Refinancing of Meadowhall

British Land Co PLC
20 November 2006

                                                                20 November 2006


BRITISH LAND PLANS £1.015 BILLION MEADOWHALL REFINANCING REDUCING GROUP INTEREST
                          COST BY £3 MILLION PER ANNUM


The British Land Company PLC ("British Land") announces plans for a refinancing
of its Meadowhall shopping centre ("Meadowhall")(1) which is securitised through
Meadowhall CMR Finance plc.  Meadowhall will be refinanced by a new simplified
securitisation issued by Meadowhall Finance PLC, a wholly owned subsidiary of
British Land.  The proposed refinancing, which unlocks value for both British
Land and existing bondholders, is expected to amount to £1,015 million(2).  The
new financing is expected to have a weighted average interest rate of
approximately 4.9%.

The refinancing follows on from the success of, and positive investor reception
to, the similar exercises carried out in March 2005 on British Land's £2.1
billion Broadgate securitisation and in February 2006 on British Land's £750
million BL Superstores securitisation.

Highlights
          
     •    Group interest costs reduced by £3 million per annum

     •    Financing costs of Meadowhall reduced from 5.5% to 4.9%(3)
          
     •    Group weighted average cost of debt reduced by approximately 10bps
          
     •    Pre-tax exceptional charge of £50 million mainly due to difference
          between the redemption value and book/nominal value of existing debt
          
     •    EPRA NAV reduced by 6 pence per share; EPRA NNNAV virtually unchanged
          
     •    The new simplified structure will provide significant rating
          improvements for existing bondholders

Commenting on the Proposed Transaction, Graham Roberts, Finance Director of
British Land, said: "This major refinancing of Meadowhall unlocks significant
additional value for bondholders and British Land.  Bondholders will benefit
from a simplified structure and significant rating improvements; for
shareholders there is improved financing flexibility, prior to our anticipated
change to REIT status, allowing reduced interest charges going forward.  The
Proposals have been approved by a Special Committee of the ABI representing 43%
of the existing fixed rate bonds."


Enquiries:

The British Land Company PLC
Graham Roberts, Finance Director                                                                 Tel.: [phone]
Peter Clarke, Executive Officer                                                                  Tel.: [phone]

Morgan Stanley
Cecilia Tarrant, Executive Director                                                              Tel.: [phone]
Christopher Rees, Executive Director                                                             Tel.: [phone]

The Royal Bank of Scotland
Andrew Burton, Head of Liability Management                                                      Tel.: [phone]
Paul Crawford, Securitisation Director                                                           Tel.: [phone]

UBS Investment Bank
Leland Bunch, Executive Director                                                                 Tel.: [phone]
Duane Hebert, Executive Director                                                                 Tel.: [phone]

Finsbury

Gordon Simpson                                                                                   Tel.: [phone]



Notes:
     
(1)  At 20 November 2006, Meadowhall CMR Finance plc  had £852.5 million of
     bonds outstanding.

(2)  Throughout this announcement, the nominal value and coupons of the New
     Bonds are stated based on market pricing as of 13 November 2006.

(3)  Throughout this announcement, the financial effects of the Proposed
     Transaction on British Land are stated on a pro forma basis as though it 
     had completed on 30 June 2006 assuming the number of shares in issue as at 
     that date and using the assumed nominal value and coupons of the New Bonds 
     as described in note (2) above. The actual financial effects, including the 
     nominal value and coupons of the New Bonds issued and the accounting charge 
     that will be incurred by British Land, will be determined by interest rates 
     on the Pricing Date.


Background

The Meadowhall financing was funded through an issue of bonds by Meadowhall CMR
Finance plc (the "Existing Bonds"),  in December  2001.  Meadowhall is a
super-regional shopping centre located 3 miles from Sheffield city centre.
Since December 2001, the value of Meadowhall has increased from £1,280 million
to £1,612 million as of 30 June, 2006, and the rental income has increased from
£60 million at the time of the original securitisation to £72.9 million as of
October 2006.


