in cash in the case of holders
who are not Eligible Debentureholders) all as provided in and subject to the
terms of and in accordance with the relevant Proposal, on giving not less than 2
nor more than 7 Business Days' notice to Debentureholders by issuing an
announcement of redemption (the Announcement) via an RIS at any time not later
than two Business Days after the Longstop Date, the redemption in accordance
with the Announcement to be conditional on the New 2028 Debentures being
admitted to official listing on the Gilt Edged and Fixed Income Market of the
London Stock Exchange, subject only to the issue and delivery of the New 2028
Debentures.



If the condition relating to the listing of the New 2028 Debentures is not
satisfied on or before the expiry of the notice period specified in the
Announcement, the redemption of the Existing Second 2019/2024 Debentures shall
become incapable of becoming unconditional and, accordingly, no redemption of
the Existing Second 2019/2024 Debentures shall occur pursuant to modified
Condition 3.  The Company will issue a further announcement via an RIS on the
expiry of the notice period specified in the Announcement to inform the holders
of the Existing Second 2019/2024 Debentures whether the Existing Second 2019/
2024 Debentures will be redeemed in accordance with modified Condition 3.



(B)       (subject to paragraph (E) of this Extraordinary Resolution)
authorises, directs, requests and empowers the Trustee to:

(a)                concur in and execute a supplemental trust deed to effect the
modifications referred to in paragraph (A) of this Extraordinary Resolution in
the form of the draft produced to this meeting and signed by the chairman of the
meeting for the purposes of identification, with such amendments, if any,
requested by the Company and approved by the Trustee in its sole discretion or
required by the Trustee; and

(b)                concur in, approve, and execute and do all such deeds,
instruments, acts and things that may be necessary, desirable or expedient in
the sole opinion of the Trustee to carry out and give effect to this
Extraordinary Resolution and the relevant Proposal;



(C)       (subject to paragraph (E) of this Extraordinary Resolution) sanctions
and approves every modification, abrogation, variation or compromise of, or
arrangement in respect of, the rights of Debentureholders necessary to give
effect to this Extraordinary Resolution and the relevant Proposal (whether or
not the rights arise under the Trust Deed) and assents to every modification,
variation or abrogation of the Conditions (as defined in the Trust Deed) of the
Existing Second 2019/2024 Debentures and/or the provisions contained in the
Trust Deed involved in or inherent in or effected by the implementation of this
Extraordinary Resolution and the relevant Proposal;



(D)       discharges and exonerates the Trustee from any liability in respect of
any act or omission for which it may have become responsible under the Trust
Deed and/or the Existing Second 2019/2024 Debentures in connection with this
Extraordinary Resolution;



(E)       declares that this Extraordinary Resolution shall be in all respects
conditional on the following conditions being satisfied or, if capable of being
waived by the Company in accordance with the provisions of the Consent
Solicitation Document published by the Company and BL Universal PLC on 21 July
2006, (the Document), waived:



(a)                the requisite majority of holders of the Existing 2028
Debentures voting in favour of the relevant Extraordinary Resolution at the
Meeting at which such holders are asked to consider such Extraordinary
Resolution and any conditions to such Extraordinary Resolution (save to the
extent specified in such Extraordinary Resolution) having been satisfied or (if
capable of waiver) waived (or, where a further meeting or meetings is or are
convened by the Company to consider the same or alternative proposals in respect
of the Existing 2028 Debentures, the requisite majority of such holders voting
in favour of the extraordinary resolution proposed at any such further meeting
and any conditions to that extraordinary resolution being satisfied or (if
capable of waiver) waived);



(b)                the requisite majority of holders of the Existing 2035
Debentures voting in favour of the relevant Extraordinary Resolution at the
Meeting at which such holders are asked to consider such Extraordinary
Resolution and any conditions to such Extraordinary Resolution (save to the
extent specified in such Extraordinary Resolution) having been satisfied or (if
capable of waiver) waived (or, where a further meeting or meetings is or are
convened by the Company to consider the same or alternative proposals in respect
of the Existing 2035 Debentures, the requisite majority of such holders voting
in favour of the extraordinary resolution proposed at any such further meeting
and any conditions to that extraordinary resolution being satisfied or (if
capable of waiver) waived);



(c)                the requisite majority of holders of the Existing First 2019/
2024 Debentures voting in favour of the relevant Extraordinary Resolution at the
Meeting at which such holders are asked to consider such Extraordinary
Resolution and any conditions to such Extraordinary Resolution (save to the
extent specified in such Extraordinary Resolution) having been satisfied or (if
capable of waiver) waived (or, where a further meeting or meetings is or are
convened by the Company to consider the same or alternative proposals in respect
of the Existing First 2019/2024 Debentures, the requisite majority of such
holders voting in favour of the extraordinary resolution proposed at any such
further meeting and any conditions to that extraordinary resolution being
satisfied or (if capable of waiver) waived);



(d)                the requisite majority of holders of the Existing BLU
Debentures voting in favour of the relevant Extraordinary Resolution at the
combined Meeting at which such holders are asked to consider such Extraordinary
Resolution and any conditions to such Extraordinary Resolution (save to the
extent specified in such Extraordinary Resolution) having been satisfied or (if
capable of waiver) waived (or, where a further meeting or meetings is or are
convened by BL Universal PLC to consider the same or alternative proposals in
respect of the Existing BLU Debentures, the requisite majority of such holders
voting in favour of the extraordinary resolution proposed at any such further
meeting and any conditions to such extraordinary resolution being satisfied or
(if capable of waiver) waived);



(e)                the requisite majority of holders of the Existing 2011
Debentures voting in favour of the relevant Extraordinary Resolution at the
separate Meeting at which such holders are asked to consider such Extraordinary
Resolution and any conditions to such Extraordinary Resolution (save to the
extent specified in such Extraordinary Resolution) having been satisfied or (if
capable of waiver) waived (or, where a further meeting or meetings is or are
convened by BL Universal PLC to consider the same or alternative proposals in
respect of the Existing 2011 Debentures, the requisite majority of such holders
voting in favour of the extraordinary resolution proposed at any such further
meeting and any conditions to such extraordinary resolution being satisfied or
(if capable of waiver) waived);



(f)                 the requisite majority of holders of the Existing 2020
Debentures voting in favour of the relevant Extraordinary Resolution at the
separate Meeting at which such holders are asked to consider such Extraordinary
Resolution and any conditions to such Extraordinary Resolution (save to the
extent specified in such Extraordinary Resolution) having been satisfied or (if
capable of waiver) waived (or, where a further meeting or meetings is or are
convened by BL Universal PLC to consider the same or alternative proposals in
respect of the Existing 2020 Debentures, the requisite majority of such holders
voting in favour of the extraordinary resolution proposed at any such further
meeting and any conditions to such extraordinary resolution being satisfied or
(if capable of waiver) waived); and



(F)       acknowledges that capitalised terms used in this Extraordinary
Resolution and not otherwise defined shall have the same meanings given to them
in the Document unless the context otherwise requires."



The Company has convened the Meeting for the purpose of enabling
Debentureholders to consider the proposals outlined in the Consent Solicitation
Document published by the Company and BL Universal PLC on 21 July 2006 (the
Document) and resolve, if they think fit, to pass the Extraordinary Resolution
proposed in relation to the Existing Second 2019/2024 Debentures.  Capitalised
terms used in this Notice and not otherwise defined shall have the meanings
given to them in the Document, unless the context otherwise requires.

