Vesteda Residential Funding II B.V.

Vesteda Residential Funding II B.V.

Notice from Stichting Security Trustee Vesteda Residential Funding II to the holders of:

the Class A3 Secured Floating Rate Notes 2005 due 2017 with ISIN XS0224130822;

the Class A4 Secured Floating Rate Notes 2005 due 2017 with ISIN XS0224131473;

the Class A5 Secured Floating Rate Notes 2007 due 2017 with ISIN XS0295844947;

the Class A6 Secured Floating Rate Notes 2008 due 2017 with ISIN XS0376179031; and

the Class A7 Secured Floating Rate Notes 2010 due 2017 with ISIN XS0501094964

of Vesteda Residential Funding II B.V. (together the "Relevant Notes")

 

of the proposed amendments to the Trust Deed and Paying Agency Agreement dated on or about 18 July 2005 as most recently amended and restated on 16 April 2010, the Secured Loan Agreement, the Security Agreement and the Master Definitions Agreement dated on or about 18 July 2005 as most recently amended and restated as of 2 February 2012, the Bank Account and Cash Management Agreement dated on or about 18 July 2005 as most recently amended and restated on or about 30 January 2012, the Liquidity Facility Agreement dated on or about 15 July 2008 as most recently amended and restated on or about 30 January 2012 and the execution of certain new documents.

Stichting Security Trustee Vesteda Residential Funding II announces the execution of the 2012 Issuance Master Amendment and Restatement Agreement and the proposal to amend the Secured Loan Agreement, the Security Agreement, the Trust Deed, the Paying Agency Agreement, the Master Definitions Agreement, the Bank Account and Cash Management Agreement each as referred to above (the " Existing Documents") and the execution of the following new documents: the 2012 Supplemental Hedging Agreement the Class A8 Note Subscription Agreement,   the 2012 Supplemental Issuer Pledge Agreement, the Listing Agreement and the Listing Agency Agreement (the " New Documents"), enabling Vesteda Residential Funding II B.V. to issue new Class A8 Secured Floating Rate Notes 2012 due 2017.

The proposed amendments to the Existing documents and the New Documents will take effect on 20 April 2012, in accordance with Condition 14(b) of the Conditions, Clause 12.1 of the Trust Deed and Clause 18 of the Security Agreement. Copies of the amended Existing Documents and the New Documents are available for review at the office of the Security Trustee.

In the opinion of the Security Trustee the amendments to the Existing Documents and the entering into of the New Documents are not materially prejudicial to the interests of the holders of the Relevant Notes and have no adverse effect on the current ratings of the Relevant Notes.

Date: 18 April 2012

On behalf of Stichting Security Trustee Vesteda Residential Funding II,                                          

 

Amsterdamsch Trustee's Kantoor B.V.

Director

Fred. Roeskestraat 123

1076 EE Amsterdam

The Netherlands

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