The Proposed Transaction

Meadowhall Finance PLC, a wholly owned subsidiary of British Land, is proposing
to issue new bonds totalling approximately £1,015 million (the "New Bonds")
secured on Meadowhall. The outstanding £853 million of Existing Bonds are
proposed to be redeemed.

Under the Proposed Transaction, which is subject to the approval of holders of
each class of the Existing Fixed Rate Bonds (as defined below):
     
•    British Land will be moving the Meadowhall financing to a simplified CMBS 
     structure in line with current rating agency requirements.  The proposed
     covenant changes will closely follow those in its Broadgate and BL 
     Superstores securitisations, including modified provisions relating to the 
     Issuer's ability to issue further debt

•    The Existing Bonds will be refinanced as follows:

     •    £736 million of Existing Bonds with fixed rate coupons (the "Existing
          Fixed Rate Bonds") will be redeemed at the applicable redemption 
          price.  Subject to certain exceptions, the redemption price will be 
          settled by delivery of new fixed rate bonds issued by Meadowhall 
          Finance PLC (the "New Fixed Rate Bonds") to the holders of Existing 
          Fixed Rate Bonds. The New Fixed Rate Bonds will be priced at par and 
          issued with a compensating increase in nominal value of approximately 
          £39 million, calculated at the yield to maturity commensurate with the 
          relevant class of Existing Fixed Rate Bonds as described in the 
          Consent Solicitation Document being published today, and with new 
          lower coupons which are expected to reflect the current market for 
          similarly rated securities. Accrued interest will be paid in cash. The 
          New Class B Fixed Rate Bonds are expected to be rated AA/AA 3 notches 
          higher than the Existing Class B Fixed Rate Bonds rated A/A.

     •    The remaining £116 million of the Existing Bonds which have floating
          rate coupons (the "Existing Floating Rate Bonds") will be redeemed in 
          cash on the interest payment date falling due in January 2007 in 
          accordance with their terms.

Following the Proposed Transaction, it is expected that the total nominal value
of the outstanding Meadowhall debt will be approximately £1,015 million. The
actual amount will depend on the final pricing determined by reference to
interest rates on a date closer to the date of settlement (the "Pricing Date").

A Consent Solicitation Document (containing a preliminary offering circular in
respect of the New Bonds) is being published by Meadowhall CMR Finance  plc
today setting out proposals to the Existing Fixed Rate Bondholders in respect of
the redemption of the Existing Bonds (the "Proposals") and setting out terms for
the New Bonds.

The Consent Solicitation Document contains notices convening meetings of each
class of the Existing Fixed Rate Bondholders to be held on 12 December 2006 to
consider and, if thought fit, approve Extraordinary Resolutions to effect the
Proposals.  Subject to the Proposals being approved, and the conditions
specified in the Consent Solicitation Document being satisfied or (if capable of
waiver) waived, Existing Fixed Rate Bondholders who deliver valid voting
instructions as required by the Consent Solicitation Document (which, subject as
provided in the Consent Solicitation Document, are not subsequently revoked or
withdrawn) before 2.00 pm on 5 December 2006 will be entitled to receive a fee
payable in cash in an amount equal to 0.20% of the current nominal principal
amount of their Existing Fixed Rate Bonds (the "Early Solicitation Fee").  The
expiration date for Existing Fixed Rate Bondholders to submit completed voting
instructions in order to vote at the meetings is 9.00 am on 8 December 2006.
Assuming the Proposals are approved, the Proposed Transaction is expected to
close shortly thereafter in 2006.


Effect on Existing Bondholders

Holders of Existing Fixed Rate Bonds will receive New Fixed Rate Bonds with a
compensating increase in nominal value of approximately £39 million, calculated
at the yield to maturity commensurate with the relevant class of Existing Fixed
Rate Bonds as described in the Consent Solicitation Document, and with new lower
coupons which are expected to reflect the current market levels for similarly
rated securities.

The Class A2 and C1 Existing Floating Rate Bonds will be redeemed at par on the
interest payment date falling due in January 2007.  Class A2, M1 and C1 New
Floating Rate Bonds will be issued at current market levels.