The Trustee has not been involved in the formulation of the Proposals outlined
in the Document or the Extraordinary Resolution and, in accordance with normal
practice, expresses no opinion on the merits of those Proposals or on the
Extraordinary Resolution or on whether Debentureholders would be acting in
Debentureholders' best interests in approving them, and nothing in this Notice
should be construed as a recommendation to Debentureholders from the Trustee to
vote in favour of, or against, the Extraordinary Resolution.  Debentureholders
should take their own independent financial advice on the merits and on the
consequences of voting in favour of the Extraordinary Resolution, including any
tax consequences.  However, on the basis of the information contained in the
Document, the Trustee has authorised the Company to state that the Trustee has
no objection to the Extraordinary Resolution being put to Debentureholders for
their consideration.

General

Copies of the Document are available for collection by Debentureholders at the
specified office of the Registrar and at the specified office of each of the
Solicitation Agents in each case as set out below, on and after the date of this
Notice and will be available at the Meeting.  A Debentureholder will be required
to produce evidence satisfactory to the Registrar or the relevant Solicitation
Agent as to his or her status as a Debentureholder before being permitted to
collect a copy of the Document.  Copies of (i) the Trust Deed, this Notice and
the Document; (ii) the current draft of the supplemental trust deed referred to
in the Extraordinary Resolution and certain other documents as specified in the
Document are, on and from 21 July 2006, available for inspection by the
Debentureholders at the specified office of each of the Solicitation Agents and
the Registrar during normal business hours on any weekday (Saturdays, Sundays
and public holidays excepted) up to and including the Expiration Date.  Revised
versions of any draft documents described in (ii) above will be available as set
out above (marked to indicate changes to the draft made available on 21 July
2006) no later than two Business Days before the date of the Meeting and at the
Meeting.  Any such revised document made available as set out above will
supersede the previous draft of such document and Debentureholders will be
deemed to have notice of any changes.

The attention of Debentureholders is particularly drawn to the quorum required
for the Meeting and for any meeting held following any adjournment of any such
Meeting, which is set out in paragraph 3 of "Voting and Quorum" below.  Having
regard to such requirements, Debentureholders are strongly urged either to
attend the Meeting or to take steps to be represented at the Meeting, as
referred to below, as soon as possible.

Voting and Quorum

Debentureholders who have submitted and not revoked a valid Instruction
appointing the Administrative Agent as their proxy to vote in favour of the
Extraordinary Resolution to be proposed at the Meeting and any meeting held
following any adjournment of any such Meeting need take no further action to be
represented at the Meeting or any such adjourned meeting.  Debentureholders who
have not submitted or have submitted and subsequently revoked an Instruction
should take note of the provisions set out below detailing how such
Debentureholders can attend or take steps to be represented at the Meeting.

1.                   Debentureholder attendance: A holder of Existing Second
2019/2024 Debentures wishing to attend and vote at the Meeting in person must
produce at such Meeting either, in the case of an individual holder, his or her
Existing Second 2019/2024 Debentures in definitive form or, in the case of a
corporate holder, a duly approved resolution of the governing body of such
corporation authorising such person to act as the corporation's representative,
together in each case with satisfactory evidence of identity.

2.                   Appointment of proxies:  A Debentureholder not wishing to
attend and vote at the Meeting in person may deliver to the relevant Registrar
an instrument in writing (a Form of Proxy) signed by the holder or the holder's
attorney duly authorised in writing (or, in the case of a corporation, executed
under its common seal or signed on its behalf by an attorney or a duly
authorised officer of the corporation) appointing a proxy to act on his or its
behalf in connection with the Meeting and any such adjourned Meeting.  A Form of
Proxy may be obtained from the specified office of the relevant Registrar not
later than 48 hours (being a period of 48 hours including all or part of two
days upon which banks are open for business in London (disregarding for this
purpose the day upon which the Meeting is to be held) and such period shall be
extended by one period or, to the extent necessary, more periods of 24 hours
until there is included as aforesaid all or part of two days upon which banks
are open for business in London) (48 hours)) before the time fixed for the
Meeting.

Not less than 48 hours before the time fixed for the Meeting or any adjourned
Meeting, the form of proxy and (if required by the Company or the Trustee) the
power of attorney or other authority (if any) under which it is signed or a
notarially certified or office copy of such power of attorney must be deposited
at the office of the Registrar specified below.

3.                   Quorum requirements: The quorum required at the Meeting
shall be two or more persons present holding Existing Second 2019/24 Debentures
or being proxies or representatives and holding or representing in the aggregate
not less than a clear majority in nominal amount of the Existing Second 2019/24
Debentures for the time being outstanding.  At any adjourned Meeting, the quorum
required shall be one or more persons present holding Existing Second 2019/2024
Debentures or being proxies or representatives (whatever the nominal amount of
the Existing Second 2019/24 Debentures so held or represented by them).

4.                   Adjournment: If within fifteen minutes after the time
appointed for any such Meeting, a quorum is not present, such meeting shall
stand adjourned to such a day (not being less than fourteen days thereafter),
time and place as may be appointed by the Chairman.

5.                   Voting by show of hands or poll:  Every question submitted
to each Meeting shall be decided in the first instance by a show of hands unless
a poll is (before or on the declaration of the result of the show of hands)
demanded by the Chairman or by one or more persons representing by proxy at
least one-twentieth of the nominal amount of the Existing Second 2019/24
Debentures for the time being outstanding.

In the case of equality of votes, the Chairman shall both on a show of hands and
on a poll have a casting vote in addition to the vote or votes (if any) to which
he may be entitled as a Debentureholder or as a proxy or as a representative.

6.                   Representation of vote: On a show of hands every person who
is present in person and is a holder of Existing Second 2019/2024 Debentures or
is a proxy or representative shall have one vote.  On a poll every person who is
so present shall have one vote in respect of each £1 in nominal amount of
Existing Second 2019/24 Debentures so produced or in respect of which such
person is a proxy or representative or in respect of which such person is the
Debentureholder.

7.                   Voting majority requirements: To be passed at the relevant
Meeting, the Extraordinary Resolution requires a majority consisting of not less
than three-fourths of the persons voting thereat upon a show of hands or if a
poll is duly demanded then by a majority consisting of not less than
three-fourths of the votes given on such poll.  If passed, the Extraordinary
Resolution shall be binding upon all Debentureholders, whether present or not
present at the Meeting at which it is passed and whether or not voting.

This Notice is given by The British Land Company PLC.

Debentureholders should contact the following for further information:

Any of the Solicitation Agents:

The Royal Bank of Scotland at 135 Bishopsgate, London EC2M 3UR, Tel: +44 (0) 20
7085 3205.

UBS Investment Bank at 100 Liverpool Street, London EC2M 2RH, Tel: +44 (0) 20
7567 7480.

The Administrative Agent: JPMorgan Chase Bank, N.A. at Trinity Tower, 9 Thomas
More Street, London E1W 1YT, Tel: [phone]/5770 or by email to
[e-mail].

 The Registrar: Lloyds TSB Registrars, The Causeway, Worthing, West Sussex BN99
6DA, Tel: [phone].

Dated 21 July 2006




THIS NOTICE IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION.  IF YOU ARE IN
ANY DOUBT ABOUT THE ACTION YOU SHOULD TAKE, YOU SHOULD CONSULT IMMEDIATELY YOUR
STOCKBROKER, BANK MANAGER, SOLICITOR, ACCOUNTANT OR OTHER PROFESSIONAL ADVISER
AUTHORISED UNDER THE FINANCIAL SERVICES AND MARKETS ACT 2000.



