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25a Pendeford Mortgages Trustee Report - Jan 2008

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					                                                                           Pendeford Monthly Report


Mortgages Trust Calculation Date                                                       01-Feb-08
Mortgages Trust Distribution Date                                                      05-Feb-08
Current Funding 1 Interest Period                                     13-Nov-2007 to 12-Feb-2008

Key Parties
Mortgages Trustee                                                     Pendeford Mortgages Trustee Limited
Funding 1                                                             Pendeford Funding (No.1) Limited
Seller                                                                Bank of Scotland plc
Servicer                                                              Bank of Scotland plc (Birmingham Midshires)
Cash Manager                                                          Bank of Scotland plc (Birmingham Midshires)
Issuing Entity                                                        Pendeford Master Issuer plc
Security Trustee                                                      Deutsche Bank Trust Company Americas
Note Trustee                                                          Deutsche Trustee Company Limited

Mortgages Trust Summary

Outstanding principal balance* at Start of Period                      £          9,131,041,069.02
Outstanding principal balance *                                        £          8,739,856,131.09
Number of loans in Pool at start of Period                                                   75,899
Current number of loans in Pool                                                              73,363

Notes outstanding (GBP)                                                £          2,507,600,000.00
less Cash Accumulation Ledger Balance                                  £            420,840,000.00
less Funding 1 Principal Ledger Balance                                £                       -
less Principal Deficiency Ledger Balance                               £                       -
Funding 1 Share                                                        £          2,086,760,000.00
Funding 1 Share %                                                                       23.87637%

Seller Share                                                           £          6,653,096,131.09
Seller Share %                                                                          76.12363%
Minimum Seller Share                                                   £            464,215,243.49
Minimum Seller Share %                                                                   5.31147%

* outstanding principal balance means the aggregate principal balance of the loans including (without double counting) the initial advance, any further
advance, any flexible loan drawing, capitalised expenses, capitalised arrears and capitalised interest less any prepayments, repayments or payments of
the foregoing prior to the relevant date, plus accrued interest on the loans as at the relevant date

Distribution(s)
On a monthly basis, Mortgages Trust Available Revenue Receipts are allocated on a pro-rata basis between Funding 1 and the Seller based upon their respective
shares in the trust property. Mortgages Trust Available Principal Receipts are allocated first to Funding 1 up to its cash accumulation and repayment requirement
and then to the seller. On a quarterly basis, Funding 1 will distribute its receipts to the issuing entity which in turn will distribute receipts to the note holders, via the
paying agent and swap providers

Mortgages Trust Distribution 05-Feb-2008

Mortgages Trust Available Revenue Receipts                             £             47,130,167.08
Mortgages Trust Available Principal Receipts                           £            395,004,817.36
Total cash received by Mortgages Trustee                               £            442,134,984.44

                                                                               Revenue Distribution
Amounts due to the Servicer                                            £              387,756.54
Amounts due to the Cash Manager                                        £               53,243.56
Other Amounts due                                                      £                       -
Paid to Pendeford Funding (No.1) Limited                               £           10,686,261.89
Paid to the Seller                                                     £           36,002,905.09
                                                                       £           47,130,167.08

                                                                                Principal Distribution
Paid to Pendeford Funding (No.1) Limited                               £                          -
Paid to Seller                                                         £            395,004,817.36
                                                                       £            395,004,817.36




                                                                                                  Page 1 of 7
Master Issuer Distribution 13th November 2007

Master Issuer Revenue Receipts                             £        42,916,846.86
Master Issuer Principal Receipts                           £                  -
Total Received by Master Issuer                            £        42,916,846.86