Benefits for Existing Fixed Rate Bondholders

The Proposed Transaction offers a number of benefits to the Existing Fixed Rate
Bondholders including:

•    the New Fixed Rate Bonds will benefit from a less complex structure
     than the Existing Fixed Rate Bonds

•    as an incentive to Existing Class A1 Fixed Rate Bondholders to vote in 
     favour of the Proposals, provided the Proposals are passed by each Class of 
     the Existing Fixed Rate Bonds,  the Existing Class A1 Fixed Rate 
     Bondholders will be paid a fee (the "Implementation Fee");

•    as an incentive to Existing Class B Fixed Rate Bondholders to vote in 
     favour of the Proposals, the Existing Class B Fixed Rate Bonds will be 
     redeemed at a premium to where they were trading prior to announcement of 
     the Proposed Transaction, approximately equivalent to the value of  the 
     Implementation Fee;

•    the New Class B Fixed Rate Bonds are expected to achieve ratings higher 
     than those that currently apply to the Existing Class B Fixed Rate Bonds.


•    the issuance of the New Class M1 and Class C1 Floating Rate Bonds 
     subordinate to the New Class A1 and Class B Fixed Rate Bonds and the New 
     Class A2 Floating Rate Bonds will improve the credit metrics of the New 
     Fixed Rate Bonds when compared with the Existing Fixed Rate Bonds;
     
•    by receiving New Fixed Rate Bonds of an increased nominal amount, 
     calculated at current market rates in respect of the Existing Class A1 
     Fixed Rate Bonds and at a premium to current market rates in respect of the 
     Existing Class B Fixed Rate Bonds, Existing Fixed Rate Bondholders will 
     obtain security over the premium to nominal value at which the Existing 
     Fixed Rate Bonds are currently trading; and

•    market liquidity for the New Fixed Rate Bonds may increase slightly as a 
     result of the increase in the aggregate issue size, with the total value of
     outstanding New Fixed Rate Bonds in issue increasing by approximately 6% 
     above the total value of the Existing Fixed Rate Bonds currently in issue.

A Special Committee of the Association of British Insurers, representing
approximately 43% of the principal amount outstanding of the Existing Fixed Rate
Bonds, has considered the proposals. The members of the Special Committee have
indicated that they find the proposals acceptable, that they intend to vote in
favour of the Proposals in respect of their holdings and that they will be
inviting other ABI members to consider a similar course of action.


Effect on British Land

Under the Proposed Transaction, British Land will be raising approximately
£1,015 million of financing secured on Meadowhall in a simplified structure with
improved covenants and sufficient operational flexibility to address its
business needs going forward.

British Land will incur a pre-tax exceptional charge of approximately £50
million,(4) mainly due to the difference between the redemption value and book/
nominal value of its existing debt.  However, the Proposed Transaction reduces
future interest costs and is expected to result in a positive impact on pre-tax
profits of approximately £3 million per annum.  The Proposed Transaction is
expected to reduce the weighted average cost of  debt secured on Meadowhall from
the current 5.5% to approximately 4.9% and reduce British Land's ongoing
headline cost of debt overall on a pro forma basis by approximately 10bps.

The impact of the exceptional charge will be to reduce EPRA net asset value(5)
("EPRA NAV") by £32 million, equivalent to 6 pence per fully diluted share as at
30 June 2006.  However, there will be virtually no effect on British Land's EPRA
NNNAV, "triple net" asset value, that is EPRA NAV less fair value adjustments
for debt and derivatives and the deferred taxation on revaluations and capital
allowances.

The Proposed Transaction, which is subject to the approval of holders of each
class of the Existing Fixed Rate Bonds, is expected to close in December 2006.


Notes:

(4)  The exceptional charge includes an amount relating to the Early 
     Solicitation Fee, which is assumed to be payable to all Existing Fixed Rate
     Bondholders, though the actual amount will depend on the number of such
     bondholders submitting their voting instructions in the required form on or
     prior to 5 December 2006.