 £200,000,000 9 3/8per cent. First Mortgage Debenture Stock due 2028  (the
                           Existing 2028 Debentures)

                       (ISIN: XS0066979682/GB0001371573)



                                   issued by



                   The British Land Company PLC (the Company)

(incorporated with limited liability in England and Wales with registered number
                                    621920)



NOTICE IS HEREBY GIVEN that, pursuant to the provisions of the Fourth Schedule
to the trust deed dated 29 April 1993 (as amended and supplemented from time to
time, the Trust Deed) constituting the Existing 2028 Debentures and made between
the Company, the Charging Companies (as defined in the Trust Deed) and Royal
Exchange Trust Company Limited (the Trustee), a meeting of the holders of the
Existing 2028 Debentures (the Debentureholders) has been convened by the Company
and will be held at the offices of Simmons & Simmons, Citypoint, One Ropemaker
Street, London EC2Y 9SS on 21 August 2006 at 11:00 a.m. London time for the
purpose of considering and, if thought fit, passing the following resolution
which will be proposed as an Extraordinary Resolution in accordance with the
provisions of the Trust Deed:



"THAT this meeting of the holders of the outstanding £200,000,000 9 3/8per
cent. First Mortgage Debenture Stock due 2028 (the Existing 2028 Debentures) of
The British Land Company PLC (the Company) constituted by a trust deed dated 29
April 1993 (as amended and supplemented from time to time, the Trust Deed) made
between the Company, the Charging Companies (as defined in the Trust Deed) and
Royal Exchange Trust Company Limited (the Trustee) as trustee for the holders of
the Existing 2028 Debentures hereby:



(A)       (subject to paragraph (G) of this Extraordinary Resolution) assents to
the modification of the terms and conditions (the Conditions) of the Existing
2028 Debentures by the addition of a new Condition 6(h) giving the Company the
right to redeem all of the Existing 2028 Debentures, other than those to which
the Retention Option applies, at an amount for each £1,000 in principal amount
of the Existing 2028 Debentures equal to the Existing Debenture Price, plus
Accrued Interest, by the issue of New 2028 Debentures and payment of a cash
amount (or solely by payment of cash), all as provided in and subject to the
terms of and in accordance with the relevant Proposal, on giving not less than 2
nor more than 7 Business Days' notice to Debentureholders by issuing an
announcement of redemption (the Announcement) via an RIS at any time not later
than two Business Days after the Longstop Date, the redemption in accordance
with the Announcement to be conditional on the New 2028 Debentures being
admitted to official listing on the Gilt Edged and Fixed Income Market of the
London Stock Exchange, subject only to the issue of the New 2028 Debentures.



If the condition relating to the listing of the New 2028 Debentures is not
satisfied on or before the expiry of the notice period specified in the
Announcement, the redemption of the Existing 2028 Debentures shall become
incapable of becoming unconditional and, accordingly, no redemption of the
Existing 2028 Debentures shall occur pursuant to new Condition 6(h).  The
Company will issue a further announcement via an RIS on the expiry of the notice
period specified in the Announcement to inform the holders of the Existing 2028
Debentures, other than those to which the Retention Option applies, whether the
Existing 2028 Debentures will be redeemed in accordance with new Condition 6(h).

(B)       (subject to paragraph (G) of this Extraordinary Resolution) assents to
the further modifications of the Trust Deed and the Conditions of the Existing
2028 Debentures as set out in the draft of the supplemental trust deed produced
to this meeting and signed by the chairman of the meeting for the purpose of
identification, with such amendments, if any, requested by the Company and
approved by the Trustee in its sole discretion or required by the Trustee (the
Composite Supplemental Trust Deed);

(C)       (subject to paragraph (G) of this Extraordinary Resolution)
authorises, directs and requests the Trustee to take all such action as may be
required to release and discharge the security granted over any and all assets
secured in favour of the Trustee as security directly or indirectly in respect
of the Existing 2028 Debentures (including, without limitation, at the cost of
the Company, executing and delivering to the Company such security release
document as may be reasonably required by the Company in connection therewith)
on and subject to satisfaction of the following conditions:

(a)                the issue and delivery of the Replacement Debentures by the
Company;

(b)                the UK Listing Authority confirming that (subject to their
being issued) the New Debentures will be admitted to the Official List and the
London Stock Exchange confirming that (subject to the Replacement Debentures
being issued) the New Debentures will be admitted to trading on its Gilt Edged
and Fixed Income Market, in each case on or around the Settlement Date; and

(c)                execution and delivery by the Company of the Composite
Supplemental Trust Deed, pursuant to which the Company will grant certain
security for the benefit of (pari passu and without preference or priority
amongst them), amongst others, the Existing 2028 Debentureholders and the New
Debentureholders.



(D)       (subject to paragraph (G) of this Extraordinary Resolution)
authorises, directs, requests and empowers the Trustee to:

(a)                concur in and execute the Composite Supplemental Trust Deed
to effect the modifications referred to in paragraphs (A) and (B) of this
Extraordinary Resolution; and

(b)                concur in, approve, and execute and do all such deeds,
instruments, acts and things that may be necessary, desirable or expedient in
the sole opinion of the Trustee to carry out and give effect to this
Extraordinary Resolution and the relevant Proposal;



(E)       (subject to paragraph (G) of this Extraordinary Resolution) sanctions
and approves every modification, abrogation, variation or compromise of, or
arrangement in respect of, the rights of Debentureholders necessary to give
effect to this Extraordinary Resolution and the relevant Proposal (whether or
not the rights arise under the Trust Deed) and assents to every modification,
variation or abrogation of the Conditions (as defined in the Trust Deed) of the
Existing 2028 Debentures and/or the provisions contained in the Trust Deed
involved in or inherent in or effected by the implementation of this
Extraordinary Resolution and the relevant Proposal;



(F)       discharges and exonerates the Trustee from any liability in respect of
any act or omission for which it may have become responsible under the Trust
Deed and/or the Existing 2028 Debentures in connection with this Extraordinary
Resolution;



(G)       declares that this Extraordinary Resolution shall be in all respects
conditional on the following conditions being satisfied or, if capable of being
waived by the Company in accordance with the provisions of the Consent
Solicitation Document published by the Company and BL Universal PLC on 21 July
2006 (the Document), waived:



(a)                the requisite majority of holders of the Existing 2035
Debentures voting in favour of the relevant Extraordinary Resolution at the
Meeting at which such holders are asked to consider such Extraordinary
Resolution and any conditions to such Extraordinary Resolution (save to the
extent specified in such Extraordinary Resolution) having been satisfied or (if
capable of waiver) waived (or, where a further meeting or meetings is or are
convened by the Company to consider the same or alternative proposals in respect
of the Existing 2035 Debentures, the requisite majority of such holders voting
in favour of the extraordinary resolution proposed at any such further meeting
and any conditions to that extraordinary resolution being satisfied or (if
capable of waiver) waived);



(b)                the requisite majority of holders of the Existing First 2019/
2024 Debentures voting in favour of the relevant Extraordinary Resolution at the
Meeting at which such holders are asked to consider such Extraordinary
Resolution and any conditions to such Extraordinary Resolution (save to the
extent specified in such Extraordinary Resolution) having been satisfied or (if
capable of waiver) waived (or, where a further meeting or meetings is or are
convened by the Company to consider the same or alternative proposals in respect
of the Existing First 2019/2024 Debentures, the requisite majority of such
holders voting in favour of the extraordinary resolution proposed at any such
further meeting and any conditions to that extraordinary resolution being
satisfied or (if capable of waiver) waived);



(c)                the requisite majority of holders of the Existing Second 2019
/2024 Debentures voting in favour of the relevant Extraordinary Resolution at
the Meeting at which such holders are asked to consider such Extraordinary
Resolution and any conditions to such Extraordinary Resolution (save to the
extent specified in such Extraordinary Resolution) having been satisfied or (if
capable of waiver) waived (or, where a further meeting or meetings is or are
convened by the Company to consider the same or alternative proposals in respect
of the Existing Second 2019/2024 Debentures, the requisite majority of such
holders voting in favour of the extraordinary resolution proposed at any such
further meeting and any conditions to that extraordinary resolution being
satisfied or (if capable of waiver) waived);



