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Rating Action:


20 Nov 2001

GBP 350 Million of Debt Securities Affected.

London, 20 November 2001 -- Moody's Investors Service has assigned definitive long term credit ratings to the following classes of Notes issued by Southern Pacific Securities C plc:

- Aaa to the GBP 301,530,000 Class A FRN with Class A Ordinary Coupons due October 2039;

- A1 to the GBP 28,350,000 Class M FRN with Class M Ordinary Coupons due October 2039;

- Baa2 to the GBP 20,120,000 Class B FRN with Class B Ordinary Coupons due October 2039; and

- Aaa to the Class A Detachable Coupons due October 2004.

Moody's assigned prospective ratings to these Notes on 22nd October 2001.

This transaction represents the second securitisation of non-conforming and impaired credit loans originated by Southern Pacific Mortgage Limited and Southern Pacific Personal Loans Limited. The ratings of the Class A, Class M and Class B Notes (together "the Notes") are primarily based on an assessment of: (1) An analysis of the first and subsequent ranking residential mortgage loans backing the Notes; (2) The protection that the Notes receive from credit enhancement against defaults and arrears in the pool; (3) The legal and structural integrity of the issue; (4) The liquidity facility provided by Barclays Bank PLC (Aa1, Prime-1); and (5) The role of Lehman Brothers Special Financing Inc. as basis swap rate provider.

The ratings of the Class A Notes, the Class M Notes and the Class B Notes (excluding, for avoidance of doubt, the Class A I/O Detachable Coupons) address the timely payment of interest, and ultimate payment of principal. Investors in the I/O do not receive any payments of principal, and will be paid interest at a rate of 2 per cent calculated on the outstanding balance of the Class A Notes. The rating of the I/O addresses the Issuer's ability to pay the interest due, but it does not address the size of the balance used to calculate such payments.

Moody's will monitor the transaction on an ongoing basis to ensure that it continues to perform in line with expectations, including checking all supporting ratings and conducting periodic servicing reports. Moody's Pre-Sale Report is available for this transaction. To obtain a copy either visit Moody's website at or contact Moody's London client service desk at +44-20-7772-5454.

Detlef Scholz
Managing Director
Structured Finance Group
Moody's Investors Service Ltd.
44 20 7772 5454

Lisa Macedo
Associate Analyst
Structured Finance Group
Moody's Investors Service Ltd.
44 20 7772 5454

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