                                                               Revenue Distribution
Amounts due to the Security Trustee                        £                   -
Amounts due to the Note Trustee                            £                   -
Amounts due to the Agent Bank, Paying Agents, Registrar,
exchange Agent & Transfer Agent                            £                  -
Amounts due to third party creditors                       £                  -
Amounts due to Issuer Cash Manager                         £           158,013.15
Amounts due to Issuer Corporate Services Provider          £             3,818.75
Amounts due to Issuer Bank account                         £                  -
Amounts due to the Class A Issuer Swap provider            £        32,957,509.33
Interest due and payable on Class A Notes                  £         4,929,246.58
Amounts due to the Class B Issuer Swap provider            £           119,556.52
Interest due and payable on Class B Notes                  £         1,439,657.59
Amounts due to the Class M Issuer Swap provider            £                  -
Interest due and payable on Class M Notes                  £                  -
Amounts due to the Class C Issuer Swap provider            £           123,274.54
Interest due and payable on Class C Notes                  £         1,499,749.97
Amounts due to the Class D Issuer Swap provider            £                  -
Interest due and payable on Class D Notes                  £                  -
Amounts due and payable on the Subordinated Loan           £                  -
Amounts due to pay any Issuer Swap Excluded Termination
payment                                                    £                  -
To the issuer retained profit £5,000 per annum             £                  -
Amounts due and payable on the Start-up loan               £         1,686,020.43
                                                           £        42,916,846.86

                                                               Principal Distribution
Amounts due to the Class A Issuer Swap provider            £                     -
Amounts due and payable on Class A Notes                   £                     -
Amounts due to the Class B Issuer Swap provider            £                     -
Amounts due and payable on Class B Notes                   £                     -
Amounts due to the Class M Issuer Swap provider            £                     -
Amounts due and payable on Class M Notes                   £                     -
Amounts due to the Class C Issuer Swap provider            £                     -
Amounts due and payable on Class C Notes                   £                     -
Amounts due to the Class D Issuer Swap provider            £                     -
Amounts due and payable on Class D Notes                   £                     -
Amounts due and payable on the Subordinated loans          £                     -
                                                           £                     -




                                                                                 Page 2 of 7
Mortgages Trust Pool Asset Analysis
A very small number of loans were repurchased from the Trust by the Seller during the period, for being in breach of the representations and warranties under the
mortgage sale agreement

                                            Current BM SVR rate                       7.94000%

              Yield net of Funding 1 Swap over 3M Sterling Libor                      0.67045%

                                        Aggregate outstanding                                        Aggregate Amount             Number of
Arrears & Possessions                        principal balance                        % of Total             of Arrears            Accounts       % of Total
Less than 1 month                 £          8,552,948,315.35                           97.86%      £       206,403.97               72,019         98.17%
1 - <2 months                     £            120,434,803.52                            1.38%      £       780,384.78                  885          1.21%
2 - <3 months                     £             33,018,046.71                            0.38%      £       409,321.63                  229          0.31%
3 - <6 months                     £             27,841,700.44                            0.32%      £       632,693.12                  190          0.26%
6 - <12 months                    £              5,613,265.07                            0.06%      £       241,875.38                   40          0.05%
12 months +                       £                        -                             0.00%      £              -                      0          0.00%
Total                             £          8,739,856,131.09                          100.00%      £     2,270,678.88               73,363        100.00%

                                        Aggregate outstanding                                                 Number of
Properties in Possession                     principal balance                        % of Total               Accounts            % of Total
Brought Forward                   £                498,881.79                            0.01%                        4               0.00%
Repossessed                                                                                                           6               0.01%
Sold                                                                                                               -                  0.00%
Relinquished                                                                                                       -                  0.00%
Carried Forward                   £                1,388,712.64                           0.02%                      10               0.01%

      Average time from possession to sale in days (this period)                            -

Arrears of interest may be capitalised once a borrower has made six consecutive scheduled payments of at least the contractual amount.

                 Total amount of arrears capitalised (this period) £                     580.37

A loan is identified as being in arrears where an amount is equal to or greater than a full month's contractual payment is outstanding at the end of a
month. A loan is not defined as defaulted until the property relating to that loan has been taken into possession. A loan is not charged off as uncollectable
until the property relating to that loan has been disposed of following default.

