SSE PLC

Capital/Financing Update • Sep 12, 2011

Final Terms dated 12 September 2011

Scottish and Southern Energy plc Issue of £300,000,000 4.25 per cent. Notes due 2021 under the €5,000,000,000 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 Conditions set forth in the Prospectus dated 17 September 2010 and the supplemental Prospectus dated 7 September 2011 which together constitute a base prospectus for the purposes of the Prospectus Directive (Directive 2003/71/EC) (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 such Prospectus as so 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 so supplemented. The Prospectus and the supplemental Prospectus are available for viewing at

http://www.londonstockexchange.com/exchange/prices-and-news/news/market-news/marketnews-home.html.

1	Issuer:	Scottish and Southern Energy plc
$\boldsymbol{2}$	Series Number: (i)	$\overline{7}$
	Tranche Number: (ii)	1
3	Specified Currency or Currencies:	Pounds Sterling ("£")
4	Aggregate Nominal Amount of Notes:
	Series: (i)	£300,000,000
	Tranche: (ii)	£300,000,000
5	Issue Price:	99.071 per cent. of the Aggregate Nominal Amount
6	Specified Denominations: (i)	£100,000 and integral multiples of £1,000 in excess thereof up to and including £199,000. No Notes in definitive form will be issued with a denomination above £199,000.
	Calculation Amount: (ii)	£1,000
7	Issue Date: (i)	14 September 2011
	Interest Commencement Date: (ii)	Issue Date
8	Maturity Date:	14 September 2021
9	Interest Basis:	4.25 per cent. per annum Fixed Rate

(further particulars specified below)

1

10	Redemption/Payment Basis:	Redemption at par
11	Not Applicable Redemption/ .of Interest Change or Payment Basis:
12	Put/Call Options:	Applicable Change of Control Put SSE Restructuring Event Put (further particulars specified below)
13	Status of the Notes: (i)	Senior Unsecured
	Date Board approval for issuance of (ii) Notes obtained:	12 September 2011
14	Method of distribution:	Syndicated
PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE
15	Fixed Rate Note Provisions:	Applicable
	Rate of Interest: (i)	4.25 per cent. per annum payable annually in arrear
	Interest Payment Date(s): (ii)	14 September in each year, from and 2012, to 14 September and including including the Maturity Date
	Fixed Coupon Amount(s): (iii)	£42.50 per Calculation Amount
	Broken Amount(s): (iv)	Not Applicable
	Day Count Fraction: (v)	Actual/Actual-ICMA
	Determination Dates: (vi)	14 September in each year
	(vii) Other terms relating to the method of calculating interest for Fixed Rate Notes:	Not Applicable
16	Floating Rate Note Provisions:	Not Applicable
17	Zero Coupon Note Provisions:	Not Applicable
18	Index-Linked Interest Note/other variable- linked interest Note Provisions:	Not Applicable
19	Dual Currency Note Provisions:	Not Applicable
PROVISIONS RELATING TO REDEMPTION
20	Call Option:	Not Applicable
21	General Put Option:	Not Applicable

$\overline{2}$

23		Change of Control Put Option:	Applicable
	(i)	Redemption Control of Change method, if any, of Amount and calculation of such amount(s):	£1,000 per Calculation Amount
	(ii)	Put Period:	The period of 30 days beginning on and including the date on which a Put Event Notice is given in accordance with Condition 6(e)(v)
		(iii) Put Date:	The date which falls seven days after the last day of the Put Period
24		SSE Restructuring Event Put Option:	Applicable
	(i)	SSE Restructuring Event Redemption Amount and method, if any, of calculation of such amount(s):	£1,000 per Calculation Amount
	(ii)	Put Period:	The period of 30 days beginning on and including the date on which a Put Event Notice is given in accordance with Condition 6(e)(v)
		(iii) Put Date:	The date which falls seven days after the last day of the Put Period
25		Final Redemption Amount of each Note:	£1,000 per Calculation Amount
26		Early Redemption Amount:
	Early	Amount(s) per Redemption Calculation Amount payable on redemption for taxation reasons or on event of default or other early redemption and/or the method of calculating the same (if required or if different from that set out in the Conditions):	£1,000 per Calculation Amount

