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ENGLISH SECURITISATION PARTNER JOINS MAYER, BROWN, ROWE & MAW LLP FINANCE TEAM

Richard Ambery, the former co-head of securitisation at Dechert in London is joining the Mayer, Brown, Rowe & Maw LLP Finance team from 22 April 2003. He brings with him assistant Mark Thomas.

Richard, who had previously worked under Robert Palache at Clifford Chance prior to joining Dechert, has wide ranging experience across the full spectrum of products within the securitisation industry. While at Dechert, where he was responsible for the initiation and the building of the firm's securitisation team, he has specialised in mortgage backed and property related structured finance products. Mark Thomas has worked extensively with Richard in developing these areas.
The arrival of Richard and Mark brings the London based securitisation team at MBR&M LLP to 4 partners and 10 fee-earners in addition to the large number of lawyers from other practice areas (such as tax and real estate) who work with the team on a daily basis. In addition to its well-known conduit work, the team also serves clients on a range of term transactions in areas such as CDOs and emerging markets and property-based transactions. Last year was a very successful one for the team, including representing the originator in what is believed to be the largest auto lease securitisation in the UK to date.
Richard Ambery said "I am excited at the prospect of becoming a key partner in the securitisation team with MBR&M LLP in London.

As a result of the practice's
pre-eminent reputation in securitisation in the U.S. and its full service capabilities in London, the team has already made great strides in London and the rest of Europe. I look forward to being able to assist in accelerating that progress".
Ian Coles, Head of the Finance Group said, "Richard will be a real boost to our leading securitisation practice and we are delighted to welcome him to the London office. His particular expertise in mortgage backed products will add a new dimension to our capabilities. We are confident that we will continue to attract further lawyers of Richard's calibre to the group. Attracting top-level partners like Richard is a testament to the continuing success of the Finance group and the Combination as a whole".

Mayer, Brown, Rowe & Maw LLP represents DZ BANK AG in new securitisation programme

30th January 2004 - The pan-European securitisation team of Mayer, Brown, Rowe & Maw LLP, led by Frankfurt partner, Joerg Wulfken and London partner, Kevin Hawken, represented DZ BANK AG in the structuring and documentation of a new asset-backed commercial paper programme for issuances of notes in both US and European markets and includes securities arbitrage and alternative liquidity features.

The new programme allows for the securitisation of DZ BANK AG's own as well as customers’ receivables by way of either “true sale” or synthetic securitisation. The two purchasing vehicles located in Ireland and Jersey fund themselves through issuing companies located in Delaware and Ireland in the US and Euro commercial paper markets respectively.

Jerry Marlatt of Clifford Chance, New York acted for the dealers. The MBR&M team also included tax partner Dr Ingo Kleutgens and assistants Antje Gunther and Ela Zakaim.

The European securitisation team has extensive experience of all the major asset classes and structure types. In 2003 alone, the aggregate value of European transactions on which the team worked, and the documented programme capacity of conduits set up, supplemented, restructured, etc. by the team, exceeded US$49.4 billion. This latest deal completes a stellar year for Mayer, Brown, Rowe & Maw's securitisation team with new client wins such as ABN-AMRO and Lloyds TSB.

Advises on Egg Banking PLC's £500 Million Credit Card Securitisation

18 May 2004 The finance practice of Mayer, Brown, Rowe & Maw LLP advised Banc of
America Securities and Credit Suisse First Boston, as joint lead
arrangers, in connection with the £500 million plus securitisation of
present and future credit card receivables originated by Egg Banking
PLC. The deal closed on 14th May, 2004. Pillar Funding 2004-1 offered
three classes of US dollar and pound sterling Notes pursuant to Rule
144A and Regulation S in the United States and in Europe. All classes
of Notes were listed on the London Stock Exchange. The strength of
the transaction is demonstrated by its having been three times
oversubscribed. The deal follows Pillar Funding 2003-1 and Pillar
Funding 2002-1 for £500 million each. Egg is 79 percent owned by
Britain's second largest insurer, Prudential Plc, although Prudential
has recently announced that it may sell its entire shareholding in
Egg. Partner Drew Salvest commented: "This deal was particularly
interesting in that it represented Egg's first foray into the US
markets, which seems to have served to boost interest in the deal,
which was substantially oversubscribed. It has been rewarding to be
involved in Egg's third public securitisation and its other recent
private financings." The Mayer, Brown, Rowe & Maw LLP team advising
Banc of America Securities and Credit Suisse First Boston was led by
partner Drew Salvest, assisted by Bruce Bloomingdale and Stephen Day.
Egg Banking PLC was advised by Laura Stuart of Clifford Chance.

