'a,. united. '\:7 Utilities FINAL TERMS UNITED UTILITIES WATER PLC PART A- CONTRACTUAL TERMS

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1 '11\J EXECUTION VERSION 'a,. united '\:7 Utilities FINAL TERMS 24 March 2009 UNITED UTILITIES WATER PLC Issue of GBP 200,000, per cent. Fixed Rate Notes due 25 March 2022 under the EUR 7,000,000,000 Euro Medium Term Note Programme PART A- CONTRACTUAL TERMS Terms used herein shall be deemed to be defined as such for the purposes of the Conditions set forth in the Offering Circular dated 14 November 2008 which constitutes a base prospectus for the purposes of the Prospectus Directive (Directive /EC) (the ~Prospectus Directive ). This document constitutes the Final Terms of the Notes described herein for the purposes of Article 5.4 of the Prospectus Directive and must be read in conjunction with the Offering Circular. Full information on the Issuer and the offer of the Notes is only available on the basis of the combination of these Final Terms and the Offering Circular. The Offering Circular is available for viewing at, and copies may be obtained from, the registered office of the Issuer at Haweswater House, Lingley Mere Business Park, Lingley Green Avenue, Great Sankey, Warrington WA5 3LP, United Kingdom and the specified offices of the Paying Agents. 1. Issuer: United Utilities water PLC 2. (i) 5eries Number: 45 {ii) Tranche Number: 1 3. Specified Currency or Currencies: Sterling ("GBP") 4. Aggregate Nominal Amount: GBP 200, Tranche: GBP 200,000, Issue Price: per cent of the Aggregate Nominal Amount 6. (a) Specified Denominations: The Instruments will be issued in denominations Of GBP 75,000 & integral multiples ofgbp 1,000 No instruments In definitive form will be issued with a denomination above GBP 149,000

2 IX\-l (b) Calculation Amount: 7. (i) Issue Date: I a11 United \:7 Utilities GBP 1, March 2009 (ii) Interest Commencement Date: 8. Maturity Date: 9. Interest Basis: 10. Redemption/Payment Basis: 11. Change of Interest Basis or Redemption/Payment Basis: 12. Put/Call Options: 13. (a) Status of the Notes: (b) Date Treasury Committee approval for issuance obtained: 14. Method of distribution: Issue Date 25 March per cent Fixed Rate Redemption at par Nat Applicable Senior, unsecured 23 Februaiy 2009 and 16 March 2009 Non-Syndicated PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE 15. Fixed Rate Nole Provisions: (i) Rate of Interest: (ii) Interest Payment Date(s): (iii} Fixed Coupon Amount(s): (iv) Broken Amount(s): {v) Day Count Fraction: (vi) Determination Date(s): (vii) Other terms relating to the method of calculating interest for Fixed Rate Notes 16. Floating Rate Note Provisions: Applicable per cent. per annum payable annually in arrear 25 March in each year from and including 25 March 2010 up to and including the Maturity Date GBP per Calculation Amount ActuaVActual (ICMA) 25 March In each year None

3 'aaljnited '\.::/ Utilities 17. Zero Coupon Note Provisions: 18. Index Linked Interest Note Provisions: NotApplicable 19. Dual Currency Interest Note NotApplicable Provisions: PROVISIONS RELATING TO REDEMPTION 20. Issuer Call: 21. lnvester Put 22. Final Redemption Amount of each GBP 1,000 per Calculation Amount Note: 23. Early Redemption Amount of each As set out in the Conditions Note payable on redemption for taxation reasons or on event of default and/or the method of calculating the same (if required or if different from threat set out in Condition 7 (e)): GENERAL PROVISIONS APPLICABLE TO THE NOTES 24. Form of Notes: Bearer Instruments: Temporary Global Note exchangeable for a Pennanent Global Note which is exchangeable for Definitive Notes only upon an Exchange Event The eighth paragraph of the Temporary Global Note will be deleted and replaced with the following: "On or after a date (the Exchange Date), which will be at least 40 days after the Issue Date, this Global Note may be exchanged (free of charge) in whoie or in part for, as specified In the Final Terms, either (a) Definitive Notes and (if applicable) Receipts, Coupons and/or Talons (on the basis that an the appropriate details have been Included on the face of such Definitive Notes and (if applicable) Receipts, Coupons and/or Talons and the relevant information supplementing, replacing or modifying the Conditions appearing in the Final Terms has been endorsed on or attached to such Definitive "'""""" bl1n

