IMPORTANT NOTICE NOT FOR DISTRIBUTION TO ANY U.S. PERSON OR TO ANY PERSON OR ADDRESS IN THE U.S. IMPORTANT: You must read the following before continuing. The following applies to the Prospectus attached to this electronic transmission, and you are therefore advised to read this carefully before reading, accessing or making any other use of the Prospectus. In accessing the Prospectus, you agree to be bound by the following terms and conditions, including any modifications to them any time you receive any information from us as a result of such access. NOTHING IN THIS ELECTRONIC TRANSMISSION CONSTITUTES AN OFFER OF SECURITIES OF THE ISSUER FOR SALE IN THE UNITED STATES OR ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO DO SO. THE SECURITIES HAVE NOT BEEN, AND WILL NOT BE, REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES OR OTHER JURISDICTION AND THE SECURITIES MAY NOT BE OFFERED OR SOLD WITHIN THE UNITED STATES OR TO, OR FOR THE ACCOUNT OR BENEFIT OF, U.S. PERSONS (AS DEFINED IN REGULATION S UNDER THE SECURITIES ACT) EXCEPT PURSUANT TO AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS. THE FOLLOWING PROSPECTUS MAY NOT BE FORWARDED OR DISTRIBUTED TO ANY OTHER PERSON AND MAY NOT BE REPRODUCED IN ANY MANNER WHATSOEVER, AND IN PARTICULAR, MAY NOT BE FORWARDED TO ANY U.S. PERSON. ANY FORWARDING, DISTRIBUTION OR REPRODUCTION OF THIS DOCUMENT IN WHOLE OR IN PART IS UNAUTHORISED. FAILURE TO COMPLY WITH THIS DIRECTIVE MAY RESULT IN A VIOLATION OF THE SECURITIES ACT OR THE APPLICABLE LAWS OF OTHER JURISDICTIONS. You are reminded that the Prospectus has been delivered to you on the basis that you are a person into whose possession the Prospectus may be lawfully delivered in accordance with the laws of the jurisdiction in which you are located and you may not, nor are you authorised to, deliver the Prospectus to any other person. The materials relating to the offering do not constitute, and may not be used in connection with, an offer or solicitation in any place where offers or solicitations are not permitted by law. If a jurisdiction requires that the offering be made by a licensed broker or dealer and the managers or any affiliate of the managers is a licensed broker or dealer in that jurisdiction, the offering shall be deemed to be made by the managers or such affiliate on behalf of the Issuer in such jurisdiction. By accessing the Prospectus, you shall be deemed to have confirmed and represented to us that (a) you have understood and agree to the terms set out herein, (b) you consent to delivery of the Prospectus by electronic transmission, (c) you are not a U.S. person (within the meaning of Regulation S under the Securities Act) or acting for the account or benefit of a U.S. person and the electronic mail address that you have given to us and to which this e-mail has been delivered is not located in the United States, its territories and possessions (including Puerto Rico, the U.S. Virgin Islands, Guam, American Samoa, Wake Island and the Northern Mariana Islands) or the District of Columbia and (d) if you are a person in the United Kingdom, then you are a person who (i) has professional experience in matters relating to investments or (ii) is a high net worth entity falling within Article 49(2)(a) to (d) of the Financial Services and Markets Act (Financial Promotion) Order 2005. This Prospectus has been sent to you in an electronic form. You are reminded that documents transmitted via this medium may be altered or changed during the process of electronic transmission and consequently none of the Issuer nor the Transaction Parties or any person who controls any such person or any director, officer, employee or agent of any such person (or affiliate of any such person) accepts any liability or responsibility whatsoever in respect of any difference between the Prospectus distributed to you in electronic format and the hard copy version available to you on request from the Issuer or Lloyds TSB Bank plc. - i - EDGBASTON RMBS 2010-1 PLC (Incorporated in England and Wales with limited liability under registered number 7070646) Notes Initial Issue Interest Rate Final First Call Option Ratings Principal Price Maturity Date / Final Call (Fitch/ Amount Date Option Date Moody's) Class A1 £603,170,000 100% 1.65% margin December 18 August 2017 / AAA/Aaa above One- 2051 18 August 2022 Month Sterling LIBOR Class A2 £603,170,000 100% 1.70% margin December 18 August 2017 / AAA/Aaa above One- 2051 18 August 2022 Month Sterling LIBOR Class A3 £1,809,520,000 100% 2.00% margin December 18 August 2017 / AAA/Aaa above One- 2051 18 August 2022 Month Sterling LIBOR Class B £558,480,000 100% 0.01% December 18 August 2017 / AA-/A2 2051 18 August 2022 Class C £148,950,000 100% 0.01% December 18 August 2017 / Unrated 2051 18 August 2022 Issue Date The Issuer will issue the Notes in the Classes set out above on the Closing Date. Stand alone/ Stand