Mayer Brown Rowe & Maw Advises ABN Amro on North Sea Funding Programme

15 July 2004 Mayer, Brown, Rowe & Maw LLP's finance practice advised ABN AMRO Bank N.V. in structuring and documenting its new securities arbitrage conduit, North Sea Funding. The deal closed on 2 July 2004.

The sophisticated conduit combines asset backed commercial paper (ABCP) and collateralised debt obligation (CDO) technology and permits funding flexibility through extendible ABCP notes and MTNs issued in the US and European markets, repos and senior/subordinated notes. By extending the Dutch bank's already significant asset-backed commercial paper capabilities into securities arbitrage, North Sea Funding also provides a new platform to finance customer investments in asset-backed securities and other financial assets. The conduit documentation contains provisions structured to permit off-balance sheet treatment under IAS and US GAAP, although those features have not yet been activated. Partner Mark Nicolaides commented: "We are delighted to have assisted ABN AMRO Bank on this important European mandate. The transaction reflects our special expertise in conduit technology and regulatory issues and is a logical progression in our preferred provider relationship with ABN AMRO in both North America and Latin America. We expect to see many more banks either setting up new conduits or adopting existing ones to incorporate features more responsive to the recent changes in accounting and regulatory capital rules." The Mayer, Brown, Rowe & Maw LLP team advising ABN AMRO was led by partner Mark Nicolaides, assisted by Bruce Bloomingdale, Ela Zakaim and Kate Eades. The dealers were advised by Bob Walder of Seward & Kissel LLP.

Mayer, Brown, Rowe & Maw LLP's Frankfurt securitisation practice has advised a syndicate of banks led by ABN AMRO Bank N.V. on the securitisation of Euro 1.25 billion German auto loan receivables originated by Volkswagen Bank through the German-based securitization SPV Driver One GmbH. This landmark transaction which closed at the end of November and was rated triple A by Moody's and Fitch, is the first German auto loan securitisation of Volkswagen Bank and the first German true sale securitisation making use of True Sale Initiative's securitisation platform which was established by 13 banks and True Sale International GmbH (TSI). The Driver One transaction was also the first groundbreaking German consumer loan securitization launched following the decision of the Frankfurt Court of Appeals of 25 May, 2004. The Court held that the transfer of consumer debt could be illegal in the event of non-compliance with banking secrecy obligations. To comply with these unwritten banking secrecy rules, data protection and regulator guidelines the structure of this transaction provides that servicing is continued by the lending bank and that a neutral data trustee will ensure compliance with German data protection and banking secrecy requirements. The objective of TSI is to implement the standard "ABS made in Germany" and to boost the German capital markets. The TSI securitisation infrastructure consists of an insolvency-remote securitisation platform, which can be used by all interested banks, including banks not participating in True Sale International. The Mayer, Brown, Rowe & Maw team advising the syndicate of banks was led by finance partners Ralf Hesdahl (Frankfurt), Stuart Litwin (Chicago) and Ingo Kleutgens (Frankfurt).

