National Grid 2008 Annual Report Download - page 119

BOWNE INTEGRATED TYPESETTING SYSTEM
CRC: 25140
Name: NATIONAL GRID
Date: 17-JUN-2008 03:10:51.35Operator: BNY99999TPhone: [phone]Site: BOWNE OF NEW YORK
Y59930.SUB, DocName: EX-2.B.5.1, Doc: 4, Page: 23
Description: EXH 2(B).5.1
0/1502.00.00.00Y59930BNY
[E/O] EDGAR 2 *Y59930/502/1*
BOWNE INTEGRATED TYPESETTING SYSTEM
CRC: 25140
Name: NATIONAL GRID
Date: 17-JUN-2008 03:10:51.35Operator: BNY99999TPhone: [phone]Site: BOWNE OF NEW YORK
Y59930.SUB, DocName: EX-2.B.5.1, Doc: 4, Page: 23 Description: EXH 2(B).5.1
0/1502.00.00.00Y59930BNY
[E/O] EDGAR 2 *Y59930/502/1*
in a Member State to, or collected by such a person for, an individual resident in one of those territories.
If a payment in respect of an Instrument which is the subject of the Directive were to be made or collected through a Membe
r
State which has opted for a withholding system and an amount of, or in respect of, tax were to be withheld from that payment,
neither the Issuer nor any Paying Agent nor any other person would be obliged to pay additional amounts with respect to suc
h
Instrument as a result of the imposition of such withholding tax. However, the Issuer is required, save as provided in Conditio
n
6.4 of the Instruments, to maintain a Paying Agent in a Member State that will not be obliged to withhold or deduct tax pursuan
t
to any law implementing the Directive or any other Directive implementing the conclusions of the ECOFIN Council meeting o
f
26-27 November 2000.
Change of law
The Terms and Conditions of the Instruments are based on En
g
lish law in effect as at the date of issue of the relevant
Instruments. No assurance can be
g
iven as to the impact of any possible judicial decision or chan
g
e to En
g
lish law or
administrative practice after the date of issue of the relevant Instruments.
Integral multiples of less than 
€50,000
In relation to any issue of Instruments which have a denomination consistin
g
of the minimum Specified Denomination of

€50,000 plus a hi
g
her inte
g
ral multiple of another smaller amount, it is possible that the Instruments may be traded in amounts
in excess of 
€50,000 (or its equivalent) that are not integral multiples of  €50,000 (or its equivalent). In such a case a holder who,
as a result of tradin
g
such amounts, holds a principal amount of less than the minimum Specified Denomination will not receive
a Definitive Instrument in respect of such holdin
g
(should Definitive Instruments be printed) and would need to purchase a
principal amount of Instruments such that it holds an amount equal to one or more Specified Denominations. Except in
circumstances set out in the relevant Global Instrument, investors will not be entitled to receive Definitive Instruments.
Risks related to the market generally
Set out below is a brief description of certain market risks, includin
g
liquidity risk, exchan
g
e rate risk, interest rate risk and credit
risk:
The secondary market generally
Instruments may have no established tradin
g
market when issued, and one may never develop. If a market does develop, it
may not be liquid. Therefore, investors may not be able to sell their Instruments easily or at prices that will provide them with a
yield comparable to similar investments that have a developed secondary market. This is particularly the case for Instruments
that are especially sensitive to interest rate, currency or market risks, are desi
g
ned for specific investment objectives or
strate
g
ies or have been structured to meet the investment requirements of limited cate
g
ories of investors. These types of
Instruments
g
enerally would have a more limited secondary market and more price volatility than conventional debt securities.
Illiquidity may have a severely adverse effect on the market value of Instruments.
The Clearing Systems
Because the Global Instruments may be held by or on behalf of Euroclear Bank S.A./N.V. (“Euroclear”) and Clearstream
Banking, société anonyme (“Clearstream, Luxembourg”) investors will have to rely on their procedures for transfer, payment
and communication with the Issuer.
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