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BOWNE INTEGRATED TYPESETTING SYSTEM

CRC: 20977

Name: NATIONAL GRID

Date: 17-JUN-2008 03:10:51.35Operator: BNY99999TPhone: (212)924-5500Site: BOWNE OF NEW YORK

Y59930.SUB, DocName: EX-2.B.7.1, Doc: 8, Page: 39

Description: EXH 2(B).7.1

0/6793.00.00.00Y59930BNY

[E/O] EDGAR 2 *Y59930/793/6*

BOWNE INTEGRATED TYPESETTING SYSTEM

CRC: 20977

Name: NATIONAL GRID

Date: 17-JUN-2008 03:10:51.35Operator: BNY99999TPhone: (212)924-5500Site: BOWNE OF NEW YORK

Y59930.SUB, DocName: EX-2.B.7.1, Doc: 8, Page: 39

Description: EXH 2(B).7.1

0/6793.00.00.00Y59930BNY

[E/O] EDGAR 2 *Y59930/793/6*

redeem such Instrument on the Optional Redemption Date(s) at its Optional Redemption Amount to

ether with interest

accrued to the date fixed for redemption.

To exercise such option or any other Instrumentholders’ option which may be set out on this Instrument (which must be

exercised on an Option Exercise Date) the holder must deposit such Instrument with any Payin

ent at its specified

office, together with a duly completed option exercise notice (“Exercise Notice”) in the form obtainable from any Payin

Agent within the Instrumentholders’ Option Period (as specified in the relevant Final Terms). No Instrument so deposited

and option exercised may be withdrawn (except as provided in the A

ency A

reement) without the prior consent of the

Issuer.

5.7 Partl

Paid Instruments

Partly Paid Instruments will be redeemed, whether at maturity, early redemption or otherwise, in accordance with the

rovisions of this Condition and the

rovisions s

ecified in the relevant Final Terms.

5.8 Redemption by Instalments

Unless previously redeemed, purchased and cancelled as provided in this Condition 5, each Instrument which provides

for Instalment Dates and Instalment Amounts will be partially redeemed on each Instalment Date at the Instalment

Amount specified in the relevant Final Terms. The outstandin

nominal amount of each such Instrument shall be reduced

by the Instalment Amount (or, if such Instalment Amount is calculated by reference to a proportion of the nominal amount

of such Instrument, such proportion) for all purposes with effect from the related Instalment Date, unless payment of the

Instalment Amount is improperly withheld or refused on presentation of the related Receipt, in which case, such amount

shall remain outstanding until the Relevant Date relating to such Instalment Amount.

5.9 Cancellation

All Instruments redeemed pursuant to any of the fore

oin

provisions will be cancelled forthwith (to

ether with all

unmatured Receipts and Coupons and unexchan

ed Talons attached thereto). All Instruments purchased by or on behalf

of the Issuer [, the Guarantor]* or any of [its/their] subsidiary undertakin

s may, at the option of the Issuer be held by or

may be surrendered to

ether with all unmatured Receipts and Coupons and all unexchan

ed Talons attached to them to

a Payin

ent for cancellation, but may not be resold and when held by the Issuer [, the Guarantor]* or any of [its/their]

respective subsidiary undertakin

s shall not entitle the holder to vote at any meetin

of Instrumentholders and shall not

be deemed to be outstandin

for the purposes of calculatin

quorums at meetin

s of Instrumentholders or for the

oses of Condition 11.

6 Payments and Talons

6.1 Pa

ments

Payments of principal and interest in respect of Instruments will, subject as mentioned below, be made a

ainst

presentation and surrender of the relevant Receipts (in the case of payments of Instalment Amounts other than on the

due date for redemption and provided that the Receipt is presented for payment to

ether with its relative Instrument),

Instruments (in the case of all other payments of principal and, in the case of interest, as specified in Condition 6.5.6) or

Coupons (in the case of interest, save as specified in Condition 6.5.6), as the case may be, at the specified office of any

Payin

ent outside the United States by a cheque payable in the currency in which such payment is due drawn on, or,

at the option of the holder, by transfer to an account denominated in that currency with, a bank in the principal financial

centre for that currency;