FRN Variable Rate Fix-Amendmt

Thames Water PLC
14 July 2000

The issuer has made the following amendment to the FRN Variable Rate Fix
announcement released on 12 July 2000 at 18.30 under RNS No 7938N.

The Interest Period should read '14 JLY 00 TO 14 JAN 01' and not '14 JLY 00 TO
15 JAN 01' as previously shown.

The Amount Payable should read 'PTE 24,610.13' and not 'PTE 24,743.88' as
previously shown. 

All other details remain unchanged.

The full corrected version is shown below.

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RE: THAMES WATER PLC   
 PTE 3,500,000,000 SERIES 3 EMTN
 DUE 14 JANUARY 2000
 ISIN: XS0082667782
AMENDMENT TO THE PERIOD AND AMOUNT PAYABLE - AMENDMENT TO THE PERIOD 
AND AMOUNT

THIS IS TO FORMALLY ADVISE YOU THAT THE INTEREST RATE FOR THE 
PERIOD 14JLY00 TO 14JAN01 HAS BEEN FIXED AT 4.8819 PCT PER ANNUM. 

THE COUPON AMOUNT DUE 15JAN01 WILL AMOUNT TO:
PTE 24,610.13 PER PTE 1,000,000 DENOMINATION
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IF YOU HAVE ANY QUERIES PLEASE CONTACT THE RATE FIX DESK ON  
TEL:  [phone]/3855 OR FAX:  [phone]. 

KIND REGARDS 

RATEFIX DESK 
CITIBANK N.A., LONDON