(d)                the requisite majority of holders of the Existing BLU
Debentures voting in favour of the relevant Extraordinary Resolution at the
combined Meeting at which such holders are asked to consider such Extraordinary
Resolution and any conditions to such Extraordinary Resolution (save to the
extent specified in such Extraordinary Resolution) having been satisfied or (if
capable of waiver) waived (or, where a further meeting or meetings is or are
convened by BL Universal PLC to consider the same or alternative proposals in
respect of the Existing BLU Debentures, the requisite majority of such holders
voting in favour of the extraordinary resolution proposed at any such further
meeting and any conditions to such extraordinary resolution being satisfied or
(if capable of waiver) waived);



(e)                the requisite majority of holders of the Existing 2011
Debentures voting in favour of the relevant Extraordinary Resolution at the
separate Meeting at which such holders are asked to consider such Extraordinary
Resolution and any conditions to such Extraordinary Resolution (save to the
extent specified in such Extraordinary Resolution) having been satisfied or (if
capable of waiver) waived (or, where a further meeting or meetings is or are
convened by BL Universal PLC to consider the same or alternative proposals in
respect of the Existing 2011 Debentures, the requisite majority of such holders
voting in favour of the extraordinary resolution proposed at any such further
meeting and any conditions to such extraordinary resolution being satisfied or
(if capable of waiver) waived);



(f)                 the requisite majority of holders of the Existing 2020
Debentures voting in favour of the relevant Extraordinary Resolution at the
separate Meeting at which such holders are asked to consider such Extraordinary
Resolution and any conditions to such Extraordinary Resolution (save to the
extent specified in such Extraordinary Resolution) having been satisfied or (if
capable of waiver) waived (or, where a further meeting or meetings is or are
convened by BL Universal PLC to consider the same or alternative proposals in
respect of the Existing 2020 Debentures, the requisite majority of such holders
voting in favour of the extraordinary resolution proposed at any such further
meeting and any conditions to such extraordinary resolution being satisfied or
(if capable of waiver) waived); and



(H)       acknowledges that capitalised terms used in this Extraordinary
Resolution and not otherwise defined shall have the same meanings given to them
in the Document, unless the context otherwise requires."



The Company has convened the Meeting for the purpose of enabling
Debentureholders to consider the proposals outlined in the Consent Solicitation
Document published by the Company and BL Universal PLC on 21 July 2006 (the
Document) and resolve, if they think fit, to pass the Extraordinary Resolution
proposed in relation to the Existing 2028 Debentures.  Capitalised terms used in
this Notice and not otherwise defined shall have the meanings given to them in
the Document, unless the context otherwise requires.

The Trustee has not been involved in the formulation of the Proposals outlined
in the Document or the Extraordinary Resolution and, in accordance with normal
practice, expresses no opinion on the merits of those Proposals or on the
Extraordinary Resolution or on whether Debentureholders would be acting in
Debentureholders' best interests in approving them, and nothing in this Notice
should be construed as a recommendation to Debentureholders from the Trustee to
vote in favour of, or against, the Extraordinary Resolution.  Debentureholders
should take their own independent financial advice on the merits and on the
consequences of voting in favour of the Extraordinary Resolution, including any
tax consequences.  However, on the basis of the information contained in the
Document, the Trustee has authorised the Company to state that the Trustee has
no objection to the Extraordinary Resolution being put to Debentureholders for
their consideration.

General

Copies of the Document are available for collection by Debentureholders at the
specified office of the Principal Paying Agent and the Registrar and at the
specified office of each of the Solicitation Agents in each case as set out
below, on and after the date of this Notice and will be available at the
Meeting.  A Debentureholder will be required to produce evidence satisfactory to
the Principal Paying Agent or the Registrar or the relevant Solicitation Agent
as to his or her status as a Debentureholder before being permitted to collect a
copy of the Document.  Copies of (i) the Trust Deed, this Notice and the
Document; (ii) the current draft of the Composite Supplemental Trust Deed
referred to in the Extraordinary Resolution and certain other documents as
specified in the Document are, on and from 21 July 2006, available for
inspection by the Debentureholders at the specified office of each of the
Solicitation Agents and the Principal Paying Agent and the Registrar during
normal business hours on any weekday (Saturdays, Sundays and public holidays
excepted) up to and including the Expiration Date. Revised versions of any draft
documents described in (ii) above will be available as set out above (marked to
indicate changes to the draft made available on 21 July 2006) no later than two
Business Days before the date of the Meeting and at the Meeting.  Any such
revised document made available as set out above will supersede the previous
draft of such document and Debentureholders will be deemed to have notice of any
changes.

The attention of Debentureholders is particularly drawn to the quorum required
for the Meeting and for any meeting held following any adjournment of any such
Meeting, which is set out in paragraph 4 of "Voting and Quorum" below.  Having
regard to such requirements, Debentureholders are strongly urged either to
attend the Meeting or to take steps to be represented at the Meeting, as
referred to below, as soon as possible.

Voting and Quorum

Debentureholders who have submitted and not revoked a valid Instruction
instructing an Existing Paying Agent or the Registrar to appoint the
Administrative Agent as their proxy to vote in favour of the Extraordinary
Resolution to be proposed at the Meeting and any meeting held following any
adjournment of any such Meeting need take no further action to be represented at
the Meeting or any such adjourned meeting.  Debentureholders who have not
submitted or have submitted and subsequently revoked an Instruction should take
note of the provisions set out below detailing how such Debentureholders can
attend or take steps to be represented at the Meeting.

1.                   Debentureholder attendance: A holder of Existing 2028
Debentures in bearer form (Bearer Existing 2028 Debentures and Bearer
Debentureholders, respectively) wishing to attend and vote at the Meeting in
person must produce at such Meeting his or her Bearer Existing 2028 Debentures
in definitive form or a valid voting certificate or valid voting certificates
issued by an Existing Paying Agent relating to such Bearer Existing 2028
Debenture(s) in respect of which he or she wishes to vote.  A holder of Existing
2028 Debentures in registered form (Registered Existing 2028 Debentures and
Registered Debentureholders, respectively) wishing to attend and vote at the
Meeting in person must produce at such Meeting either, in the case of an
individual holder, his or her Registered Existing 2028 Debentures in definitive
form or, in the case of a corporate holder, a duly approved resolution of the
governing body of such corporation authorising such person to act as the
corporation's representative, together in each case with satisfactory evidence
of identity.

2.                   Appointment of proxies: A Bearer Debentureholder not
wishing to attend and vote at the Meeting in person may deliver his or her
Bearer Existing 2028 Debenture(s) or valid voting certificate(s) in respect of
such Bearer Existing 2028 Debentures to the person whom he or she wishes to
attend on his or her behalf or give a voting instruction instructing the
relevant Existing Paying Agent to appoint a proxy to attend and vote at such
Meeting in accordance with his or her instructions.

A Registered Debentureholder not wishing to attend and vote at the Meeting in
person may deliver to the Registrar an instrument in writing (a Form of Proxy)
signed by the holder (or, in the case of a corporation, executed under its
common seal or signed on its behalf by an attorney or a duly authorised officer
of the corporation) appointing a proxy to act on his or its behalf in connection
with the Meeting and any such adjourned Meeting.  A Form of Proxy may be
obtained from the specified office of the Registrar not later than 48 hours
(being a period of 48 hours including all or part of two days upon which banks
are open for business in London (disregarding for this purpose the day upon
which the Meeting is to be held) and such period shall be extended by one period
or, to the extent necessary, more periods of 24 hours until there is included as
aforesaid all or part of two days upon which banks are open for business in
London) (48 hours)) before the time fixed for the Meeting.

In the case of Registered Debentureholders, not less than 48 hours before the
time fixed for the Meeting or any adjourned Meeting, the form of proxy and (if
required by the Company or the Trustee) the power of attorney or other authority
(if any) under which it is signed or a notarially certified or office copy of
such power of attorney must be deposited at the office of the Registrar
specified below.

