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Announcement:

Moody's affirms Aa3 rating of UK social housing backed bonds issued by Haven Funding PLC following property substitution

Global Credit Research - 18 Jan 2011

GBP 273.3 million of bonds affected

London, 18 January 2011 -- Moody's Investors Service has today affirmed the outstanding ratings of the below referenced securities issued by Haven Funding PLC plc (amounts reflect initial outstandings):

GBP 329.4 million 8.125 % Secured Bonds due 2037, affirmed at Aa3

Our previous rating action was on 12 September 2000, where we assigned Aa3 ratings to the above referenced bonds, following a tap issue of GBP 75 million which was fungible with the previously outstanding GBP 254.4 million 8.125% Secured Bonds due 2037.

RATING RATIONALE

The key parameters in our analysis were the default probabilities of each social housing borrower during the term of the loans, which are driven by an assessment of, inter alia, each borrower's most recent financial statements. In addition, we assessed the quality of the properties securing those loans and derived a sustainable existing use value for each property portfolio. Using both parameters, we were able to derive an expected loss for each loan.

Metropolitan Housing Trust, a borrower representing 14.6% of the loan pool has completed a property substitution. During our review of the transaction, we updated our rating inputs for all loans in the portfolio, to the extent of the latest available information. The loss expectation for the loan pool remains within acceptable ranges for the current outstanding Aa3 rating.

However, the rating of the transaction may be affected in future by the changes to (i) the financial performance of the social housing provider borrowers, (ii) the composition of the properties securing each of the loans and/or (iii) the level of government support to the social housing sector.

BACKGROUND

The above referenced securities(the "Bonds") issued by Haven Funding PLC (the "Issuer") are backed by cashflows arising from a pool of currently ten loans advanced to UK social housing borrowers, with current balances varying between GBP 4.4 million and GBP 96 million. Other than the principal balance of each loan in the pool, the terms and conditions of the loans are substantially similar to each other. The loans are fixed rate and amortise at the same speed, beginning in March 2017. The loans will have fully amortised by September 2037. Loan cashflows are the principal source of funds by the Issuer to pay interest and principal due on the Bonds.

Each borrower has secured its loan in favour of the Issuer, by way of first-ranking registered mortgage charges over segregated portfolios of social housing properties. The number of property units within the portfolios range from 135 to over 3,000 separately lettable units, and comprise single rooms, flats and single family houses. Each borrower has additionally pledged assets in cash and/or securities rated A3 or above, to support its ongoing obligations to the Issuer, and which can be used in the event of a borrower payment interruption.

Under the terms of each loan, borrowers are able to withdraw surplus security from the property portfolios, or to substitute property units within the portfolios, provided that certain performance tests and other conditions have been met. Metropolitan Housing Trust, a borrower with GBP 40 million loan outstanding has completed a property substitution of approximately 11.3% of its previous portfolio of 1,800 property units.

During the substitution, 210 units were removed, and were substituted with 78 units. The units leaving the property portfolio consisted of 160 flats, 44 houses and 6 garages, located in the London metropolitan area, but outside the central boroughs of the city. The units entering the Metropolitan loan property portfolio consist of 63 rooms, 6 flats and 9 houses, with approximately half of the properties being located in central London, and the remaining half located within the wider London area.

Following the substitution, the aggregate net annual income arising from the portfolio will increase by approximately GBP 3,500, whereas annual gross income will decline by approximately GBP 140,000. The reason for the difference in gross and net incomes is that every property attracts a service charge regardless of its occupancy status, and the outgoing units had a higher vacancy rate compared with the incoming portfolio: 46% versus 23%, by number of units.

The principal methodology used in rating and monitoring this transaction was "Update on Moody's Real Estate Analysis for CMBS Transaction in EMEA" June 2005.

The updated assessment is a result of Moody's on-going surveillance of commercial mortgage backed securities transactions. The last Performance Overview for this transaction was published on 8 December 2010. Please see the ratings tab on the issuer / entity page on moodys.com for the last rating action and the ratings history.

In addition, Moody's publishes a weekly summary of structured finance credit, ratings and methodologies, available to all registered users of our website, at www.moodys.com/SFQuickCheck.

London
Kamini Pithia
Asst Vice President - Analyst
Structured Finance Group
Moody's Investors Service Ltd.
JOURNALISTS: 44 20 7772 5456
SUBSCRIBERS: 44 20 7772 5454

New York
Andrea M. Daniels
VP - Senior Credit Officer
Structured Finance Group
Moody's Investors Service
JOURNALISTS: 212-553-0376
SUBSCRIBERS: 212-553-1653

Moody's Investors Service Ltd.
One Canada Square
Canary Wharf
London E14 5FA
United Kingdom
JOURNALISTS: 44 20 7772 5456
SUBSCRIBERS: 44 20 7772 5454

Moody's affirms Aa3 rating of UK social housing backed bonds issued by Haven Funding PLC following property substitution
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