Not Applicable

GENERAL PROVISIONS APPLICABLE TO THE NOTES

Restructuring Event Put Option:

$22$

28 Form of Notes:

Indexation:

$27$

Bearer Notes

Not Applicable

Temporary Global Note exchangeable for a which is Global Note Permanent exchangeable for Definitive Notes in the limited circumstances specified in the Permanent Global Note

$\overline{3}$

30 Financial Centre(s) or other special provisions relating to payment dates:

New Global Note:

• Talons for future Coupons or Receipts to $31$ be attached to Definitive Notes (and dates on which such Talons mature):
• $32₂$ Details relating to Partly Paid Notes: amount of each payment comprising the Issue Price and date on which each payment is to be made and consequences (if any) of failure to pay, including any right of the Issuer to forfeit the Notes and interest due on late payment:
• Details relating to Instalment Notes: $33₁$ Instalment Amount of each instalment, date on which each payment is to be made:
• 34 renominalisation and Redenomination, reconventioning provisions:
• 35 Consolidation provisions:
• 36 Other final terms:
• DISTRIBUTION

29

(i) If syndicated, names of Managers: 37

Not Applicable

No

No

Not Applicable

Not Applicable -

Not Applicable

Not Applicable

Not Applicable

BNP Paribas

Not Applicable

Not Applicable

Joint Lead Managers BNP Paribas Lloyds TSB Bank plc Morgan Stanley & Co. International plc

Reg. S Compliance Category 2; TEFRA D

Co-Managers National Australia Bank Limited RBC Europe Limited

• (ii) Stabilising Manager(s) (if any):
• 38 If non-syndicated, name of Dealer:
• 39 U.S. Selling Restrictions:
• Additional selling restrictions: 40

PURPOSE OF FINAL TERMS

These Final Terms comprise the final terms required for issue and admission to trading on the London Stock Exchange plc's Regulated Market of the Notes described herein pursuant to the €5,000,000,000 Euro Medium Term Note Programme of the Issuer.

4

RESPONSIBILITY

The Issuer accepts responsibility for the information contained in these Final Terms.

Signed on behalf of the Issuer:

$\leftarrow$ $\overline{\mathcal{L}}$ By: Duly authorised

PART B - OTHER INFORMATION

$\overline{\mathbf{1}}$ LISTING

Admission to trading: $(i)$

Application has been made by the Issuer (or on its behalf) for the Notes to be admitted to trading on London Stock Exchange plc's Regulated Market with effect from 14 September 2011.

(ii) Estimate of total expenses related to admission to trading:

$\overline{2}$ RATINGS

Ratings:

£3,600

The Notes to be issued have been rated:

Moody's Investors Service Ltd.: A3

Standard & Poor's Credit Market Services Europe Limited: A-

Each of the rating agencies mentioned above is established in the European Union and has applied for registration under Regulation (EC) No. 1060/2009, although notification of the corresponding registration decision has not yet been provided by the relevant competent authority.

INTERESTS OF NATURAL AND LEGAL PERSONS INVOLVED IN THE ISSUE/OFFER $\overline{\mathbf{3}}$

Save as discussed in "Subscription and Sale", so far as the Issuer is aware, no person involved in the offer of the Notes has an interest material to the offer.

4 YIELD

Indication of yield:

4.367 per cent. per annum

The yield is calculated at the Issue Date on the basis of the Re-Offer Price. It is not an indication of future yield.

5 OPERATIONAL INFORMATION

ISIN Code:

Common Code:

XS0677073206

Any clearing system(s) other than Euroclear Bank S.A./N.V. and Clearstream Banking, société anonyme and the relevant identification number(s):

Not Applicable

067707320

Delivery:

Delivery against payment

Names and addresses of initial Paying Agent(s):

The Bank of New York Mellon, London Branch One Canada Square London E14 5AL

Names and addresses of additional Paying Agent(s) (if any):

Intended to be held in a manner which would allow Eurosystem eligibility:

No

Not Applicable

$\overline{7}$