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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 Washington D.C. 20549
 
 FORM 10-K
 
  þ
    
    ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the fiscal year ended: December 31, 2007
  o
    
    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For
the transition period 
to
 333-136826
    
    333-136826-01
    
    333-136826-02Commission file number
    
    Commission file number
    
    Commission file numberTurquoise Card Backed
    
    Turquoise Receivables
    
    TurquoiseSecurities plc
    
    Trustee Limited
    
    Funding 1 Limited(Issuing entity in respect of the Notes)
    
    (Receivables Trustee)
    
    (Depositor and Loan Note Issuing Entity)
 (Exact name of each Registrant as specified in its charter)England and Wales
    
    Jersey, Channel Islands
    
    Jersey, Channel Islands
 (State or other jurisdiction of incorporation or organization)c/o Wilmington Trust SP Services
    
    26 New Street
    
    26 New Street(London) Limited
    
    St. Helier, Jersey JE2 3RA
    
    St. Helier, Jersey JE2 3RATower 42 (Level 11),
    
    Channel Islands
    
    Channel Islands25 Old Broad Street
    
    +44 1534-814-814
    
    +44 1534-814-814London EC2N 1HQ+44 207-614-1111
  HSBC Bank plc
  I.R.S. Employer Identification No:N/A
    
    N/A
    
    N/A
 None
 None
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  Large accelerated filer o
    
    Accelerated filer o
    
    Non-accelerated filer   þ
(Do not check if a smaller reporting company)
    
    Smaller Reporting Company o
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TABLE OF CONTENTS
 PART IItem 1
    
    BusinessItem 1A
    
    Risk FactorsItem 1B
    
    Unresolved Staff CommentsItem 2
    
    PropertiesItem 3
    
    Legal ProceedingsItem 4
    
    Submission of Matters to a Vote of Security HoldersItem 1112(b) of Regulation AB: Significant Obligors of Pool Assets (Financial Information)Item 1114(b)(2) of Regulation AB: Credit Enhancement and Other Support, Except for Certain
Derivatives Instruments (Financial Information)Item 1115(b) of Regulation AB: Certain Derivatives Instruments (Financial Information)Item 1117 of Regulation AB: Legal ProceedingsPART IIItem 5
    
    Market for Registrants Common Equity, Related Stockholder Matters and Issuing Entity
Purchases of Equity SecuritiesItem 6
    
    Selected Financial DataItem 7
    
    Managements Discussion and Analysis of Financial Condition and Results of OperationItem 7A
    
    Quantitative and Qualitative Disclosures about Market RiskItem 8
    
    Financial Statements and Supplementary DataItem 9
    
    Changes in and Disagreements with Accountants on Accounting and Financial DisclosureItem 9A.
    
    Controls and ProceduresItem 9B.
    
    Other InformationPART IIIItem 10.
    
    Directors, Executive Officers and Corporate GovernanceItem 11.
    
    Executive CompensationItem 12.
    
    Security Ownership of Certain Beneficial Owners and Management and Related Stockholder
MattersItem 13.
    
    Certain Relationships and Related Transactions, and Director IndependenceItem 14.
    
    Principal Accounting Fees and ServicesItem 1119 of Regulation AB: Affiliations and Certain Relationships and Related TransactionsItem 1122 of Regulation AB: Compliance with Applicable Servicing CriteriaItem 1123 of Regulation AB: Servicer Compliance StatementPART IVItem 15.
    
    Exhibits, Financial Statement SchedulesEX-23.1EX-31.1EX-31.2EX-31.3EX-33.1EX-33.2EX-34.1EX-34.2EX-35.1EX-35.2
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PART I
 The following Items have been omitted in accordance with General Instruction J(1) to Form 10K:
 
  
  
 Item 1B. Unresolved Staff Comments.
  The following Items have been omitted in accordance with General Instruction J(1) to Form 10K:
 
  
  
  Substitute information provided in accordance with General Instruction J(2) to Form 10K:
 
 Item 1112(b) of Regulation AB: Significant Obligors of Pool Assets (Financial Information).
      
 Item 1114(b)(2) of Regulation AB: Credit Enhancement and Other Support, Except for Certain
Derivatives Instruments (Financial Information).
  
