SANTANDER UK PLC

Capital/Financing Update • Mar 8, 2018

EXECUTION COPY

FINAL TERMS

7 March, 2018

PLEASE CAREFULLY READ THE PROSPECTUS AND THE RISK FACTORS IN THE PROSPECTUS. EACH INVESTOR SHOULD CONSULT ITS OWN FINANCIAL AND LEGAL ADVISORS ABOUT THE RISKS ASSOCIATED WITH AN INVESTMENT IN THE NOTES AND THE SUITABILITY OF AN INVESTMENT IN THE NOTES IN LIGHT OF THEIR PARTICULAR CIRCUMSTANCES.

PROHIBITION OF SALES TO EEA RETAIL INVESTORS - The Notes are not intended to be offered, sold or otherwise made available to and should not be offered, sold or otherwise made available to any retail investor in the European Economic Area ("EEA"). For these purposes, a retail investor means a person who is one (or more) of: (i) a retail client as defined in point (11) of Article 4(1) of Directive 2014/65/EU (as amended, "MiFID II"); or (ii) a customer within the meaning of Directive 2002/92/EC (as amended, the "Insurance Mediation Directive"), where that customer would not qualify as a professional client as defined in point (10) of Article 4(1) of MiFID II; or (iii) not a qualified investor as defined in the Prospectus Directive. Consequently no key information document required by Regulation (EU) No 1286/2014 (the "PRIIPs Regulation") for offering or selling the Notes or otherwise making them available to retail investors in the EEA has been prepared and therefore offering or selling the Notes or otherwise making them available to any retail investor in the EEA may be unlawful under the PRIIPs Regulation.

SANTANDER UK PLC

Issue of GBP 50,000,000 Floating Rate Senior Notes due 2020, Tranche 2 (the "Notes")

fungible with

the GBP 200,000,000 Floating Rate Senior Notes due 2020, Tranche 1 (the "Tranche 1 Notes")

together (the "Existing Notes")

under the €30,000,000,000 Euro Medium Term Note Programme

PART A - CONTRACTUAL TERMS

Terms used herein shall be deemed to be defined as such for the purposes of the Terms and Conditions (the "Conditions") set forth in the Prospectus dated 30 August, 2017 and the supplements to it dated 14 September, 2017, 26 October, 2017, 7 February, 2018 and 1 March 2018 which together constitute a base prospectus for the purposes of the Prospectus Directive. This document constitutes the Final Terms of the Notes described herein for the purposes of Article 5.4 of the Prospectus Directive and must be read in conjunction with the Prospectus, as supplemented. Full information on the Issuer and the offer of the Notes is only available on the basis of the combination of these Final Terms and the Prospectus, as supplemented. The Prospectus and the supplements to it have been published on the website http://www.santander.co.uk/uk/about-santander-uk/investorrelations.

1.1	Issuer:		Santander UK plc
2.	(i)	Series Number:	B-1481
	(ii)	Tranche Number:	2
	(iii)	Date on which the Notes will be consolidated and form a single Series:	The Notes will be consolidated and form a single series with the Tranche 1 Notes issued on 27 February 2018 and on exchange of the Series: Temporary Bearer Global Note for interests in the Permanent Bearer Global Note, as referred to in paragraph 22 below, which is expected to occur on or about 18 April 2018.
З.	Specified Currency or Currencies:		Pounds Sterling ("GBP")
4.	Nominal Amount:
	(i)	Tranche:	GBP 50,000,000
	(ii)	Series:	GBP 250,000,000
5.		Issue Price of Tranche:	100.004 per cent. of the Nominal Amount plus accrued interest from and including the Interest Commencement Date to but excluding the Issue Date amounting to GBP 11,378.49
6.	(i)	Specified Denominations:	GBP 100,000 and the integral multiples of GBP 1,000 in excess thereof up to and including GBP 199,000. No Notes in definitive form will be GBP a denomination above issued with 199,000.
	(ii)	Calculation Amount:	GBP 1,000
7.	(i)	Issue Date:	9 March, 2018
	(ii)	Interest Commencement Date (if different from the Issue Date):	27 February, 2018
8.		Maturity Date:	Interest Payment Date falling on or nearest to 27 February 2020

9.		Interest Basis:	3 month GBP LIBOR +0.25 per cent. Floating Rate
			(See paragraph 16 below)
10.		Redemption/Payment Basis:	Subject to any purchase and cancellation or early redemption, the Notes will be redeemed on the Maturity Date at 100 per cent. of their nominal amount
11.		Change of Interest Basis:	Not Applicable
12.	Put/Call Options:		Not Applicable
13.	(i)	Status of the Notes:	Senior
	(ii)	Date of Board approval for issuance of Notes obtained:	24 July 2017

PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE

14.	Fixed Rate Note Provisions		Not Applicable
15.	Fixed Rate Reset Note Provisions		Not applicable
16.	Floating Rate Note Provisions		Applicable
	(i)	Straight Floating Rate:	Applicable
	(ii)	Inverse Floating Rate:	Not Applicable
	(iii)	Leveraged Floating Rate:	Not Applicable
	(iv)	Leveraged Inverse Floating Rate:	Not Applicable
	(v)	Interest Period(s)/ Interest Payment Dates:	Interest will be payable quarterly in arrear on 27 February, 27 May, 27 August and 27 November in each year, commencing 27 May, 2018 up to and including the Maturity Date, in each case subject to adjustment in accordance with the Business Day Convention specified below.
	(v i )	Business Day Convention:	Modified Following Business Day Convention
	(vii)	Business Day(s):	London

	Additional Business Centre(s):		None
(viii)	Manner in which the Rate of Interest and Interest Amount is to be determined:		Screen Rate Determination
(ix)	Screen Rate Determination:		Applicable
	(A)	Reference Rate:	3 month GBP LIBOR
	(B)	Interest Determination Date(s):	The first day of each interest Period
	(C)	Relevant Screen Page:	Reuters Screen LIBOR01, or its successor page
	(D)	Interpolation for Stub Period:	Not Applicable
	(E)	Reference Currency:	GBP
	(F)	Relevant Centre:	Not Applicable
	(G)	Designated Maturity:	3 months
	(H)	Determination Time:	11.00 a.m. (London time)
	(1)	CMS Rate Fixing Centre(s):	Not Applicable
(x)		ISDA Determination:	Not Applicable
(xi)	Margin(s):		plus 0.25 per cent. per annum
(xii)	Minimum Rate of Interest:		Not Applicable
(xiii)	Maximum Rate of Interest:		Not Applicable
(xiv)	Day Count Fraction:		Actual/365 (Fixed), adjusted
(xv)	Determination Date(s):		Not Applicable
Zero Coupon/Discount Note Provisions			Not Applicable
Variable Interest Note Provisions			Not Applicable

$17.$

$18.$

Not Applicable Convertible Interest Basis Provisions: $19.$

PROVISIONS RELATING TO REDEMPTION

20.	Issuer Call	Not Applicable
21.	Regulatory Capital Event Call	Not Applicable
22.	Investor Put	Not Applicable
23.	Loss Absorption Disqualification Event Call	Not Applicable
24.	Final Redemption Amount:	The outstanding aggregate nominal amount of Notes in GBP (if Notes are represented by a Global Note);
		GBP 1,000 per Calculation Amount (if Notes are in definitive form).

GENERAL PROVISIONS APPLICABLE TO THE NOTES

25.	Form of Notes:	Bearer Notes:
		Temporary Bearer Global Note exchangeable for a Permanent Bearer Global Note which is exchangeable for definitive Bearer Notes only upon an Exchange Event at the expense of the Issuer.
26.	New Global Note:	Yes
27.	Calculation Agent:	Citibank N.A.
		Global Agency and Trust 14 th Floor, Citigroup Centre Canada Square, Canary Wharf London E14 5LB
28.	Determination Agent:	Not Applicable
29.	U.S. Selling Restrictions:	Reg. S. Compliance Category 2; TEFRA D

Signed on behalf of the Issuer:

wight $\epsilon$ By $\ldots$ Duly authorised for and on behalf of the Issued

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PART B - OTHER INFORMATION

LISTING $\mathbf{1}$ .

(i)	Listing and Admission to trading:	Application has been made by the Issuer (or on its behalf) for the Notes to be admitted to trading on the London Stock Exchange's Regulated Market and listing on the Official List of the UK Listing Authority with effect on or about the Issue Date.
(i)	Estimate of total expenses related to admission to trading:	GBP 1,750.00

RATINGS $2.$

Ratings:

The Notes are expected to have the following ratings: $S & P:A$ Moody's: Aa3 Fitch: A

INTERESTS OF NATURAL AND LEGAL PERSONS INVOLVED IN THE ISSUE 3.

Save for any fees payable to the Dealer, no person involved in the issue of the Notes has an interest material to the offer. The Dealer and their affiliates have engaged, and may in the future engage, in investment banking and/or commercial banking transactions with, and may perform other services for, the Issuer and its affiliates in the ordinary course of business.

OPERATIONAL INFORMATION 4.

$\sf (i)$	ISIN Code:	XS1785305779
	Temporary ISIN until exchange of the Temporary Bearer Global Note for Permanent Bearer Global Note:	XS1789758205
(i)	Common Code:	178530577
	Temporary Common Code until exchange of the Temporary Bearer Global Note for Permanent Bearer

	Global Note:	178975820
(iii)	CUSIP Code:	Not Applicable
(iv)	Any clearing system(s) other than Euroclear Bank S.A./N.V. and Clearstream Banking, S.A. and the relevant identification number(s):	Not Applicable
(v)	Delivery:	Delivery against payment
(v i )	Names and addresses of additional Paying Agent(s) (if any).	Not Applicable