Substituted assets
                                                                       Number of
Period                                     Balance of accounts          accounts
This period                       £                       -                 -

CPR
                                                                         1-month    3-month                    12-month
Month                                              Monthly CPR         annualised annualised                  annualised
January 2008                                             4.33%            41.18%     32.43%
December 2007                                            2.31%            24.46%     30.59%
November 2007                                            3.12%            31.64%     31.62%

1-month annualised CPR is calculated as 1- ((1-R) ^ 12)
3-month annualised CPR is calculated as the average of 1-month annualised CPR for most recent 3 months
12-month annualised CPR is calculated as the average of 1-month annualised CPR for most recent 12 months
where in each case R is 'Monthly CPR' or total principal receipts received plus the principal balance of loans repurchased by the seller during the period,
divided by the aggregate principal balance of the loans in the portfolio as at the start of the period


Excess Spread
Month                                            Excess Spread
January 2008                                         0.47333%
December 2007                                        0.38658%
November 2007                                        0.38290%

Excess spread is equal to the yield plus net interest receivable on the reserve balance less actual and estimated costs, which includes the weighted average margin
on the notes.


Range of outstanding                    Aggregate outstanding                                              Number of
principal balances                           principal balance          % of total                  mortgage accounts              % of total
£0 - £24,999.99                   £             11,013,938.40              0.13%                                  751                 1.02%
£25,000 - £49,999.99              £            289,849,882.87              3.32%                                7,133                 9.72%
£50,000 - £74,999.99              £            951,541,841.99             10.89%                               15,136                20.63%
£75,000 - £99,999.99              £          1,227,509,678.00             14.04%                               14,086                19.20%
£100,000 - £124,999.99            £          1,250,142,659.72             14.30%                               11,235                15.31%
£125,000 - £149,999.99            £          1,066,470,417.57             12.20%                                7,793                10.62%
£150,000 - £174,999.99            £            827,340,218.57              9.47%                                5,131                 6.99%
£175,000 - £199,999.99            £            652,892,670.53              7.47%                                3,497                 4.77%
£200,000 - £224,999.99            £            573,490,335.17              6.56%                                2,726                 3.72%
£225,000 - £249,999.99            £            347,610,942.49              3.98%                                1,469                 2.00%
£250,000 - £299,999.99            £            499,798,229.92              5.72%                                1,838                 2.51%
£300,000 - £349,999.99            £            316,240,032.05              3.62%                                  982                 1.34%
£350,000 - £399,999.99            £            205,411,675.05              2.35%                                  556                 0.76%
£400,000 - £449,999.99            £            143,069,584.41              1.64%                                  340                 0.46%
£450,000 - £499,999.99            £            109,810,459.62              1.26%                                  233                 0.32%
£500,000 - £549,999.99            £             83,761,963.91              0.96%                                  163                 0.22%
£550,000 - £599,999.99            £             61,662,317.29              0.71%                                  108                 0.15%
£600,000 - £649,999.99            £             55,714,719.50              0.64%                                   90                 0.12%
£650,000 - £699,999.99            £             38,417,729.29              0.44%                                   57                 0.08%
£700,000 - £750,000               £             27,356,352.65              0.31%                                   38                 0.05%
£750,000+                         £                750,482.09              0.01%                                    1                 0.00%
Totals                            £          8,739,856,131.09            100.00%                               73,363               100.00%



                    The average outstanding principal balance is £119,131.66




                                                                                                Page 3 of 7
                                                                                      Number of
Range of LTV ratios at                       Aggregate balance at                      mortgage
origination*                                           Origination       % of total    accounts              % of total
0% - 24.99%                         £               58,291,185.60            0.67%        1,001                 1.36%
25% - 49.99%                        £              453,569,313.04            5.19%        5,347                 7.29%
50% - 74.99%                        £            2,513,616,409.69          28.76%        21,258                28.98%
75% - 79.99%                        £            1,099,248,126.56          12.58%         8,262                11.26%
80% - 84.99%                        £            4,193,219,962.57          47.98%        35,145                47.91%
85% - 89.99%                        £              410,208,418.50            4.69%        2,248                 3.06%
90% - 94.99%                        £               11,527,089.18            0.13%          101                 0.14%
95%+                                £                  175,625.95            0.00%             1                0.00%
Totals                              £            8,739,856,131.09         100.00%        73,363               100.00%
* excluding capitalised interest, capitalised high LTV fees, insurance fees, booking fees and valuation fees