4 ~ 'a.united \,::7 Utilities 25. New Global Notes: Yes 26. Additional Financial Centre(s) or other NotApplicable special provisions relating to Payment Dates: 27. Talons for future Coupons or Receipts No to be attached to Definitive Notes (and dates on which such Talons mature): 28. Details relating to Partly Paid Notes: NotApplicable amount of each payment comprising the Issue Price and date on which each payment is to be made and consequences of failure to pay, including any right of the Issuer to forfeit the Notes and interest due on Tate payment: Notes) or (b) either (if the Final Terms indicates that this Global Note is intended to be a New Global Note) Interests recorded in the records of the relevant Clearing Systems in a Permanent Bearer Global Note or (if the Final Terms indicates that this Global Note is not intended to be a New Global Note) a Permanent Bearer Global Note, which, in either case, is in or substantially in the form set out in Part 2 of Schedule 2 to the Trust Deed {together with the Final Terms attached thereto) upon notice being given by Euroclear and/or Clearstream, Luxembourg acting on the instructions of any holder of an interest in this Global Note and subject. in the case of Definitive Notes, to such notice period as is specified in the Final Terms." 29. Details relating to Instalment Notes: 30. Redenomination: 31. Other final tenns: DISTRIBUTION 32. (I) If syndicated, names of Managers: NotApplleable (ii) Stabilising Manager (If any): CF09077CJl<l6

5 Qb.I I ~united \:7 Utilities 33. If non-syndicated, name of relevant Deutsche BankAG, London Branch Manager: 34. Whether TEFRA D or TEFRA C rules TEFRA D applicable applicable or TEFRA rules not applicable: 35. Additional selling restrictions: LISTING AND ADMISSION TO TRADING APPLICATION These Final Terms comprises the final terms required to list and have admitted to trading the issue of Notes desaibed herein pursuant to the EUR 7,000,000,000 Euro Medium Term Note Programme established by United Utilities PLC and United Utilities Water PLC. RESPONSIBILITY The Issuer accepts responsibility for the information contained in these Final Terms. Signed on behah of the Issuer: By: Duly authorised

6 aw ta.united '.:7 Utilities PART B - OTHER INFORMATION 1. LISTING (i) Listing: London (ii) Admission to trading: Application has been made by the Issuer {or on its behalf) for the Notes to be admitted to the Official List of the UK Listing Authority and to trading on the London Stock Exchange's regulated market with effect from the Issue Date (Ni) Estimate of total expenses related to admission to trading: GBP 4, 140 (inclusive of VAT) 2.RATINGS Ratings: The Notes to be issued have been rated: S&P:A Moody's:A3 3. INTERESTS OF NATURAL AND LEGAL PERSONS INVOLVED IN THE ISSUE Save for any fees payable to the Managers, so far as the Issuer is aware, no person involved in the issue of the Notes has an interest material to the offer. 4. YIELD (Fixed Rate Notes only) Indication of yield: percent annual The yield is calculated at the Issue Date on the basis of the Issue Price. It is not an indication of future yield. 5. OPERATIONAL INFORMATION {i) ISIN Code: (ii) Common Code: XS (Iii) Any clearlng system(s) other than Euroclear Bank $.A.IN.V. and Clearstream Banking, soc~$ anonyme and the

7 WJ I.united \:7Utilities relevant identification numbe~s): (iv) Delivery: Delivery against payment (v} Name and address of initial Paying Agent M per the Offering Circular (vi) Names and addresses of additional Paying Agent{s) (if any): (vii) Intended to be held in a manner which would allow Eurosystem eligibility: Yes Note that the designation ~yes simply means that the Notes are intended upon issue to be deposited with one of the ICSDs as common safekeeper and does not necessarily mean that the Notes will be recognised as eligible collateral for Eurosystem monetary policy and Intra-day credit operations by the Eurosystem either upon issue or at any or all times during their life. Such recognition will depend upon satisfaction of the Eurosystem eligibility criteria.

