Completion of Capital Agreement

Newcastle Building Society - Completion of Capital Agreement

On 15 April 2010, Newcastle Building Society (the "Society") announced that it had reached an agreement with holders of certain classes of the Society's existing subordinated debt and permanent interest bearing shares which would lead to a material strengthening of the Society's capital position (the "Capital Agreement").

The Society announces that, following the passing of a resolution to approve the necessary amendments to the terms of the £11 million 6.375% fixed rate subordinated notes due 2015, completion of the Capital Agreement has now taken place.

As a result of the Capital Agreement, in addition to the £179 million of core tier 1 capital held by the Society as at 31 December 2009, the Society now also has £46 million of contingent core tier 1 capital (such contingent core tier 1 capital being equivalent to 2.2% of the Society's risk weighted assets). As at 31 December 2009, the Society had a core tier 1 capital ratio of 8.7% (up from 7.8% at the prior year end). The Capital Agreement has therefore further strengthened the Society's capital position, providing 2.2% of contingent core tier 1 capital in addition to the existing 8.7% core tier 1 capital ratio as at 31 December 2009.

For more information contact:

Newcastle Building Society

Notes:

·; The instruments subject to the Capital Agreement are:

- the £11 million 6.375% fixed rate subordinated notes due 2015 (ISIN: XS0227704037);

- the £25 million 6.19% fixed rate subordinated loan due 2017; and

- the £10 million 12% permanent interest bearing shares.

·; For more details on the Capital Agreement, please refer to the announcement made by the Society on 15 April 2010.

This announcement, including information included or incorporated by reference in this announcement, may contain "forward-looking statements" concerning the Society. Generally, the words "will", "may", "should", "could", "would", "can", "continue", "opportunity", "believes", "expects", "intends", "anticipates", "estimates" or similar expressions identify forward-looking statements. The forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from those expressed in the forward-looking statements. Many of these risks and uncertainties relate to factors that are beyond the Society's ability to control or estimate precisely, such as future market conditions and the behaviours of other market participants, and therefore undue reliance should not be placed on such statements. The Society assumes no obligation and does not intend to update these forward-looking statements, except as required pursuant to applicable law.

This announcement is only being distributed to and is only directed at (i) investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order"); or (ii) to high net worth entities and other persons to whom it may lawfully be communicated, falling within Article 49(2)(a) of the Order; or (iii) persons falling with Article 43(2) of the Order (all such persons in (i), (ii) and (iii) above together being referred to as "relevant persons"). Any investment or investment activity to which this announcement relates is available only to relevant persons and will be engaged in only with relevant persons. This announcement must not be acted on or relied on by persons who are not relevant persons.