                     The weighted average LTV at origination is 76.05%

                                                                                      Number of
Range of LTV ratios at end of              Aggregate outstanding                       mortgage
reporting Period*                                principal balance       % of total    accounts               % of total
0% - 24.99%                         £              103,713,125.93            1.19%         2,348                 3.20%
25% - 49.99%                        £              827,740,138.69            9.47%         9,047                12.33%
50% - 74.99%                        £            5,314,645,679.38           60.81%        41,867                57.07%
75% - 79.99%                        £            1,682,798,596.52           19.25%        13,001                17.72%
80% - 84.99%                        £              711,076,084.25            8.14%         6,464                 8.81%
85% - 89.99%                        £               89,786,750.29            1.03%           571                 0.78%
90% - 94.99%                        £                9,131,481.58            0.10%            57                 0.08%
95% - 96.99%                        £                  665,157.44            0.01%             4                 0.01%
97% - 99.99%                        £                   73,527.63            0.00%             1                 0.00%
>100%                               £                  225,589.38            0.00%             3                 0.00%
Totals                              £            8,739,856,131.09         100.00%         73,363               100.00%
* includes capitalised interest, capitalised high LTV fees, insurance fees, booking fees, valuation fees and using an indexed valuation

                           The weighted average current LTV is 66.73%

                                                                                    Number of
                                        Aggregate outstanding                        mortgage
Region                                       principal balance         % of total    accounts               % of total
East                              £            231,684,334.50             2.65%          2,182                 2.97%
Greater London                    £          1,799,990,064.35            20.60%          9,609                13.10%
Midlands                          £          1,015,169,859.22            11.62%         10,458                14.26%
North                             £            825,906,496.89             9.45%          9,921                13.52%
North West                        £            824,603,203.44             9.43%          8,959                12.21%
Scotland & Northern               £            527,431,277.99             6.03%          6,286                 8.57%
South East                        £          2,660,328,966.71            30.44%         18,225                24.84%
South Wales & West                £            834,587,116.12             9.55%          7,555                10.30%
Unidentified                      £             20,154,811.87             0.23%            168                 0.23%
Total                             £          8,739,856,131.09           100.00%        73,363                100.00%

                                                                                    Number of
                                        Aggregate outstanding                        mortgage
Age of loans in months                       principal balance         % of total    accounts               % of total
0 to <6                           £                        -              0.00%           -                    0.00%
6 to <12                          £                        -              0.00%           -                    0.00%
12 to <18                         £          1,523,742,976.52            17.43%        12,087                 16.48%
18 to <24                         £          2,517,983,300.58            28.81%        20,225                 27.57%
24 to <30                         £          1,297,375,102.86            14.84%        10,668                 14.54%
30 to <36                         £            910,144,916.01            10.41%         7,912                 10.78%
36 to <42                         £            817,325,859.24             9.35%         7,453                 10.16%
42 to <48                         £            789,114,907.78             9.03%         6,930                  9.45%
48 to <54                         £            672,570,999.24             7.70%         6,182                  8.43%
54 to <60                         £            204,317,465.10             2.34%         1,845                  2.51%
60 to <66                         £              7,280,603.76             0.08%             61                 0.08%
Total                             £          8,739,856,131.09           100.00%        73,363                100.00%



     The weighted average seasoning of the loans, in months is 29.15

                                                                                    Number of
                                        Aggregate outstanding                        mortgage
Years to maturity of loans                   principal balance         % of total    accounts               % of total
<5                                £            131,140,098.45             1.50%         1,137                  1.55%
5 to <10                          £            660,118,925.78             7.55%         5,936                  8.09%
10 to <15                         £          1,156,597,206.04            13.23%        10,155                 13.84%
15 to <20                         £          2,104,967,046.09            24.08%        17,704                 24.13%
20 to <25                         £          4,404,500,056.52            50.40%        36,074                 49.17%
25 to <30                         £            208,680,766.94             2.39%         1,716                  2.34%
30 to <35                         £             56,764,132.03             0.65%           475                  0.65%
35+                               £             17,087,899.24             0.20%           166                  0.23%
Totals                            £          8,739,856,131.09           100.00%        73,363                100.00%