alone issuance. programme issuance Underlying The Issuer will make payments on the Notes from, inter alia, a portfolio comprising Assets residential Buy-to-Let Loans originated by Bank of Scotland under the "Birmingham Midshires" brand and secured over properties located in England, Wales and Scotland which will be purchased by the Issuer on the Closing Date. See the section entitled "The Mortgage Portfolio" for more information. Key Credit Enhancement Features Structural Excess Available Investor Revenue. Features General Reserve Fund in the amount of £37,232,900 on the Closing Date. Subordination of more junior ranking Notes. See the section entitled "Key Structural Features" for more information. Liquidity Support Features General Reserve Fund in the amount of £37,232,900 on the Closing Date. Principal applied to make up Revenue Shortfall. Liquidity Reserve Fund. Interest on the Class C Notes will not be supported by the General Reserve Fund, Available Investor Principal, Seller Principal or the Liquidity Reserve Fund. See the section entitled "Key Structural Features" for more information. Investor Principal Amount/Investor Percentage and Seller Principal Amount/Seller Percentage The Seller and the Noteholders will have an economic interest in the Mortgage Loans in the - ii - Portfolio. The interest of the Seller in the Mortgage Portfolio is called the Seller Principal Amount and the percentage of the Mortgage Portfolio which this represents is called the Seller Percentage and the Issuer will make Deferred Consideration payments to the Seller by reference thereto in accordance with the Payments Priorities, as described more fully in this Prospectus. The Seller Principal Amount as at the Closing Date represents the difference between the Current Balance of the Mortgage Portfolio and the Principal Amount Outstanding of the Notes as at the Closing Date. The interest of the Noteholders in the Mortgage Portfolio is called the Investor Principal Amount and the percentage of the Mortgage Portfolio which this represents is called the Investor Percentage. The Investor Principal Amount will be funded by the Noteholders and as at the Closing Date, matches the Principal Amount Outstanding of the Notes as at the Closing Date. The Seller Percentage and the Investor Percentage may fluctuate over the life of the transaction. In particular, the Seller Percentage and the Seller Principal Amount will reduce as a result of Set-Off Losses (if any), however, other losses in respect of the Mortgage Portfolio will be allocated to the Seller Principal Amount and the Investor Principal Amount on a pro rata basis. The Investor Principal Amount will reduce as the Notes are redeemed in accordance with the Pre Enforcement Investor Principal Payments Priorities and the Seller Principal Amount will reduce as Principal Deferred Consideration is paid to the Seller in accordance with the Pre Enforcement Seller Principal Payments Priorities. See "Glossary of Defined Terms - "Investor Principal Amount" and "Seller Principal Amount" for further information. The terms Seller Percentage and Investor Percentage are used for the purpose of making allocations of revenue in accordance with the Pre Enforcement Seller Revenue Payments Priorities and the Pre Enforcement Investor Revenue Payments Priorities, respectively, on each Interest Payment Date and the terms Seller Principal Amount and Investor Principal Amount are used for the purposes of determining the maximum amount of principal which will be distributed in accordance with the Pre Enforcement Seller Principal Payments Priorities and the Pre Enforcement Investor Principal Payments Priorities, respectively, on each Interest Payment Date as described more fully in the section entitled "Key Structural Features – Cashflows" herein and do not denote proprietary interests or rights in rem in favour of the Seller or the Noteholders or other Secured Creditors in any of the Issuer's property. See the section entitled "The Mortgage Portfolio – Sale of the Mortgage Portfolio under the Mortgage Sale Agreement" for further information. Redemption For information on optional and mandatory redemption of the Notes, see the section entitled " Provisions Transaction Overview – Overview of the Terms and Conditions of the Notes" and Condition ‎9 (Final Redemption, Mandatory Redemption in part, Optional Redemption and Cancellation"). When the Class A1 Notes and the Class A2 Notes have been redeemed in full, and provided that all of the other Seller Principal Diversion Conditions are satisfied on an Interest Payment Date, Principal Receipts will be applied as Seller Principal on such Interest Payment Date to pay, amongst other things, Principal Deferred Consideration to the Seller in accordance with the Pre Enforcement Seller Principal Payments Priorities until the Seller Principal Amount is equal to the Minimum Seller Principal Amount.