(5)  EPRA net asset value per diluted share as at 30 June 2006 of 1,592 pence,
     is stated in accordance with the Best Practices Policy Recommendation, 
     issued by The European Public Real Estate Association ("EPRA") in January 
     2006.  The EPRA NAV per share includes the external valuation surplus on 
     trading properties but excludes the fair value adjustments for debt and 
     related derivatives and deferred taxation on revaluations and capital 
     allowances, calculated on a fully diluted basis.



Indicative terms of the Proposals

Under the Proposals, the yield at which the Existing Fixed Rate Bonds will be
redeemed will be equal to the sum of the relevant Benchmark Reference Security
Yield on the Pricing Date and the applicable fixed spread as stated in the
table, expressed on an annual 30/360 day count basis, compounded quarterly.
Subject to certain exceptions, the redemption price will be settled by delivery
to the holders of New Fixed Rate Bonds priced in line with current market levels
for similarly rated securities.


Indicative terms of the Proposals to Existing Fixed Rate Bondholders based on
yields on 13 November 2006 are summarised in the table below.


Class        Existing      Existing      Final    Benchmark          Redemption  New Nominal     New Issue   New Coupon
              Nominal        Coupon   Maturity    Reference              Spread          (6)        Spread          (6)
                                                   Security

A1              £580m         5.26%       2032  UKT 4 3/4's of           45 bps        £603m        45 bps        4.90%
                                                     2020

B               £156m         5.79%       2032 UKT 5's of 2025           58 bps        £172m        58 bps        4.89%

                £736m      5.37%(7)                                                    £775m        48 bps        4.89%


(6) Illustrative pro forma based on market pricing at the close of business on
13 November 2006.  Final pricing will be determined by reference to yields on
the relevant Benchmark Reference Securities on the Pricing Date.  Existing Fixed
Rate Bondholders will also receive accrued interest payable and the Early
Solicitation Fee (as applicable) in cash.

(7) Average cost of debt weighted by nominal value.


Important notice

The contents of this press release, which have been prepared by and are the sole
responsibility of British Land, have been approved by Morgan Stanley & Co.
International Limited ("Morgan Stanley")  solely for the purposes of section 21
(2)(b) of the Financial Services and Markets Act 2000.  Morgan Stanley, together
with The Royal Bank of Scotland plc ("RBS") and UBS Limited ("UBS"), are acting
for Meadowhall CMR Finance plc, British Land and Meadowhall Finance PLC in
connection with the Proposed Transaction and no one else, and will not be
responsible to anyone other than Meadowhall CMR Finance plc, British Land and
Meadowhall Finance PLC for providing the protections offered to clients of
Morgan Stanley, RBS and/or UBS nor for providing advice in relation to the
Proposed Transaction.  The address of Morgan Stanley is 25 Cabot Square, Canary
Wharf, London E14 4QA.

This press release does not constitute an offer to sell or the solicitation of
an offer to buy securities of Meadowhall Finance PLC.  Nothing in this press
release constitutes advice on the merits of buying or selling a particular
investment or exercising any right conferred by the securities described herein.
  Any investment decision as to any purchase of securities referred to herein
must be made solely on the basis of information contained in the final form of
the offering circular of Meadowhall Finance PLC and no reliance may be placed on
the completeness or accuracy of the information contained in this press release.

Securities are not suitable for everyone.  The value of securities can go down
as well as up.  You should not deal in securities unless you understand their
nature and the extent of your exposure to risk.  You should be satisfied that
they are suitable for you in the light of your circumstances and financial
position.  If you are in any doubt you should consult an appropriately qualified
financial advisor.


Notes to editors:

Meadowhall is a super-regional shopping centre located 3 miles from Sheffield
city centre in England

The current property value, as of 30 June 2006, is £1,612 million, with passing
rent of £72.9 million as of October 2006; however, there are a number of rent
reviews currently under negotiation, expected to be settled before the closing
of the transaction.  The current stabilised rent is £75.2 million.

Morgan Stanley & Co. International Limited is acting as Arranger and Sole
Bookrunner and Morgan Stanley & Co. International Limited, The Royal Bank of
Scotland plc and UBS Limited are acting as Solicitation Agents and Joint Lead
Managers in connection with the Proposed Transaction.


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