  The weighted average remaining term of the loans, in years is 18.76

                                        Aggregate outstanding                        mortgage
Use of proceeds                              principal balance         % of total    accounts               % of total
Purchase                          £          5,343,883,445.10            61.14%        44,958                 61.28%
Remortgage                        £          3,395,972,685.99            38.86%        28,405                 38.72%
Totals                            £          8,739,856,131.09           100.00%        73,363                100.00%

                                        Aggregate outstanding                       Number of
Property type                                principal balance         % of total   properties              % of total
Semi-Detached                     £          1,725,669,546.94            19.74%        14,070                 19.18%
Detached                          £          1,598,711,026.35            18.29%         8,750                 11.93%
Terraced                          £          2,549,046,089.68            29.17%        25,260                 34.43%
Other                             £          2,866,429,468.12            32.80%        25,283                 34.46%
Totals                            £          8,739,856,131.09           100.00%        73,363                100.00%
                                                                                             Page 4 of 7
                                       Aggregate outstanding                       mortgage
Repayment method                            principal balance        % of total    accounts                % of total
Interest only                     £         7,042,159,442.32           80.58%        56,037                  76.38%
Repayment                         £         1,697,696,688.77           19.42%        17,326                  23.62%
Totals                            £         8,739,856,131.09          100.00%        73,363                 100.00%

                                                                                   Number of
                                       Aggregate outstanding                        mortgage
Payment method                              principal balance        % of total     accounts               % of total
Direct Debit                      £         8,429,027,546.74           96.44%         70,978                 96.75%
Other                             £           310,828,584.35            3.56%          2,385                  3.25%
Totals                            £         8,739,856,131.09          100.00%         73,363                100.00%

                                       Aggregate outstanding                       mortgage
Scheme Type                                 principal balance        % of total    accounts                % of total
Buy To Let                        £         4,544,116,729.45           51.99%        46,289                  63.10%
Mainstream                        £         1,047,028,943.37           11.98%         6,565                   8.95%
Self Cert                         £         3,148,710,458.27           36.03%        20,509                  27.96%
Totals                            £         8,739,856,131.09          100.00%        73,363                 100.00%
Of which:
Flexible loans (included above)   £         1,081,608,048.31           12.38%          8,329                 11.35%
Mortgage plus (included within
Mainstream above)                 £                       -             0.00%            -                    0.00%

Special rate loans
                                                                                   Number of
                                        Aggregate outstanding                        product
Type of Rate                          interest bearing balance       % of total     holdings*              % of total
Discounted variable rate loans    £             36,023,182.50           0.41%            357                  0.45%
Tracker rate loans                £          6,466,640,569.10          74.17%         57,657                 72.70%
Fixed Rate loans                  £          2,206,729,853.99          25.31%         20,968                 26.44%
Totals                            £          8,709,393,605.59          99.89%         78,982                 99.58%

                                                                                   Number of
                                        Aggregate outstanding                        product % of total fixed rate
Fixed rate %                          interest bearing balance       % of total     holdings*            holdings
0 - 3.99                          £              1,684,351.89           0.08%             14                0.07%
4 - 4.99                          £            834,389,800.13          37.81%          8,038               38.33%
5 - 5.99                          £          1,165,083,127.23          52.80%         10,753               51.28%
6 - 6.99                          £            203,437,658.41           9.22%          2,131               10.16%
7 - 7.99                          £              2,102,956.33           0.10%             31                0.15%
8-8.99                            £                  31,960.00          0.00%              1                0.00%
Totals                            £          2,206,729,853.99         100.00%         20,968             100.00%

                                                                                   Number of
Year in which fixed rate             Aggregate outstanding                           product % of total fixed rate
period ends                        interest bearing balance          % of total     holdings*            holdings
2008                          £           1,274,383,553.97             57.75%         11,065               52.77%
2009                          £             704,240,373.70             31.91%          7,206               34.37%
2010                          £              89,648,078.33              4.06%          1,116                5.32%
2011                          £             107,932,594.35              4.89%          1,219                5.81%
2012                          £              28,915,078.90              1.31%            346                1.65%
2013                          £                  158,450.75             0.01%              2                0.01%
2016                          £                1,451,723.99             0.07%             14                0.07%
Totals                        £           2,206,729,853.99            100.00%         20,968             100.00%
*An account may have more than one product holding

