AE24 Hsbc Bk. 24

    Holmes Financing (No.5) Plc

Please find the attached CALL notice. The outstanding balances for these issues
will therefore be ZERO.

                      HOLMES FINANCING (NO.5) PLC
                            2 Triton Square
                            Regent's Place
                            London NW1 3AN
                       (registered no. 4258785)

                         Notice of Redemption

GBP 500,000,000 Series 3 Class A2 Asset Backed Floating Rate Fifth Issuer Notes
                  due July 2040 (ISIN: XS0137887070)
EUR 53,000,000 Series 3 Class B Asset Backed Floating Rate Fifth Issuer Notes
                  due July 2040 (ISIN: XS0137887583)
EUR 76,000,000 Series 3 Class C Asset Backed Floating Rate Fifth Issuer Notes
                  due July 2040 (ISIN: XS0137888045)

             (together the "Series 3 Fifth Issuer Notes")

NOTICE IS HEREBY GIVEN to the holders of Series 3 Fifth Issuer Notes that,
pursuant to Condition 5(D)(i) of the Series 3 Fifth Issuer Notes, Holmes
Financing (No.5) PLC (the "Fifth Issuer") will redeem all of the Series 5 Fifth
Issuer Notes at their Principal Amount Outstanding together with any accrued
interest thereon on 16 October 2006.

The Fifth Issuer has provided to JPMorgan Chase Bank, N.A., London Branch
(formerly The Chase Manhattan Bank, London Branch), as Note Trustee a
certificate of two of its directors to the effect that it will have the
necessary funds on the redemption date, not subject to the interest of any other
person, required to redeem the Series 3 Fifth Issuer Notes and to discharge any
amounts required to be paid in priority to or pari passu with the Series 3 Fifth
Issuer Notes.

Capitalised terms in this notice shall, except where the context otherwise
requires and save where otherwise defined in this notice, bear the meanings
given to them in the Fifth Issuer Trust Deed dated 8 November 2001 between
Holmes Financing (No.5) PLC and JPMorgan Chase Bank, N.A., London Branch
(formerly The Chase Manhattan Bank, London Branch) constituting the Series 3
Fifth Issuer Notes and the Fifth Issuer Master Definitions and Construction
Schedule, signed for the purposes of identification by Allen & Overy and
Slaughter and May on 8 November 2001 (as the same has been amended, varied or
supplemented from time to time), as the case may be.

GIVEN for and on behalf of the Fifth Issuer on 14 September 2006.

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