3.                   Deposit of Bearer Existing 2028 Debentures, voting
certificates and block voting instructions: The Bearer Existing 2028 Debentures
may, not less than 48 hours before the time fixed for the Meeting or any meeting
held following any adjournment of any such Meeting, be deposited with any
Existing Paying Agent or (to its satisfaction) held to its order or under its
control for the purpose of:

(i)                  obtaining voting certificates from such Existing Paying
Agent; or

(ii)                instructing such Existing Paying Agent to complete a block
voting instruction in respect of such Bearer Existing 2028 Debentures appointing
a proxy to attend and vote at the Meeting or any adjourned Meeting in accordance
with the instructions of the relevant Bearer Debentureholder.  A Bearer
Debentureholder will need to give such voting instructions (such voting
instructions being neither revocable nor capable of amendment by the
Debentureholder during the period commencing 48 hours prior to the time for
which the Meeting or any adjourned Meeting is convened and ending at the
conclusion or adjournment of such Meeting or adjourned Meeting) in accordance
with the procedures of Euroclear and/or Clearstream, Luxembourg (if the relevant
Existing 2028 Debentures are held in either such clearing system) or on a voting
instruction form obtainable from the specified office of the relevant Existing
Paying Agent, to any Existing Paying Agent, not less than 48 hours before the
time fixed for the Meeting or any adjourned Meeting, to enable such Existing
Paying Agent to complete the block voting instruction.

Bearer Existing 2028 Debentures so deposited or held will not be released:

(i)                  Voting certificates:  in the case of Bearer Existing 2028
Debentures in respect of which a voting certificate has been issued, until the
first to occur of:

(a)                the conclusion of the Meeting specified in such certificate
or any meeting held following any adjournment of any such Meeting (whichever is
the later); and

(b)                the surrender of the certificate to the Existing Paying Agent
who issued the certificate;

(ii)                Block voting instructions: in the case of Bearer Existing
2028 Debentures in respect of which a block voting instruction has been issued,
until the first to occur of:

(a)                the conclusion of the Meeting specified in such block voting
instruction or any meeting held following any adjournment of any such Meeting
(whichever is the later); and

(b)                the surrender to the relevant Existing Paying Agent not less
than 48 hours before the time for which such Meeting or adjourned Meeting is
convened of the receipt issued by such Existing Paying Agent in respect of each
such deposited Bearer 2028 Debenture which is to be released or the Bearer 2028
Debenture(s) ceasing with the agreement of the relevant Existing Paying Agent to
be held to its order or under its control and the giving of notice from the
relevant Existing Paying Agent to the Company of the necessary amendment to the
block voting instruction.

A holder whose Bearer Existing 2028 Debentures are held on behalf of Euroclear
and/or Clearstream, Luxembourg who wishes to obtain a voting certificate or give
a voting instruction instructing an Existing Paying Agent to appoint a proxy to
attend and vote at the Meeting on his or her behalf should not less than 48
hours before the time appointed for the holding of the Meeting and within the
relevant time limit specified by Euroclear and/or Clearstream, Luxembourg, as
the case may be, request the relevant Clearing System to block his or her Bearer
Existing 2028 Debentures in his or her own account and hold the same to the
order or under the control of an Existing Paying Agent.

A holder whose Bearer Existing 2028 Debentures have been so blocked will thus be
able to obtain a voting certificate from, or procure that a voting instruction
is given in accordance with the procedures of, Euroclear or Clearstream,
Luxembourg to an Existing Paying Agent.  Existing 2028 Debentures so blocked
will be released in accordance with the procedures set out above and in
accordance with the procedures of Euroclear and/or Clearstream, Luxembourg, as
the case may be.

4.                   Quorum requirements:  The quorum required at the Meeting
shall be one or more persons present holding Existing 2028 Debentures or voting
certificates or being proxies or representatives and holding or representing in
the aggregate not less than a clear majority in nominal amount of the Existing
2028 Debentures for the time being outstanding.  At any adjourned Meeting, the
quorum required shall be one or more persons present holding Existing 2028
Debentures or voting certificates or being proxies or representatives (whatever
the nominal amount of the Existing 2028 Debentures so held or represented by
them).

5.                   Adjournment:  If within five minutes (or such longer period
not exceeding twenty minutes as the Chairman may decide) after the time
appointed for any such Meeting, a quorum is not present, such meeting shall
stand adjourned to such a day (not being less than ten nor more than
twenty-eight days thereafter), time and place as may be appointed by the
Chairman.

6.                   Voting by show of hands or poll:  Every question submitted
to each Meeting shall be decided in the first instance by a show of hands unless
a poll is (before or on the declaration of the result of the show of hands)
demanded by the Chairman or by two or more persons present holding Existing 2028
 Debentures or voting certificates or being proxies or representatives (whatever
the nominal amount of the Existing 2028 Debentures so held or represented by
them) or by one or more persons representing by proxy at least one-twentieth of
the nominal amount of the Existing 2028 Debentures for the time being
outstanding.

In the case of equality of votes, the Chairman shall both on a show of hands and
on a poll have a casting vote in addition to the vote or votes (if any) to which
he may be entitled as a Debentureholder or as a holder of a voting certificate
or as a proxy or as a representative.

7.                   Representation of vote: On a show of hands every person who
is present in person and produces a Bearer Existing 2028 Debenture or voting
certificate or is a holder of Registered Existing 2028 Debentures or is a proxy
or representative shall have one vote.  On a poll every person who is so present
shall have one vote in respect of each £1 in nominal amount of Existing 2028
Debentures so produced or represented by the voting certificate so produced or
in respect of which such person is a proxy or representative or in respect of
which such person is the Debentureholder.

8.                   Voting majority requirements: To be passed at the relevant
Meeting, the Extraordinary Resolution requires a majority consisting of not less
than three-fourths of the persons voting thereat upon a show of hands or if a
poll is duly demanded then by a majority consisting of not less than
three-fourths of the votes given on such poll.  If passed, the Extraordinary
Resolution shall be binding upon all Debentureholders, whether present or not
present at the Meeting at which it is passed and whether or not voting and upon
all Couponholders (as defined in the Trust Deed).

This Notice is given by The British Land Company PLC.

Debentureholders should contact the following for further information:

Any of the Solicitation Agents:

The Royal Bank of Scotland at 135 Bishopsgate, London EC2M 3UR, Tel: +44 (0) 20
7085 3205.

UBS Investment Bank at 100 Liverpool Street, London EC2M 2RH, Tel: +44 (0) 20
7567 7480.

The Administrative Agent: JPMorgan Chase Bank, N.A. at Trinity Tower, 9 Thomas
More Street, London E1W 1YT, Tel: [phone]/5770 or by email to
[e-mail].

The Principal Paying Agent: JPMorgan Chase Bank, N.A. at Trinity Tower, 9 Thomas
More Street, London E1W 1YT, Tel: [phone]/5770 or by email to
[e-mail].

The Registrar:  Capita Registrars, The Registry, 34 Beckenham Road, Beckenham,
Kent BR3 4TU.

Dated: 21 July 2006.






THIS NOTICE IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION.  IF YOU ARE IN
ANY DOUBT ABOUT THE ACTION YOU SHOULD TAKE, YOU SHOULD CONSULT IMMEDIATELY YOUR
STOCKBROKER, BANK MANAGER, SOLICITOR, ACCOUNTANT OR OTHER PROFESSIONAL ADVISER
AUTHORISED UNDER THE FINANCIAL SERVICES AND MARKETS ACT 2000.