8 EXECUTION VERSION FINAL TERMS 27 March 2009 UNITED UTILITIES WATER PLC Issue of GBP 75,000, per cent. Fixed Rate Notes due 25 March 2022 (the "Notes") (to be consolidated and form a single series wtth the existing GBP 200,000, per cent. Fixed Rate Notes due 25 March 2022 and Issued on 25 March 2009) under the EUR 7,000,000,000 Euro Medium Term Note Programme PART A- CONTRACTUAL TERMS Terms used herein shall be deemed to be defined as such for the purposes of the Conditions set forth in the Offering Circular dated 14 November 2008 which constitutes a base prospectus for the purposes of the Prospectus Directive (Directive /EC) (the "Prospectus Directive"). This document constitutes the Final Terms of the Notes described herein for the purposes of Article 5.4 of the Prospectus Directive and must be read in conjunction with the Offering Circular. Full Information on the Issuer and the offer of the Notes Is only available on the basis of the combination of these Final Terms and the Offering Circular. The Offering Circular is avallable for viewing at, and copies may be obtained from, the registered office of the Issuer at Haweswater House, Lingley Mere Business Park, Lingley Green Avenue, Great Sankey, Warrington WA5 3LP, United Kingdom and the specified offices of the Paying Agents. 1. Issuer: United Utilities Water PLC 2. {i) Series Number: 45 (ii) Tranche Number: 's"p=e=c1"'fie::d""cccu-::rre=ncy=o"r"C"u""rr 'e~n~c"-le~s~:--~sterling rgbpj Aggregate Nominal Amount Series: GBP 275,QOO,OOO (on or after the Exchange Date) Tranche: GBP 75,000, Issue Price: per cent. of the Aggregate Nominal Amount plus 6 days' accrued interest from and including 25 March 2009 to but excluding 31 March 2009

9 2 6. (a) Specified Denominations: The Instruments will be Issued in denominations of GBP 75, ooo & integral multiples of GBP 1,000 No instruments in definitive form will be issued with a denomination above GBP 149,000 (b) Calculation Amount 7. (f) Issue Date: (ii) Interest Commencement Date: 8. Maturity Date: 9. Interest Basis: 10. Redemption/Payment Basis: 11. Change of Interest Basis or Redemption/Payment Basis; 12. Put/Call Options: 13. (a) Status of the Notes: GBP 1, March March March per cent. Fixed Rate Redemption at par Senior, unsecured (b) Date Treasury Committee approval for issuance obtained: 23 February 2009 and 16 March Method of distribution: Non-Syndicated PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE 15. Fixed Rate Note Provisions: (i) Rate of Interest (ii) Interest Payment Date(s): (iii) Fixed Coupon Amount(s): (fv) Broken Amount(s): (v) Day Count Fraction: Applicable per cent. per annum payable annually in arrear 25 March in each year from and including 25 March 2010 up to and Including the Maturity Date GBP per Calculation Amount Actual/Actual (ICMA)