Ledgers

Funding & Seller Share Ledger

Date                                            Pool balance               Funding 1 Share               Seller Share Funding 1 Share %          Seller Share %
                     01-Jan-08    £         9,131,041,069.02     £        2,086,760,000.00      £   7,044,281,069.02         22.85347%               77.14653%
                     01-Dec-07    £         9,350,288,195.85     £        2,086,760,000.00      £   7,263,528,195.85         22.31760%               77.68240%
                     06-Nov-07    £         9,584,322,989.50     £        2,101,300,000.00      £   7,483,022,989.50         21.92434%               78.07566%
                     01-Nov-07    £         8,266,207,611.94     £        2,101,300,000.00      £   6,164,907,611.94         25.42036%               74.57964%

Revenue Ledger
                                                                                                       Other interest
                                                                                                             received
                                      Revenue Receipts from           Trustee GIC Account                (investment
Date                                                  Loans                       Interest                    income)                Total
                     05-Feb-08    £          45,988,674.21       £           1,141,492.87       £                 -     £   47,130,167.08
                     04-Jan-08    £          50,908,470.14       £             842,747.69       £                 -     £   51,751,217.83
                     05-Dec-07    £          42,944,341.00       £             709,320.95       £                 -     £   43,653,661.95
                     08-Nov-07    £            6,617,731.18      £                    -         £                 -     £    6,617,731.18

Revenue Distribution
                                                                 Cash Manager
Date                                             Servicer Fee             Fee      Other Fees             Funding 1                 Seller
                     05-Feb-08    £               387,756.54     £ 53,243.56      £       -     £     10,686,261.89     £   36,002,905.09
                     04-Jan-08    £               397,067.03     £ 53,243.56      £ 2,454.37    £     11,466,676.29     £   39,831,776.58
                     05-Dec-07    £               328,230.24     £ 42,938.36      £   150.00    £      9,490,278.78     £   33,792,064.57
                     08-Nov-07    £                56,617.86     £   8,587.67     £       -     £      1,685,869.30     £    4,866,656.35

Principal Ledger
                                      Principal Receipts from        Principal receipts from              Principal receipts from Further
Date                                                   Loans             Reps & Warranties                                      Advances                   Total
                     05-Feb-08    £           360,983,242.63     £                       -      £                          34,021,574.73     £   395,004,817.36
                     04-Jan-08    £           179,039,153.58     £                       -      £                          37,043,180.55     £   216,082,334.13
                     05-Dec-07    £           186,101,126.87     £                       -      £                          46,724,239.87     £   232,825,366.74
                     08-Nov-07    £            25,072,861.81     £                       -      £                                    -       £    25,072,861.81

Principal Distribution
Date                                               Funding 1                         Seller
                     05-Feb-08 £                        -    £              395,004,817.36
                     04-Jan-08 £                        -    £              216,082,334.13
                                                                                        Page 5 of 7
05-Dec-07 £   14,540,000.00   £   218,285,366.74
08-Nov-07 £             -     £    25,072,861.81




                                             Page 6 of 7
Losses Ledger
                                                                                                        Seller Share of
Date                                           Losses in month   Funding Share of losses                        losses    Cumulative losses
                     05-Feb-08 £                          -    £                     -   £                         -      £             -
                     04-Jan-08 £                          -    £                     -   £                         -      £             -
                     05-Dec-07 £                          -    £                     -   £                         -      £             -

Funding 1 Principal Deficiency ledger
Date                                                        Debit          Credit                             Balance
                    05-Feb-08 £                              -    £                        -       £              -
                    04-Jan-08 £                              -    £                        -       £              -
                    05-Dec-07 £                              -    £                        -       £              -