 £250,000,000 8 7/8per cent. First Mortgage Debenture Stock due 2035  (the
                           Existing 2035 Debentures)

                       (ISIN: XS0060174520/GB0001302867)



                                   issued by



                   The British Land Company PLC (the Company)

(incorporated with limited liability in England and Wales with registered number
                                    621920)



NOTICE IS HEREBY GIVEN that, pursuant to the provisions of the Fifth Schedule to
the trust deed dated 6 October 1995 (as amended and supplemented from time to
time, the Trust Deed) constituting the Existing 2035 Debentures and made between
the Company, the Charging Companies (as defined in the Trust Deed) and Royal
Exchange Trust Company Limited (the Trustee), a meeting of the holders of the
Existing 2035 Debentures (the Debentureholders) has been convened by the Company
and will be held at the offices of Simmons & Simmons, Citypoint, One Ropemaker
Street, London EC2Y 9SS on 21 August 2006 at 11:15 a.m. London time or as soon
after such time as the meeting of the holders of the £200,000,000 9 3/8 per
cent. First Mortgage Debenture Stock due 2028 issued by the Company, convened
for 11:00 a.m. on the same day, shall have concluded or been adjourned, for the
purpose of considering and, if thought fit, passing the following resolution
which will be proposed as an Extraordinary Resolution in accordance with the
provisions of the Trust Deed:



"THAT this meeting of the holders of the outstanding £250,000,000 8 7/8per
cent. First Mortgage Debenture Stock due 2035 (the Existing 2035 Debentures) of
The British Land Company PLC (the Company) constituted by a trust deed dated 6
October 1995 (as amended and supplemented from time to time, the Trust Deed)
made between the Company, the Charging Companies (as defined in the Trust Deed)
and Royal Exchange Trust Company Limited (the Trustee) as trustee for the
holders of the Existing 2035 Debentures hereby:

(A)       (subject to paragraph (G) of this Extraordinary Resolution) assents to
the modification of the terms and conditions (the Conditions) of the Existing
2035 Debentures by the addition of a new Condition 6(h) giving the Company the
right to redeem all of the Existing 2035 Debentures, other than those to which
the Retention Option applies, at an amount for each £1,000 in principal amount
of the Existing 2035 Debentures equal to the Existing Debenture Price, plus
Accrued Interest, by the issue of New 2035 Debentures and payment of a cash
amount (or solely by payment of cash), all as provided in and subject to the
terms of and in accordance with the relevant Proposal, on giving not less than 2
nor more than 7 Business Days' notice to Debentureholders by issuing an
announcement of redemption (the Announcement) via an RIS at any time not later
than two Business Days after the Longstop Date, the redemption in accordance
with the Announcement to be conditional on the New 2035 Debentures being
admitted to official listing on the Gilt Edged and Fixed Income Market of the
London Stock Exchange, subject only to the issue of the New 2035 Debentures.



If the condition relating to the listing of the New 2035 Debentures is not
satisfied on or before the expiry of the notice period specified in the
Announcement, the redemption of the Existing 2035 Debentures shall become
incapable of becoming unconditional and, accordingly, no redemption of the
Existing 2035 Debentures shall occur pursuant to new Condition 6(h).  The
Company will issue a further announcement via an RIS on the expiry of the notice
period specified in the Announcement to inform the holders of the Existing 2035
Debentures, other than those to which the Retention Option applies, whether the
Existing 2035 Debentures will be redeemed in accordance with new Condition 6(h).

 (B)      (subject to paragraph (G) of this Extraordinary Resolution) assents to
the further modifications of the Trust Deed and the Conditions of the Existing
2035 Debentures as set out in the draft of the supplemental trust deed produced
to this meeting and signed by the chairman of the meeting for the purpose of
identification, with such amendments, if any, requested by the Company and
approved by the Trustee in its sole discretion or required by the Trustee (the
Composite Supplemental Trust Deed);

(C)       (subject to paragraph (G) of this Extraordinary Resolution)
authorises, directs and requests the Trustee to take all such action as may be
required to release and discharge the security granted over any and all assets
secured in favour of the Trustee as security directly or indirectly in respect
of the Existing 2035 Debentures (including, without limitation, at the cost of
the Company, executing and delivering to the Company such security release
document as may be reasonably required by the Company in connection therewith)
on and subject to satisfaction of the following conditions:

(a)                the issue and delivery of the Replacement Debentures by the
Company;

(b)                the UK Listing Authority confirming that (subject to their
being issued) the New Debentures will be admitted to the Official List and the
London Stock Exchange confirming that (subject to the Replacement Debentures
being issued) the New Debentures will be admitted to trading on its Gilt Edged
and Fixed Income Market, in each case on or around the Settlement Date; and

(c)                execution and delivery by the Company of the Composite
Supplemental Trust Deed, pursuant to which the Company will grant certain
security for the benefit of (pari passu and without preference or priority
amongst them), amongst others, the Existing 2035 Debentureholders and the New
Debentureholders.



(D)       (subject to paragraph (G) of this Extraordinary Resolution)
authorises, directs, requests and empowers the Trustee to:

(a)                concur in and execute the Composite Supplemental Trust Deed
to effect the modifications referred to in paragraphs (A) and (B) of this
Extraordinary Resolution; and

(b)                concur in, approve, and execute and do all such deeds,
instruments, acts and things that may be necessary, desirable or expedient in
the sole opinion of the Trustee to carry out and give effect to this
Extraordinary Resolution and the relevant Proposal;



(E)       (subject to paragraph (G) of this Extraordinary Resolution) sanctions
and approves every modification, abrogation, variation or compromise of, or
arrangement in respect of, the rights of Debentureholders necessary to give
effect to this Extraordinary Resolution and the relevant Proposal (whether or
not the rights arise under the Trust Deed) and assents to every modification,
variation or abrogation of the Conditions (as defined in the Trust Deed) of the
Existing 2035 Debentures and/or the provisions contained in the Trust Deed
involved in or inherent in or effected by the implementation of this
Extraordinary Resolution and the relevant Proposal;



(F)       discharges and exonerates the Trustee from any liability in respect of
any act or omission for which it may have become responsible under the Trust
Deed and/or the Existing 2035 Debentures in connection with this Extraordinary
Resolution;



(G)       declares that this Extraordinary Resolution shall be in all respects
conditional on the following conditions being satisfied or, if capable of being
waived by the Company in accordance with the provisions of the Consent
Solicitation Document published by the Company and BL Universal PLC on 21 July
2006 (the Document), waived:



(a)                the requisite majority of holders of the Existing 2028
Debentures voting in favour of the relevant Extraordinary Resolution at the
Meeting at which such holders are asked to consider such Extraordinary
Resolution and any conditions to such Extraordinary Resolution (save to the
extent specified in such Extraordinary Resolution) having been satisfied or (if
capable of waiver) waived (or, where a further meeting or meetings is or are
convened by the Company to consider the same or alternative proposals in respect
of the Existing 2028 Debentures, the requisite majority of such holders voting
in favour of the extraordinary resolution proposed at any such further meeting
and any conditions to that extraordinary resolution being satisfied or (if
capable of waiver) waived);



(b)                the requisite majority of holders of the Existing First 2019/
2024 Debentures voting in favour of the relevant Extraordinary Resolution at the
Meeting at which such holders are asked to consider such Extraordinary
Resolution and any conditions to such Extraordinary Resolution (save to the
extent specified in such Extraordinary Resolution) having been satisfied or (if
capable of waiver) waived (or, where a further meeting or meetings is or are
convened by the Company to consider the same or alternative proposals in respect
of the Existing First 2019/2024 Debentures, the requisite majority of such
holders voting in favour of the extraordinary resolution proposed at any such
further meeting and any conditions to that extraordinary resolution being
satisfied or (if capable of waiver) waived);