Leading capital markets expert strengthens team in Frankfurt as international firm sees further growth Frankfurt am Main, 24 November 2004 -Capital markets expert Peter Nägele will join Mayer, Brown, Rowe & Maw LLP as a partner on 1 January 2005. Peter Nägele was previously a partner at Clifford Chance. He is well-known for advising large companies and banks in relation to complex commercial transactions and has advised Deutsche Telekom, Siemens and Fraport, amongst others, on Initial Public Offerings (IPOs). Reinhart Lange, Managing Partner of Mayer, Brown, Rowe & Maw in Germany, commented: "The announcement that Peter Nägele joins us as a partner is a great step forward and develops our highly rated team further, which is in line with our strategy to continue to build up this practice. I am delighted that he has chosen to come to us. Peter's wide ranging experience as an advisor to the business world will be of great value to our clients. Our aim is to become one of the best law firms in Germany." With over 70 lawyers in Germany and over 1,300 worldwide, Mayer, Brown, Rowe & Maw is one of the top ten law firms in the world. The international practice advises and represents clients in all relevant areas of law. Along with seven offices in the USA and two representative offices in Asia the firm has offices in Brussels, Frankfurt, Cologne, London, Manchester and Paris. The number of lawyers in Germany has more than doubled in the last three years. Jason Kravitt and Mark Wojciechowski, Global Heads of Mayer, Brown, Rowe & Maw's Banking and Finance Department, added: "We welcome the enormous depth and breadth of experience which Peter Nägele brings to our practice at this dynamic stage of its development." After his legal training in Frankfurt and a stage at the Max-Planck Institute, Peter Nägele was admitted in Frankfurt in 1987. He then worked for Gibson, Dunn & Crutcher in New York and qualified as an Attorney at Law in New York in 1988. At the end of 1988, he joined Pünder, Volhard, Weber & Axster where he became partner in 1991 and a member of the management team in 1998. After the merger of Pünder, Volhard, Weber & Axster with Clifford Chance and Rogers & Wells in 2000, where until the end of 2002 he was co-managing partner for continental Europe and a member of the global executive group of Clifford Chance. Peter Nägele said: "Very few law firms enjoy the type of profile with clients that Mayer, Brown, Rowe & Maw has on both sides of the Atlantic. A significant factor behind this is not only the quality of its lawyers but also the commitment of the whole firm to invest in building long term relationships with its clients. This strategy benefits its clients in Germany equally. I am delighted to become part of a successful team which places the interests of its clients as its first priority."

The promotions become effective on 1 January, 2005. - These London appointments cover five core practice areas including: Bruce Bloomingdale (Finance - See brief biography below) Bruce Bloomingdale qualified in 1997 and joined Mayer, Brown, Rowe & Maw in Chicago before moving to Mayer, Brown, Rowe & Maw?s London office in 2001. His practice is primarily focused on structuring commercial paper conduits and other securitisation vehicles. He regularly acts for financial institutions and companies in connection with securitisation transactions involving various asset classes, including trade receivables, automobile loan and lease receivables, credit card receivables and consumer loan receivables. Most recently he was instructed by J.P. Morgan Securities Ltd. in connection with a pan-European trade receivables securitisation, advised Deutsche Bank AG in connection with a German consumer auto loan transaction and acted for ABN AMRO Bank N.V. in connection with the establishment of an arbitrage conduit programme. In addition, he also actively engages in advising clients on issues surrounding IAS 39. He is also a US qualified Certified Public Accountant. The other five were James Dodsworth (Real Estate), Louise Hobbs (Employment), Tim Nosworthy (Corporate), Michael Wallin (Corporate) and Stephen Woodward (Litigation & Dispute Resolution).

Mayer Brown Rowe & Maw Advises ABN Amro on North Sea Funding Programme 15 July 2004 Mayer, Brown, Rowe & Maw LLP's finance practice advised ABN AMRO Bank N.V. in structuring and documenting its new securities arbitrage conduit, North Sea Funding. The deal closed on 2 July 2004. The sophisticated conduit combines asset backed commercial paper (ABCP) and collateralised debt obligation (CDO) technology and permits funding flexibility through extendible ABCP notes and MTNs issued in the US and European markets, repos and senior/subordinated notes. By extending the Dutch bank's already significant asset-backed commercial paper capabilities into securities arbitrage, North Sea Funding also provides a new platform to finance customer investments in asset-backed securities and other financial assets. The conduit documentation contains provisions structured to permit off-balance sheet treatment under IAS and US GAAP, although those features have not yet been activated. Partner Mark Nicolaides commented: ""We are delighted to have assisted ABN AMRO Bank on this important European mandate. The transaction reflects our special expertise in conduit technology and regulatory issues and is a logical progression in our preferred provider relationship with ABN AMRO in both North America and Latin America. We expect to see many more banks either setting up new conduits or adopting existing ones to incorporate features more responsive to the recent changes in accounting and regulatory capital rules."" The Mayer, Brown, Rowe & Maw LLP team advising ABN AMRO was led by partner Mark Nicolaides, assisted by Bruce Bloomingdale, Ela Zakaim and Kate Eades. The dealers were advised by Bob Walder of Seward & Kissel LLP.