10 3 (vi) Determination Date{s): (vii) Other terms relating to the method of calculating interest for Fixed Rate Notes: 16. Floating Rate Note Provisions: 17. Zero Coupon Note Provisions: 18. Index Linked Interest Note Provisions: 19. Dual Currency Interest Note Provisions: 25 March in each year None PROVISIONS RELATING TO REDEMPTION 20. lssuercblt 21. Investor Put: 22. Final Redemption Amount of each Note: 23. Early Redemption Amount of each Note payable on redemption for taxation reasons or on event of default and/or the method of calculating the same (if required or if different from threat set out In Condition 7 (e)): GBP 1,000 per Calculation Amount As set out in the Conditions GENERAL PROVISIONS APPLICABLE TO THE NOTES 24. Fann of Notes: Bearer Instruments: Temporary Global Note exchangeable for a Permanent Global Note which is exchangeable for Defln!tive Notes only upon an Exchange Event. 25. New Global Notes: 26. Additional Financial Centre(s) or other special provisions relating to Payment Dates: 27. Talons for future Coupons or Receipts to be attached to Definitive Notes (and Yes No CF090l!30212

11 4 dates on which such Talons mature): 28. Details relating to Partly Paid Notes: amount of each payment comprising the Issue Price and date on which each payment ls to be made and consequences of failure to pay, including any right of the Issuer to forfeit the Notes and interest due on late payment 29. Details relating to Instalment Notes: 30. Redenominatlon: 31. Other final terms: DISTRIBUTION 32. (i) If syndicated, names of Managers: (ii) Stabilising Manager (if any): 33. lf non-syndicated, name of relevant Deutsche Bank AG. London Branch Manager: 34. Whether TEFRA D or TEFRA C rules TEFRA D applicable applicable or TEFRA rules not applicable: 35. Additional selling restrictions:

12 5 LISTING AND ADMISSION TO TRADING APPLICATION These Final Terms comprises the final terms required to list and have admitted to trading tf1e issue of Notes described herein pursuant to the EUR 7,000,000,000 Euro Medium Term Note Programme established by United Utilities PLC and United Utilities Water PLC. RESPONSIBILITY The Issuer accepts responsibility for the information contained in these Final TenTis. Signed on behal By: 0 uthorised CF 'r2

13 6 PART B - OTHER INFORMATION 1. LISTING {i) Listing: (ii} Admission to trading: London Application has been made by the Issuer (or on its behalf) for the Notes to be admitted to the Official List of the UK Listing Authority and to trading on the London Stock Exchange's regulated market with effect from the Issue Date. (iii) Estimate of total expenses related to admission to trading: GBP 3,105 (inclusive of VAT) 2.RATINGS Ratings: The Notes to be issued have been rated: S&P:A Moody"s: A3 3. INTERESTS OF NATURAL AND LEGAL PERSONS INVOLVED IN THE ISSUE Save for any fees payable to the Managers, so far as the Issuer ls aware, no person involved in the issue of the Notes has an interest material to the offer. 4. YIELD (Fixed Rate Notes only) Indication of yield: per cent annual The yield is calculated at the Issue Date on the basis of the Issue Price. It is not an Indication of future yield. 5. OPERATIONAL INFORMATION (i) ISIN Code: (ii) Common Code: XS (iii) Any clearing system(s) other than Euroclear Bank S.A./N.V. and Ctearstream Banking,

14 7 soci~te anonyme and the relevant identification number(s): {Iv) Delivery: (v) Name and address of initial Paying Agent: Delivery against payment As per the Offering Circular (vi) Names and addresses of additional Paying Agent(s) (if any): {vii) Intended to be held in a manner which would allow Eurosystem eligibility: Yes Note that the designation Myes'' simply means that the Notes are intended upon issue to be deposited with one of the ICSDs as common safekeeper and does not necessarily mean that the Notes will be recognised as eligible collateral for Eurosystem monetary policy and intra-day credit operations by the Eurosystem either upon issue or at any or all times during their life. Such recognition will depend upon satisfaction of the Eurosystem eligibility criteria. Cf080830Z72

