Publication of Documents Incorporated by Reference

Not for release, publication or distribution in whole or in part, directly or indirectly, in or into the United States of America.

Publication of Documents Incorporated by Reference

The following documents, which are incorporated by reference in a prospectus which has been approved by the UK Listing Authority on 13 October 2014 and published by Heathrow Finance plc in connection with the issue of £250 million 5.75 per cent. Senior Secured Notes due 2025, are available for viewing:

· Audited annual consolidated financial statements of Heathrow Finance plc for the financial year ended December 2012 (pages 23 - 74 inclusive).

· Audited annual consolidated financial statements of Heathrow Finance plc for the financial year ended December 2013 (pages 21 - 75 inclusive).

· Unaudited consolidated financial statements of Heathrow Finance plc for the six months ended 30 June 2014 (all pages).

· Common Terms Agreement dated 18 August 2008 between, among others, the Senior Borrower Group and Heathrow Funding Limited (all pages).

· Intercreditor Agreement dated 26 October 2010 between, amongst others, Heathrow Finance plc and the Trustee (all pages).

· Master Definitions Agreement entered into in connection with the Common Terms Agreement and dated 18 August 2008, as amended and as in effect on the date of the Trust Deed (all pages).

Terms not defined herein shall have the meaning given to them in the prospectus.

These documents are available to view on the Heathrow website at:

http://www.heathrowairport.com/about-us/global/financial-information

For further information, please contact

Heathrow

Andrew Efiong, Director of Treasury +44 (0) 20 8745 2742

This announcement does not contain or constitute an offer to sell or issue or a solicitation of an offer to buy or subscribe for, securities to any person in Australia, Canada, Japan or the United States or in any jurisdiction in which such offer or solicitation is unlawful prior to registration or qualification under the relevant securities laws of any such jurisdiction and is not intended to provide the basis for any credit or other evaluation of the securities.

The Notes may not be offered or sold in the United States or to, or for the account or benefit of U.S. Persons (as defined in Regulation S under the Securities Act) absent registration or exemption from registration under the U.S. Securities Act of 1933, as amended (the "Securities Act"). In particular, the Notes have not been, and will not be, registered under the Securities Act, and may not be offered, sold, resold, transferred, delivered or distributed, directly or indirectly directly or indirectly within the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state or local securities laws. Unless an exemption under the relevant securities laws is applicable, the Notes may not be offered, sold, resold, transferred, delivered or distributed, directly or indirectly, in or into Australia, Canada, or Japan, or to, or for the account or benefit of, any national, resident or citizen of Australia, Canada, or Japan, or any other jurisdiction if to do so would breach any applicable law, or require registration thereof in such jurisdiction. No public offering of the Notes is being made in the United States. In addition, any relevant securities registration or other clearances under the applicable securities laws have not been and will not be made or obtained with or from the relevant authorities in Australia, Canada, Japan or any other jurisdiction except the United Kingdom.

This communication is not being distributed to or directed at persons other than persons whose ordinary activities involve them in acquiring, holding, managing or disposing of investments (as principal or agent) for the purposes of their businesses or who it is reasonable to expect will acquire, hold, manage or dispose of investments (as principal or agent) for the purposes of their businesses where the issue of the Notes would otherwise constitute a contravention of section 19 of the Financial Services and Markets Act 2000 ("FSMA") by us. In addition, no person may communicate or cause to be communicated any invitation or inducement to engage in investment activity (within the meaning of section 21 of FSMA) received by it in connection with the issue or sale of the Notes other than in circumstances in which section 21(1) of FSMA does not apply to us.

This announcement is not a prospectus but constitutes an advertisement in respect of the Notes for the purposes of the United Kingdom Financial Conduct Authority's ("UKLA") prospectus rules. The Prospectus has been made available to the public in accordance with EU Directive 2003/71/EC (the "Prospectus Directive") and/or Part VI of FSMA. Investors should not subscribe for any Notes referred to herein except on the basis of information contained in the Prospectus.