Associated British Ports first to move bond benchmark from LIBOR to SONIA

This Amended and Restated Final Terms amends and restates the Final Terms dated 23 May 2013 (the “Original Final Terms”), under which the Notes described herein (the “Notes”) were issued, and records the final terms of the Notes (as amended by the Supplemental Note Trust Deed) and is supplemental to, and should be read in conjunction with, the Base Prospectus dated 22 May 2013 (the “2013 Prospectus”), save in respect of the Conditions which are extracted from the Prospectus dated 25 November 2011 (the “2011 Prospectus” and, together with the 2013 Prospectus, the “Prospectuses”) issued in relation to the £5,000,000,000 Multicurrency Programme for the Issuance of Notes of ABP Finance Plc (the “Issuer”). Terms defined in the 2011 Prospectus have the same meaning in this Amended and Restated Final Terms. The Notes were originally issued on the terms of the Original Final Terms read together with the Prospectuses and the terms and conditions are now as set out herein.