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Fosse Master Issuer (82ZI)

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Monday 14 January, 2008

Fosse Master Issuer

Notice to Holders

Fosse Master Issuer PLC
14 January 2008



14 January 2008 

               Fosse Master Issuer plc (the Master Issuer)

The following is a notice to the holders of the 2006-1 Notes (as defined below)
issued by the Master Issuer on 28 November 2006 and the holders of the 2007-1
Notes (as defined below) issued by the Master Issuer on 1 August 2007.

The Master Issuer gives notice to the holders (the 2006-1 Noteholders) of the:

$937,500,000 Class A1 Asset Backed Floating Rate Notes due October 2031
$1,250,000,000 Class A2 Asset Backed Floating Rate Notes due October 2054
$33,500,000 Class B1 Asset Backed Floating Rate Notes due October 2054
$45,000,000 Class B2 Asset Backed Floating Rate Notes due October 2054
$26,000,000 Class M1 Asset Backed Floating Rate Notes due October 2054
$34,500,000 Class M2 Asset Backed Floating Rate Notes due October 2054
$40,500,000 Class C2 Asset Backed Floating Rate Notes due October 2054

€937,500,000 Class A3 Asset Backed Floating Rate Notes due October 2054
£542,000,000 Class A4 Asset Backed Floating Rate Notes due October 2054
€37,000,000 Class B3 Asset Backed Floating Rate Notes due October 2054
£16,750,000 Class B4 Asset Backed Floating Rate Notes due October 2054
€27,500,000 Class M3 Asset Backed Floating Rate Notes due October 2054
£13,750,000 Class M4 Asset Backed Floating Rate Notes due October 2054
€22,500,000 Class C3 Asset Backed Floating Rate Notes due October 2054
£6,250,000 Class C4 Asset Backed Floating Rate Notes due October 2054

                         (together, the 2006-1 Notes)

and to the holders (the 2007-1 Noteholders and, together with the 2006-1 
Noteholders, the Noteholders) of the:

$540,000,000 Class A1a Asset Backed Floating Rate Notes due November 2031
$450,000,000 Class A2 Asset Backed Floating Rate Notes due October 2054
$500,000,000 Class A5 Asset Backed Floating Rate Notes due October 2054
$36,250,000 Class B1 Asset Backed Floating Rate Notes due October 2054
$20,200,000 Class M1 Asset Backed Floating Rate Notes due October 2054
$25,000,000 Class C2 Asset Backed Floating Rate Notes due October 2054

€550,000,000 Class A1b Asset Backed Floating Rate Notes due November 2031
€685,000,000 Class A3 Asset Backed Floating Rate Notes due October 2054
£775,000,000 Class A4 Asset Backed Floating Rate Notes due October 2054
€70,000,000 Class B3 Asset Backed Floating Rate Notes due October 2054
£12,000,000 Class B4 Asset Backed Floating Rate Notes due October 2054
€28,500,000 Class M3 Asset Backed Floating Rate Notes due October 2054
£30,000,000 Class M4 Asset Backed Floating Rate Notes due October 2054
€14,000,000 Class C3 Asset Backed Floating Rate Notes due October 2054
£18,000,000 Class C4 Asset Backed Floating Rate Notes due October 2054

(together the 2007-1 Notes and, together with the 2006-1 Notes, the Notes)

each issued by the Master Issuer and constituted by the trust deed dated 28
November 2006  between the Master Issuer and Law Debenture Trust Company of New
York (the Trustee) as trustee for the Noteholders (as supplemented and amended
on 1 August 2007) (the Trust Deed).

Notice is hereby given to the Noteholders that on 20 December 2007 in connection
with the update of the base Prospectus the parties to the Transaction Documents
entered into further documentation in order to amend and restate or supplement
and amend certain of the Transaction Documents to reflect, amongst other
matters, an amendment to the definition of Authorised Investments and amendments
to the conditions for the sale of New Loans, Product Switches and Further
Advances that had been requested by the Rating Agencies.

Copies of the amended and restated Transaction Documents and supplements to the
Transaction Documents entered into on 20 December 2007 together with the copies
of the original Transaction Documents entered into in connection with the Notes
issued on 28 November 2006 and copies of the amended and restated Transaction
Documents and supplements to the Transaction Documents entered into in
connection with the Notes issued on 1 August 2007 will be available for
inspection by Noteholders at the specified offices of the Paying Agents set out
below:


     UK PRINCIPAL PAYING AGENT                   US PAYING AGENT

          Citibank, N.A.                          Citibank, N.A.
         Citigroup Centre                           14th Floor
          Canada Square                        388 Greenwich Street 
          Canary Wharf                       New York, New York 10013
         London E14 5LB 

All defined terms, unless defined herein or the context otherwise requires,
shall have the meanings given to them in the Second Amended and Restated Master
Definitions and Construction Schedule dated 20 December 2007 and the Second
Amended and Restated Master Issuer Master Definitions and Construction Schedule
dated 20 December 2007.

For further information, please contact:

Fosse Master Issuer plc
c/o SFM Corporate Services Limited 
35 Great St. Helen's 
London EC3A 6AP 

Telephone : 020 7398 6300
Fax : 020 7398 6325

NOTHING IN THIS NOTICE CONSTITUTES AN OFFER TO SELL OR ISSUE OR THE SOLICITATION 
OF AN OFFER TO BUY OR SUBSCRIBE FOR SECURITIES IN THE UNITED STATES OR ANY OTHER 
JURISDICTION.




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