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Green Lion III B.V.

The date of this notice is 23 May 2012


Green Lion III B.V. (the "Issuer")

A private limited liability company (besloten vennootschap met beperkte aansprakelijkheid) incorporated under the laws of the Netherlands having its corporate seat in Amsterdam, the Netherlands, and its registered office at Fred. Roeskestraat 123, 1076 EE Amsterdam, the Netherlands


euro1,469,200,000 Senior Class A1 Notes due August 2043

euro 1,469,200,000 Senior Class A2 Notes due August 2043

euro 1,469,200,000 Senior Class A3 Notes due August 2043

euro 117,500,000 Mezzanine Class B Notes due August 2043

euro 117,500,000 Mezzanine Class C Notes due August 2043

euro 117,500,000 Subordinated Class D Notes due August 2043


(together the Notes”)




Expansion of the Regulatory Call Option


Capitalised terms used in this notice shall bear the same meanings given to them in the Prospectus dated 5 October 2011 for Green Lion III B.V.

The Issuer hereby gives notice to all holders of the Notes of the occurrence of the following:


The Regulatory Call Option of the Seller has been expanded as of 23 May 2012. The Seller has the option to repurchase the Mortgage Receivables after a change being published and/or enforced in the Solvency II insurance supervision framework (Solvency II) or the Insurance Regulations applicable to Goudse Levensverzekeringen N.V. or a change in the manner in which Solvency II, or such Bank Regulations are interpreted or applied by any relevant competent international, European or national body which has the effect of adversely affecting the rate of return on capital of Goudse Levensverzekeringen N.V. or increasing its costs as a result of Goudse Levensverzekeringen N.V. being a party to its Participation Agreement with the Issuer.


The Issuer announces that the information specified above is "regulated information" for the purpose of article 5:25m of the Dutch Financial Supervision Act (Wet op het financieel toezicht).

Green Lion III B.V.


ATC Management B.V.


Fred. Roeskestraat 123

1076 EE Amsterdam

The Netherlands

Expansion of the regulatory call option
Private Wealth Services