15 EXECUTION VERSION FINAL TERMS 10 June 2009 UNITED UTILITIES WATER PLC lssue of GBP 100,000, per cent. Fixed Rate Notes due 25 March 2022 (the "Notes") (to be consolidated and fonn a single series with the existing GBP 200,000, per cent. Fixed Rate Notes due ZS March 2022 and issued on 25 March 2009 and the existing GBP 75,000, per cent. Fixed Rate Notes due 25 March 2022 issued on 31 March 2009) under the EUR 7,000, Euro Medium Term Note Programme PART A - CONTRACTUAL TERMS Terms used herein shall be deemed to be defined as such for the purposes of the Conditions set forth in the Offering Circular dated 14 November 2008 which consttlutes a base prospectus for the purposes of the Prospectus Directive (Directive 2003/71/EC) (the "Prospectus Directive"). This document constitutes the Final Terms of the Notes described herein for the purposes of Article 5.4 of the Prospectus Directive and must be read in conjunction with the Offering Circular. Full information on the Issuer and the offer of the Notes is only available on the basis of the combination of these Final Terms and the Offering Circular. The Offering Circular Is available for viewing at, and copies may be obtained from, the registered office of the Issuer at Haweswater House, Lingley Mere Business Park, Lingley Green Avenue, Great Sankey, Warrington WAS 3LP, United Kingdom and the specified offices of the Paying Agents. 1. Issuer: United Utilities Water PLC 2. (i) Series Number: 45 (ii) Tranche Number: 3 3. Specified Currency or Currencies: sterling ("GBP") 4. Aggregate Nominal Amount Series: GBP 375,000,000 (on or after the Exchange Date) Tranche: GBP 100,000, Issue Price: per cent of the Aggregate Nominal Amount plus 79 days' accrued interest from and including 25 March 2009 to but excluding

16 2 12 June (a) Specified Denominations: The Instruments will be issued in denominations of GBP 75,000 & integral multiples of GBP 1,000 No instruments in definitive form will be issued with a denomination above GBP 149,000 (b) Calculation Amount 7. {i) Issue Date: (ii) Interest Commencement Date; 8. Maturity Date: 9. Interest Basis: 10. Redemption/Payment Basis: 11. Change of Interest Basts or Redemption/Payment Basis: 12. Put/Call Options: 13. (a) Status of the Notes: GBP 1, June Maroh March per cent Fixed Rate Redemption at par Senior, unsecured {b) Date Treasury Committee approval for issuance obtained: 3 June Method of distribution: Non.Syndicated PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE 15. Fixed Rate Note Provisions: (i) Rate of Interest (ii) Interest Payment Date(s): (iii} Fixed Coupon Amount(s): (iv) Broken Amount(s): Applicable per cent. per annum payable annually in arrear 25 March in each year from and including 25 March 2010 up to and including the Maturity Date GBP per Calculation Amount CF

17 3 (v) Day Count Fraction: (vi) Determination Oate(s): {vii) Other terms relating to the method of calculating interest for Fixed Rate Notes: ActuaVActual (ICMA) 25 March in each year None 16. Floating Rate Note Provisions: 17. Zero Coupon Note Provisions: 18. Index Linked Interest Note Provisions: 19. Dual Currency Interest Note Provisions: PROVISIONS RELATING TO REDEMPTION 20. Issuer Call: 21. Investor Put: 22. Final Redemption Amount of each GBP 1,000 per Calculation Amount Note: 23. Early Redemption Amount of each As set out in the Conditions Note payable on redemption for taxation reasons or on event of default and/or the method of calculating the same (if required or if different from threat set out In Condition 7 (e)): GENERAL PROVISIONS APPLICABLE TO THE NOTES 24. Form of Notes: Bearer Instruments: Temporary Global Note exchangeable for a Permanent Global Note which is exchangeable for Definitive Notes only upon an Exchange Event. Upon Issue of the Temporary Global Note, the Temporary ISIN Code and Temporary Common Code will be those set out in paragraphs 5(i)(a) and 5(ii)(a) respectively, of Part S of these Final Tenns. CF0!