Funding 1 Reserve Ledger
                                                                                                                              Funding reserve Required
Date                                                        Debit          Credit                             Balance                 Amount
                     05-Feb-08 £                             -    £                        -       £    55,800,000.00 £                     55,800,000.00
                     04-Jan-08 £                             -    £                        -       £    55,800,000.00 £                     55,800,000.00
                     05-Dec-07 £                             -    £                        -       £    55,800,000.00 £                     55,800,000.00

Trigger events

Non-Asset trigger events:
if the seller suffers an Insolvency event
if the role of the Seller as Servicer is terminated and a new servicer is not appointed with 60 days
if the current Seller's Share at any time is equal or less than the Minimum Seller Share
if the outstanding principal balance of the loans comprising the trust property is less than £7,500,000,000 to August 2010

Asset Trigger events:
if there has been a debit to the relevant AAA principal Deficiency Sub-Ledger

(each are more fully explained in the Master Definitions and Construction Schedule)

No trigger events have occurred

                                              Original Rating  Expected               Maturity       Start of Period        End of Period      Reference
Issuing Entity                    Notes     Fitch/Moody's/S&P Maturity Date             date            Balance                Balance            Rate      Margin
Pendeford Master Issuer plc      Series 1   F1+ / P-1 / A-1+      Feb-2008             Feb-2008    $ 800,000,000.00       $ 800,000,000.00     4.31938%      -0.01%
Pendeford Master Issuer plc      Series 1   AA / Aa3 / AA         Feb-2008            May-2059     $    14,300,000.00     $    14,300,000.00   4.87938%       0.12%
Pendeford Master Issuer plc      Series 1   BBB / Baa2 / BBB      Feb-2008            May-2059     $    14,300,000.00     $    14,300,000.00   4.87938%       0.30%
Pendeford Master Issuer plc      Series 2   AAA / Aaa / AAA       Nov-2008             Feb-2016    € 500,000,000.00       € 500,000,000.00     4.57900%       0.08%
Pendeford Master Issuer plc      Series 3   AAA / Aaa / AAA       Feb-2010             Feb-2016    $ 1,500,000,000.00     $ 1,500,000,000.00   4.87938%       0.10%
Pendeford Master Issuer plc      Series 3   AA / Aa3 / AA         Feb-2010            May-2059     £    81,300,000.00     £    81,300,000.00   6.28813%       0.13%
Pendeford Master Issuer plc      Series 3   BBB / Baa2 / BBB      Feb-2010            May-2059     £    81,300,000.00     £    81,300,000.00   6.28813%       0.40%
                                                              Nov-2011 and
Pendeford Master Issuer plc      Series 4   AAA / Aaa / AAA       Feb-2012            May-2037     €   750,000,000.00     €   750,000,000.00   4.57900%      0.13%
Pendeford Master Issuer plc      Series 4   AA / Aa3 / AA         Feb-2012            May-2059     £     6,300,000.00     £     6,300,000.00   6.28813%      0.15%
Pendeford Master Issuer plc      Series 4   BBB / Baa2 / BBB      Feb-2012            May-2059     £     6,300,000.00     £     6,300,000.00   6.28813%      0.45%
Pendeford Master Issuer plc      Series 5   AAA / Aaa / AAA       Aug-2012            Aug-2022     £   300,000,000.00     £   300,000,000.00   6.28813%      0.13%

Credit Enhancement

Class                                             Amount              % total         Support
A notes                                          £2,317,860,000          92.43%          9.79%
B notes                                             £94,870,000           3.78%          6.01%
C notes                                             £94,870,000           3.78%          2.23%
Total Notes                                      £2,507,600,000         100.00%
Reserve Fund                                        £55,800,000           2.23%

Contact details and report distribution channels

If you have any queries regarding this report, please contact:

Andy Titchen
Birmingham Midshires
PO BOX 81
Pendeford Business Park
Wobaston Road
Wolverhampton
WV9 5HZ

Tel: +44 (0) 1902 322701
Fax: +44 (0) 1902 302101
andy_titchen@birminghammidshires.co.uk

Reports can be obtained from :
Johnwilson@hbosplc.com
or:
Bloomberg under ticker: PENDE
or:
http://www.hbosplc.com/treasury/




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