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BOWNE INTEGRATED TYPESETTING SYSTEM

CRC: 51090

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: 64

Description: EXH 2(B).7.1

0/2818.00.00.00Y59930BNY

[E/O] EDGAR 2 *Y59930/818/2*

BOWNE INTEGRATED TYPESETTING SYSTEM

CRC: 51090

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: 64

Description: EXH 2(B).7.1

0/2818.00.00.00Y59930BNY

[E/O] EDGAR 2 *Y59930/818/2*

PLAN OF DISTRIBUTION

Summary of Agreement

Subject to the terms and on the conditions contained in an Amended and Restated Dealer A

reement dated 26 February 2008

(as amended or supplemented from time to time) between the Issuers, the Guarantor, the Permanent Dealers and the Arran

(the “Dealer Agreement”), the Instruments will be offered on a continuous basis by each of the Issuers to the Permanent

Dealers. However, each of the Issuers has reserved the ri

ht to issue Instruments directly on its own behalf to dealers which

are not Permanent Dealers. The Instruments may also be issued by each of the Issuers throu

h the Dealers, actin

as a

ents

of the relevant Issuer. The Dealer A

reement also provides for Instruments to be issued in syndicated Tranches which are

jointly and severally underwritten by two or more Dealers. The commissions in respect of an issue of Instruments on a

syndicated basis will be stated in the relevant Final Terms. Each of the Issuers has a

reed to indemnify the Dealers a

ainst

certain liabilities in connection with the offer and sale of the Instruments.

Selling Restrictions

United States

The Instruments have not been and will not be re

istered under the United States Securities Act of 1933 as amended (the

“Securities Act”) and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons

except in certain transactions exempt from the re

istration requirements of the Securities Act. Terms used in this para

raph

have the meanings given to them by Regulation S under the Securities Act.

Instruments in bearer form havin

a maturity of more than one year are subject to U.S. tax law requirements and may not be

offered, sold or delivered within the United States or its possessions or to a U.S. person, except in certain transactions

permitted by U.S. tax re

ulations. Terms used in this para

raph have the meanin

iven to them by the U.S. Internal Revenue

Code and regulations under it.

Each Dealer has a

reed that, except as permitted by the Dealer A

reement, it will not offer, sell or deliver the Instruments of

any identifiable Tranche, (i) as part of their distribution at any time or (ii) otherwise until 40 days after completion of the

distribution of such Tranche as determined, and certified to the relevant Issuer, by the Issuin

and Payin

ent, or in the case

of Instruments issued on a syndicated basis, the Arran

er, within the United States or to, or for the account or benefit of, U.S.

persons, and it will have sent to each dealer to which it sells Instruments durin

the distribution compliance period a

confirmation or other notice settin

forth the restrictions on offers and sales of the Instruments within the United States or to, or

for the account or benefit of, U.S. persons.

In addition, until 40 days after the commencement of the offerin

, an offer or sale of Instruments within the United States by any

dealer (whether or not participating in the offering) may violate the registration requirements of the Securities Act.

Public Offer Selling Restriction Under the Prospectus Directive

In relation to each Member State of the European Economic Area which has implemented the Prospectus Directive (each, a

“Relevant Member State”), each Dealer has represented and a

reed that, with effect from and includin

the date on which the

Prospectus Directive is implemented in that Relevant Member State (the “Relevant Implementation Date”) it has not made

and will not make an offer of Instruments which are the subject of the offerin

contemplated by this Prospectus as completed by

the final terms in relation thereto to the public in that Relevant Member State except that it may, with effect from and includin

the Relevant Implementation Date, make an offer of such Instruments to the public in that Relevant Member State: