Listing Particulars

Thames Water PLC
10 October 2000

FORMAL NOTICE FOR SPECIALIST SECURITIES

PUBLICATION DATE:      10th October 2000


Application has been made to the UK Listing Authority for the following
securities to be admitted to the Official List.

______________________________________________________________________________



DETAILS OF ISSUE:         U.S. $4,000,000,000 Debt Issuance Programme 2000 
                          Update 
  
ISSUERS:                  Thames Water Plc and Thames Water Finance plc 

INCORPORATED IN:          England and Wales

GUARANTORS:               Thames Water Utilities Limited in respect of Notes
                          issued by Thames Water Utilities Finance plc  

INCORPORATED IN:          England and Wales 



Particulars relating to the issue may be obtained during usual business hours
for fourteen days from the date of this formal notice from:

Thames Water plc 
14 Cavendish Place 
London W1M ONU

Thames Water Utilities Finance Plc
Gainsborough House
Manor Farm Road
Reading RG2 OJN

Citibank N.A. 
11 Old Jewry 
London EC2R 8DU 

In addition, a copy of the Particulars is available for inspection at the
Document Viewing Facility at the Financial Services Authority, 25 The North
Colonnade, London E14 5HS.