FORM 6-K

                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549


                            Report of Foreign Issuer

                      Pursuant to Rule 13a-16 or 15d-16 of

                         Securities Exchange Act of 1934

                           For the month of June 2004

                           HOLMES FINANCING (No 5) PLC
                             HOLMES FUNDING LIMITED
                             HOLMES TRUSTEES LIMITED

                 (Translation of registrant's name into English)
                 Abbey National House, 2 Triton Square, Regent's
                         Place, London NW1 3AN, England
                    (Address of principal executive offices)


         Indicate by check mark whether the registrant files or will file annual
reports under cover Form 20-F or Form 40-F.

              Form 20-F ...X...                 Form 40-F .......

         Indicate by check mark whether the registrant by furnishing the
information contained in this Form is also thereby furnishing the information to
the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of
1934.

              Yes .......                       No ...X...



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                           HOLMES FINANCING (NO.5) PLC

                  CERTIFICATE RELATING TO FINANCIAL INFORMATION
                   PURSUANT TO SECTION 13(H) OF THE TRUST DEED

         Pursuant to Section 13(H) of the Fifth Issuer Trust Deed, dated as of
November 8, 2001 between Holmes Financing (No.5) plc (the `Fifth Issuer') and
the Chase Manhattan Bank, London Branch, as note trustee (the `Note Trustee'),
the undersigned officers of the Fifth Issuer, David Green and Martin McDermott,
hereby certify, to the best of their knowledge and belief, that:

         (1)      as at April 30, 2004, there did not exist and had not existed
                  since the date of the most recent officers' certificate
                  provided to the Note Trustee pursuant to Section 13(H) of the
                  Fifth Issuer Trust Deed, or since November 8, 2001 if no such
                  certificate has previously been provided, any Note Event of
                  Default (as defined in the Fifth Issuer Trust Deed) and
         (2)      during the period from and including the certification date of
                  the most recent officers' certificate provided to the Note
                  Trustee pursuant to Section 13(H) of the Fifth Issuer Trust
                  Deed, or since November 8, 2001 if no such certificate has
                  previously been provided, to and including the date of this
                  certificate, to the best of their knowledge and belief, the
                  Fifth Issuer has complied with all its obligations contained
                  in these presents and each of the Transaction Documents (as
                  defined in the Fifth Issuer Trust Deed) to which it is a
                  party.

                                          Dated as of the 30th day of April 2004

                                          By /s/ David Green
                                          ----------------------------------
                                                   David Green
                                                   Director





                                          By /s/ Martin McDermott
                                          ----------------------------------
                                                   Martin McDermott
                                                   Director




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                                   SIGNATURES

         Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.

                                                     HOLMES FINANCING (No 5) PLC



         Dated: 25 June, 2004                        By /s/ Martin McDermott
                                                     (Authorised Signatory)