(c)                the requisite majority of holders of the Existing Second 2019
/2024 Debentures voting in favour of the relevant Extraordinary Resolution at
the Meeting at which such holders are asked to consider such Extraordinary
Resolution and any conditions to such Extraordinary Resolution (save to the
extent specified in such Extraordinary Resolution) having been satisfied or (if
capable of waiver) waived (or, where a further meeting or meetings is or are
convened by the Company to consider the same or alternative proposals in respect
of the Existing Second 2019/2024 Debentures, the requisite majority of such
holders voting in favour of the extraordinary resolution proposed at any such
further meeting and any conditions to that extraordinary resolution being
satisfied or (if capable of waiver) waived);



(d)                the requisite majority of holders of the Existing BLU
Debentures voting in favour of the relevant Extraordinary Resolution at the
combined Meeting at which such holders are asked to consider such Extraordinary
Resolution and any conditions to such Extraordinary Resolution (save to the
extent specified in such Extraordinary Resolution) having been satisfied or (if
capable of waiver) waived (or, where a further meeting or meetings is or are
convened by BL Universal PLC to consider the same or alternative proposals in
respect of the Existing BLU Debentures, the requisite majority of such holders
voting in favour of the extraordinary resolution proposed at any such further
meeting and any conditions to such extraordinary resolution being satisfied or
(if capable of waiver) waived);



(e)                the requisite majority of holders of the Existing 2011
Debentures voting in favour of the relevant Extraordinary Resolution at the
separate Meeting at which such holders are asked to consider such Extraordinary
Resolution and any conditions to such Extraordinary Resolution (save to the
extent specified in such Extraordinary Resolution) having been satisfied or (if
capable of waiver) waived (or, where a further meeting or meetings is or are
convened by BL Universal PLC to consider the same or alternative proposals in
respect of the Existing 2011 Debentures, the requisite majority of such holders
voting in favour of the extraordinary resolution proposed at any such further
meeting and any conditions to such extraordinary resolution being satisfied or
(if capable of waiver) waived);



(f)                 the requisite majority of holders of the Existing 2020
Debentures voting in favour of the relevant Extraordinary Resolution at the
separate Meeting at which such holders are asked to consider such Extraordinary
Resolution and any conditions to such Extraordinary Resolution (save to the
extent specified in such Extraordinary Resolution) having been satisfied or (if
capable of waiver) waived (or, where a further meeting or meetings is or are
convened by BL Universal PLC to consider the same or alternative proposals in
respect of the Existing 2020 Debentures, the requisite majority of such holders
voting in favour of the extraordinary resolution proposed at any such further
meeting and any conditions to such extraordinary resolution being satisfied or
(if capable of waiver) waived); and



(H)       acknowledges that capitalised terms used in this Extraordinary
Resolution and not otherwise defined shall have the same meanings given to them
in the Document, unless the context otherwise requires."



The Company has convened the Meeting for the purpose of enabling
Debentureholders to consider the proposals outlined in the Consent Solicitation
Document published by the Company and BL Universal PLC on 21 July 2006 (the
Document) and resolve, if they think fit, to pass the Extraordinary Resolution
proposed in relation to the Existing 2035 Debentures.  Capitalised terms used in
this Notice and not otherwise defined shall have the meanings given to them in
the Document, unless the context otherwise requires.

The Trustee has not been involved in the formulation of the Proposals outlined
in the Document or the Extraordinary Resolution and, in accordance with normal
practice, expresses no opinion on the merits of those Proposals or on the
Extraordinary Resolution or on whether Debentureholders would be acting in
Debentureholders' best interests in approving them, and nothing in this Notice
should be construed as a recommendation to Debentureholders from the Trustee to
vote in favour of, or against, the Extraordinary Resolution.  Debentureholders
should take their own independent financial advice on the merits and on the
consequences of voting in favour of the Extraordinary Resolution, including any
tax consequences.  However, on the basis of the information contained in the
Document, the Trustee has authorised the Company to state that the Trustee has
no objection to the Extraordinary Resolution being put to Debentureholders for
their consideration.

General

Copies of the Document are available for collection by Debentureholders at the
specified office of the Principal Paying Agent and the Registrar and at the
specified office of each of the Solicitation Agents in each case as set out
below, on and after the date of this Notice and will be available at the
Meeting.  A Debentureholder will be required to produce evidence satisfactory to
the Principal Paying Agent or the Registrar or the relevant Solicitation Agent
as to his or her status as a Debentureholder before being permitted to collect a
copy of the Document.  Copies of (i) the Trust Deed, this Notice and the
Document; (ii) the current draft of the Composite Supplemental Trust Deed
referred to in the Extraordinary Resolution and certain other documents as
specified in the Document are, on and from 21 July 2006, available for
inspection by the Debentureholders at the specified office of each of the
Solicitation Agents and the Principal Paying Agent and the Registrar during
normal business hours on any weekday (Saturdays, Sundays and public holidays
excepted) up to and including the Expiration Date. Revised versions of any draft
documents described in (ii) above will be available as set out above (marked to
indicate changes to the draft made available on 21 July 2006) no later than two
Business Days before the date of the Meeting and at the Meeting.  Any such
revised document made available as set out above will supersede the previous
draft of such document and Debentureholders will be deemed to have notice of any
changes.

The attention of Debentureholders is particularly drawn to the quorum required
for the Meeting and for any meeting held following any adjournment of any such
Meeting, which is set out in paragraph 4 of "Voting and Quorum" below.  Having
regard to such requirements, Debentureholders are strongly urged either to
attend the Meeting or to take steps to be represented at the Meeting, as
referred to below, as soon as possible.

Voting and Quorum

Debentureholders who have submitted and not revoked a valid Instruction
instructing an Existing Paying Agent or the Registrar to appoint the
Administrative Agent as their proxy to vote in favour of the Extraordinary
Resolution to be proposed at the Meeting and any meeting held following any
adjournment of any such Meeting need take no further action to be represented at
the Meeting or any such adjourned meeting.  Debentureholders who have not
submitted or have submitted and subsequently revoked an Instruction should take
note of the provisions set out below detailing how such Debentureholders can
attend or take steps to be represented at the Meeting.

1.                   Debentureholder attendance: A holder of Existing 2035
Debentures in bearer form (Bearer Existing 2035 Debentures and Bearer
Debentureholders, respectively) wishing to attend and vote at the Meeting in
person must produce at such Meeting his or her Bearer Existing 2035 Debentures
in definitive form or a valid voting certificate or valid voting certificates
issued by an Existing Paying Agent relating to such Bearer Existing 2035
Debenture(s) in respect of which he or she wishes to vote.  A holder of Existing
2035 Debentures in registered form (Registered Existing 2035 Debentures and
Registered Debentureholders, respectively) wishing to attend and vote at the
Meeting in person must produce at such Meeting either, in the case of an
individual holder, his or her Registered Existing 2035 Debentures in definitive
form or, in the case of a corporate holder, a duly approved resolution of the
governing body of such corporation authorising such person to act as the
corporation's representative, together in each case with satisfactory evidence
of identity.

2.                   Appointment of proxies: A Bearer Debentureholder not
wishing to attend and vote at the Meeting in person may deliver his or her
Bearer Existing 2035 Debenture(s) or valid voting certificate(s) in respect of
such Bearer Existing 2035 Debentures to the person whom he or she wishes to
attend on his or her behalf or give a voting instruction instructing the
relevant Existing Paying Agent to appoint a proxy to attend and vote at such
Meeting in accordance with his or her instructions.

A Registered Debentureholder not wishing to attend and vote at the Meeting in
person may deliver to the Registrar an instrument in writing (a Form of Proxy)
signed by the holder (or, in the case of a corporation, executed under its
common seal or signed on its behalf by an attorney or a duly authorised officer
of the corporation) appointing a proxy to act on his or its behalf in connection
with the Meeting and any such adjourned Meeting.  A Form of Proxy may be
obtained from the specified office of the Registrar not later than 48 hours
(being a period of 48 hours including all or part of two days upon which banks
are open for business in London (disregarding for this purpose the day upon
which the Meeting is to be held) and such period shall be extended by one period
or, to the extent necessary, more periods of 24 hours until there is included as
aforesaid all or part of two days upon which banks are open for business in
London) (48 hours)) before the time fixed for the Meeting.