18 4 Upon exchange of the Temporary Global Note for the Permanent Global Note, the Notes will be consolidated and form a single series with the GBP 200,000, per cent. Fixed Rate Notes due 25 March 2022 and the GBP 75,000, percent. Fixed Rate Notes due 25 March 2022 and the ISIN Code and Common Code will be those set out in paragraphs 5(i)(b) and 5(ii)(b) respectively, of Part B of these Final Terms. 25. New Global Notes: Yes 26. Additional Financial Centre(s) or other NotApplicable special provisions relating to Payment Dates: 27. Talons for future coupons or Receipts No to be attached to Definitive Notes {and dates on which such Talons mature): 28. Details relating to Partly Paid Notes: amount of each payment comprising the Issue Price and date on which each payment is to be made and consequences of failure to pay, including any right of the Issuer to forfeit the Notes and interest due on late payment 29. Details relating to Instalment Notes: 30. Redenomination: 31. Other final terms: DISTRIBUTION 32. (i) If syndicated, names of Managers: (ii) Stabilising Manager (if any): 33. If non~syndicated, name of relevant Lloyds TSB Bank pie Manager: 34. Whether TEFRA D or TEFRA C rules TEFRA D applicable applicable or TEFRA rules not CF

19 5 applicable: 35. Additional selling restrictions: CF S2

20 6 LISTING AND ADMISSION TO TRADING APPLICATION These Final Terms comprises the final terms required to list and have admitted to trading the issue of Notes described herein pursuant to the EUR 7,000,000,000 Euro Medium Term Note Programme established by United Utilities PLC and United Utilities Water PLC. RESPONSIBILITY The Issuer accepts responsibility for the information contained in these Final Terms. Signed on behalf of the Issuer: By..?.~. 1..L ~:... Duly authorised CF

21 7 PART B - OTHER INFORMATION 1. LISTING (i) Listing: (ii) Admission to trading: (iii) Estimate of total expenses related to admission to trading: London Application has been made by the Issuer (or on its behalf) for the Notes to be admitted to the Official List of the UK Listing Authority and to trading on the London Stock Exchange's regulated market With effect from the Issue Date. GBP 4, 140 (inclusive of VAT) 2.RATINGS Ratings: The Notes to be Issued have been rated: S& P:A Moody's: A3 3. INTERESTS OF NATURAL AND LEGAL PERSONS INVOLVED IN THE ISSUE Save for any fees payable to the Managers, so far as the Issuer is aware, no person involved in the issue of the Notes has an interest material to the offer. 4. YIELD {Fixed Rate Notes only) Indication of yield: per cent annual The yield is calculated at the Issue Date on the basis of the Issue Price. It is not an indication of future yield. 5. OPERATIONAL INFORMATION (i) (a) Temporary ISIN Code: (b) ISIN Code: XS XS (ii) (a) Temporary Common Code: (b) Common Code: CF

22 8 (iii) Any clearing system(s) other than Euroclear Bank S.A./N.V. and Clearstream Banklng, societe anonyme and the relevant identification number(s): (iv) Delivery: (v) Name and address of initial Paying Agent: (vi) Names and addresses of additional Paying Agent(s) (ff any); (vii) Intended to be held in a manner which would allow Eurosystem eligibility: Delivery against payment As per the Offering Circular Yes Note that the designation ~yesa simply means that the Notes are intended upon issue to be deposited with one of the ICSOs as common safekeeper and does not necessarily mean that the Notes will be recognised as eligible collateral for Eurosystem monetary policy and intra-<tay credit operations by the Eurosystem either upon issue or at any or all times during their life. Such recognition will depend upon satisfaction of the Eurosystem eligibility criteria. CF

Final Terms dated 16 April Lloyds TSB Bank plc (the "Bank") Issue of 750,000, per cent. Dated Subordinated Notes due 2025

Final Terms dated 16 April Lloyds TSB Bank plc (the Bank) Issue of 750,000, per cent. Dated Subordinated Notes due 2025 Final Terms dated 16 April 2010 Lloyds TSB Bank plc (the "Bank") Issue of 750,000,000 7.625 per cent. Dated Subordinated Notes due 2025 under the 50,000,000,000 Euro Medium Term Note Programme PART A CONTRACTUAL