Petitions to Transfer Business

The City of BristolThe District of Staffordshire MoorlandsFinancial Services and Markets Act 2000FINANCIAL SERVICES AND MARKETS ACT 2000-2.02410453.095811ST13 5RGThe City of Westminster-2.58271651.451687BS1 6DXEC3A7AN2005-09-07WC2A2LL2005-07-22ST135RG2005-07-072005-09-14BS16DX-0.11206251.524505EC3A 7ANThe London Borough of Islington-0.11371651.514145WC2A 2LLTSO (The Stationery Office), St Crispins, Duke Street, Norwich, NR3 1PD, 01603 622211, customer.services@tso.co.uk258772614/219

Petitions to Transfer Business

In the High Court of Justice (Chancery Division)

Companies Court. No 4318 of 2005

In the Matter of BRISTOL & WEST PLC

and

In the Matter of BRITANNIA BUILDING SOCIETY

and

In the Matter of PART VII OF THE FINANCIAL SERVICES AND MARKETS ACT 2000

Notice is hereby given that, on 7 July 2005, an application (the “Application”) was presented to Her Majesty’s High Court of Justice by Bristol & West plc (“Bristol & West”) and Britannia Building Society (“Britannia”) under Part VII of the Financial Services and Markets Act 2000 (the “Act”) for an Order:

(a)   sanctioning a banking business transfer scheme (the “Scheme”) for the transfer of the Business (as defined in the Scheme) carried on by Bristol & West to Britannia under section 111(1) of the Act; and

(b)   making ancillary provision in connection with the Scheme pursuant to section 112 of the Act.

The Business to be transferred comprises the retail deposit taking business of Bristol & West, including the direct savings business, retail deposit balances, associated customer relationships and branches.

Bristol & West is a public limited company, incorporated in England and Wales, with registration number 2124201. Bristol & West’s registered office is at One Temple Back East, Temple Quay, Bristol BS1 6DX. Britannia is a building society, first incorporated in the United Kingdom under the Building Societies Act 1874, with registration number 322B. Britannia’s principal office is at Britannia House, Leek, Staffordshire, ST13 5RG.

A statement setting out the terms of the Scheme will be provided, free of charge, to any person who requests it by writing to either of the addresses, or calling the telephone number, set out in the Schedule. Alternatively you can access this document via the internet at either of the web addresses referred to in the Schedule.

If you have any questions or concerns relating to the proposed transfer, please contact the telephone number or, if you prefer, write to either of the addresses set out in the Schedule.

The Application is directed to be heard on 14 September 2005 before a Judge at the Royal Courts of Justice, Strand, London WC2A 2LL. Any person, including any employee of Bristol & West or Britannia, who claims that he or she would be adversely affected by the carrying out of the Scheme is entitled to attend (either in person or by legal representative with advocacy rights) and be heard by the High Court at the hearing of the Application. Any person who intends so to appear, and any person who dissents from the Scheme but does not intend to so appear, is requested to give notice in writing of such intention or dissent and of the reasons as soon as possible and in any event prior to 7 September 2005 to Bristol & West’s Solicitors named below.

Norton Rose, Kempson House, Camomile Street, London EC3A 7AN (Ref: AA78341/MDKS/NCHA). Solicitors to Bristol & West.

SCHEDULE

By telephone:

+44 (0) 8456 076840 between 9.00 a.m. and 5.00 p.m. (Monday to Saturday), quoting reference “Transfer Information Officer”.

By post:

Bristol & West plc, One Temple Back East, Temple Quay, Bristol BS1 6DX (reference: “Transfer Information Officer”); or

Britannia Building Society, Britannia House, Leek, Staffordshire ST13 5RG (reference: “Paul Mills, Group Secretary”).

Internet:

www.bristol-west.co.uk or www.britannia.co.uk.