In the case of Registered Debentureholders, not less than 48 hours before the
time fixed for the Meeting or any adjourned Meeting, the form of proxy and (if
required by the Company or the Trustee) the power of attorney or other authority
(if any) under which it is signed or a notarially certified or office copy of
such power of attorney must be deposited at the office of the Registrar
specified below.

3.                   Deposit of Bearer Existing 2035 Debentures, voting
certificates and block voting instructions: The Bearer Existing 2035 Debentures
may, not less than 48 hours before the time fixed for the Meeting or any meeting
held following any adjournment of any such Meeting, be deposited with any
Existing Paying Agent or (to its satisfaction) held to its order or under its
control for the purpose of:

(i)                  obtaining voting certificates from such Existing Paying
Agent; or

(ii)                instructing such Existing Paying Agent to complete a block
voting instruction in respect of such Bearer Existing 2035 Debentures appointing
a proxy to attend and vote at the Meeting or any adjourned Meeting in accordance
with the instructions of the relevant Bearer Debentureholder.  A Bearer
Debentureholder will need to give such voting instructions (such voting
instructions being neither revocable nor capable of amendment by the
Debentureholder during the period commencing 48 hours prior to the time for
which the Meeting or any adjourned Meeting is convened and ending at the
conclusion or adjournment of such Meeting or adjourned Meeting) in accordance
with the procedures of Euroclear and/or Clearstream, Luxembourg (if the relevant
Existing 2035 Debentures are held in either such clearing system) or on a voting
instruction form obtainable from the specified office of the relevant Existing
Paying Agent, to any Existing Paying Agent, not less than 48 hours before the
time fixed for the Meeting or any adjourned Meeting, to enable such Existing
Paying Agent to complete the block voting instruction.

Bearer Existing 2035 Debentures so deposited or held will not be released:

(i)                  Voting certificates:  in the case of Bearer Existing 2035
Debentures in respect of which a voting certificate has been issued, until the
first to occur of:

(a)                the conclusion of the Meeting specified in such certificate
or any meeting held following any adjournment of any such Meeting (whichever is
the later); and

(b)                the surrender of the certificate to the Existing Paying Agent
who issued the certificate;

(ii)                Block voting instructions: in the case of Bearer Existing
2035 Debentures in respect of which a block voting instruction has been issued,
until the first to occur of:

(a)                the conclusion of the Meeting specified in such block voting
instruction or any meeting held following any adjournment of any such Meeting
(whichever is the later); and

(b)                the surrender to the relevant Existing Paying Agent not less
than 48 hours before the time for which such Meeting or adjourned Meeting is
convened of the receipt issued by such Existing Paying Agent in respect of each
such deposited Bearer 2035 Debenture which is to be released or the Bearer 2035
Debenture(s) ceasing with the agreement of the relevant Existing Paying Agent to
be held to its order or under its control and the giving of notice from the
relevant Existing Paying Agent to the Company of the necessary amendment to the
block voting instruction.

A holder whose Bearer Existing 2035 Debentures are held on behalf of Euroclear
and/or Clearstream, Luxembourg who wishes to obtain a voting certificate or give
a voting instruction instructing an Existing Paying Agent to appoint a proxy to
attend and vote at the Meeting on his or her behalf should not less than 48
hours before the time appointed for the holding of the Meeting and within the
relevant time limit specified by Euroclear and/or Clearstream, Luxembourg, as
the case may be, request the relevant Clearing System to block his or her Bearer
Existing 2035 Debentures in his or her own account and hold the same to the
order or under the control of an Existing Paying Agent.

A holder whose Bearer Existing 2035 Debentures have been so blocked will thus be
able to obtain a voting certificate from, or procure that a voting instruction
is given in accordance with the procedures of, Euroclear or Clearstream,
Luxembourg to an Existing Paying Agent.  Existing 2035 Debentures so blocked
will be released in accordance with the procedures set out above and in
accordance with the procedures of Euroclear and/or Clearstream, Luxembourg, as
the case may be.

4.                   Quorum requirements:  The quorum required at the Meeting
shall be one or more persons present holding Existing 2035 Debentures or voting
certificates or being proxies or representatives and holding or representing in
the aggregate not less than two-thirds in nominal amount of the Existing 2035
Debentures for the time being outstanding.  At any adjourned Meeting, the quorum
required shall be one or more persons present holding Existing 2035 Debentures
or voting certificates or being proxies or representatives and holding or
representing in the aggregate not less that one-third in nominal amount of the
Existing 2035 Debentures.

5.                   Adjournment:  If within five minutes (or such longer period
not exceeding twenty minutes as the Chairman may decide) after the time
appointed for any such Meeting, a quorum is not present, such meeting shall
stand adjourned to such a day (not being less than ten nor more than
twenty-eight days thereafter), time and place as may be appointed by the
Chairman.

6.                   Voting by show of hands or poll:  Every question submitted
to each Meeting shall be decided in the first instance by a show of hands unless
a poll is (before or on the declaration of the result of the show of hands)
demanded by the Chairman or by two or more persons present holding Existing 2035
 Debentures or voting certificates or being proxies or representatives (whatever
the nominal amount of the Existing 2035 Debentures so held or represented by
them) or by one or more persons representing by proxy at least one-twentieth of
the nominal amount of the Existing 2035 Debentures for the time being
outstanding.

In the case of equality of votes, the Chairman shall both on a show of hands and
on a poll have a casting vote in addition to the vote or votes (if any) to which
he may be entitled as a Debentureholder or as a holder of a voting certificate
or as a proxy or as a representative.

7.                   Representation of vote: On a show of hands every person who
is present in person and produces a Bearer Existing 2035 Debenture or voting
certificate or is a holder of Registered Existing 2035 Debentures or is a proxy
or representative shall have one vote.  On a poll every person who is so present
shall have one vote in respect of each £1 in nominal amount of Existing 2035
Debentures so produced or represented by the voting certificate so produced or
in respect of which such person is a proxy or representative or in respect of
which such person is the Debentureholder.

8.                   Voting majority requirements: To be passed at the relevant
Meeting, the Extraordinary Resolution requires a majority consisting of not less
than three-fourths of the persons voting thereat upon a show of hands or if a
poll is duly demanded then by a majority consisting of not less than
three-fourths of the votes given on such poll.  If passed, the Extraordinary
Resolution shall be binding upon all Debentureholders, whether present or not
present at the Meeting at which it is passed and whether or not voting and upon
all Couponholders (as defined in the Trust Deed).

This Notice is given by The British Land Company PLC.

Debentureholders should contact the following for further information:

Any of the Solicitation Agents:

The Royal Bank of Scotland at 135 Bishopsgate, London EC2M 3UR, Tel: +44 (0) 20
7085 3205.

UBS Investment Bank at 100 Liverpool Street, London EC2M 2RH, Tel: +44 (0) 20
7567 7480.

The Administrative Agent: JPMorgan Chase Bank, N.A. at Trinity Tower, 9 Thomas
More Street, London E1W 1YT, Tel: [phone]/5770 or by email to
[e-mail].

The Principal Paying Agent: JPMorgan Chase Bank, N.A. at Trinity Tower, 9 Thomas
More Street, London E1W 1YT, Tel: [phone]/5770 or by email to
[e-mail].

The Registrar:  Capita Registrars, The Registry, 34 Beckenham Road, Beckenham,
Kent BR3 4TU.

Dated: 21 July 2006.




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