 Item 1115(b) of Regulation AB: Certain Derivatives Instruments (Financial Information).
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PART I
 Swap Counterparty
    
 Item 1117 of Regulation AB: Legal Proceedings.
  Industry Developments
 Interchange
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PART II
 The following Items have been omitted in accordance with General Instruction J(1) to Form 10K:
 
  
  
  
  
  
  
  
 Item 9B: Other Information.
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PART III
 
 Item 10. Directors, Executive Officers and Corporate Governance
  Turquoise Card Backed Securities plc
 Name
    
    Address
    
    Appointed
    
    Term of OfficeMark Filer
    
    Tower 42 (Level 11), 25 Old
    
    10 January 2006
    
    Open duration subject toBroad Street, London EC2N
    
    
    
    shareholders resolution1HQRuth Samson
    
    Tower 42 (Level 11), 25 Old
    
    10 January 2006
    
    Open duration subject toBroad Street, London EC2N
    
    
    
    shareholders resolution1HQSunil Masson
    
    Tower 42 (Level 11), 25 Old
    
    26 October 2007
    
    Open duration subject toBroad Street, London EC2N
    
    
    
    shareholders resolution1HQWilmington Trust SP
    
    Tower 42 (Level 11), 25 Old
    
    10 January 2006
    
    Open duration subject toServices (London) Limited
    
    Broad Street, London EC2N
    
    
    
    shareholders resolution1HQ
   Turquoise Funding 1 Limited
 Name
    
    Address
    
    Appointed
    
    Term of OfficeShane Michael Hollywood
    
    26 New Street, St Helier,
    
    30 January 2006
    
    Open duration subject toJersey, JE2 3RA, Channel
    
    
    
    shareholders resolutionIslandsRichard Charles Gerwat
    
    26 New Street, St Helier,
    
    30 January 2006
    
    Open duration subject toJersey, JE2 3RA, Channel
    
    
    
    shareholders resolutionIslands
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PART III
 Turquoise Receivables Trustee Limited
 Name
    
    Address
    
    Appointed
    
    Term of OfficeShane Michael Hollywood
    
    26 New Street, St Helier,
    
    30 January 2006
    
    Open duration subject toJersey, JE2 3RA, Channel
    
    
    
    shareholders resolutionIslandsRichard Charles Gerwat
    
    26 New Street, St Helier,
    
    30 January 2006
    
    Open duration subject toJersey, JE2 3RA, Channel
    
    
    
    shareholders resolutionIslands
   
 Item 11. Executive Compensation:
  
 Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder
Matters:
 Turquoise Card Backed Securities plc
 Number OfIssued
    
    PercentageTitle of Class
    
    Name of Beneficial Owner
    
    Shares
    
    Of ClassOrdinary
    
    Wilmington Trust SP Services (London)
    
    1
    
    0.00%Shares, Fully
    
    Limited, on trust for Turquoise Holdings Ltd,Paid
    
    Tower 42 (Level 11), 25 Old Broad Street,London EC2N 1HQOrdinary
    
    Turquoise Holdings Ltd,Tower 42 (Level 11),
    
    49,999
    
    100.00%Shares, Paid up
    
    25 Old Broad Street, London EC2N 1HQ£0.25 each
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PART III
 Turquoise Funding 1 Limited
 Number OfIssued
    
    Percentage OfTitle of Class
    
    Name of Beneficial Owner
    
    Shares
    
    ClassOrdinary
    
    Bedell Trustees Ltd - on trust for Turquoise
    
    2
    
    100.00%Shares, Fully
    
    Charitable Trust, 26 New Street, St Hellier,Paid
    
    Jersey, Channel Islands, JE2 3RA
 Turquoise Receivables Trustee Limited
 Number OfIssued
    
    Percentage OfTitle of Class
    
    Name of Beneficial Owner
    
    Shares
    
    ClassOrdinary
    
    Bedell Trustees Ltd - on trust for Turquoise
    
    2
    
    100.00%Shares, Fully
    
    Charitable Trust, 26 New Street, St Hellier,Paid
    
    Jersey, Channel Islands, JE2 3RA
 
 Item 13: Certain Relationships and Related Transactions and Director Independence.
  The following Item has been omitted in accordance with General Instruction J(1) to Form 10K:
 
  Substitute information provided in accordance with General Instruction J(2) to Form 10K:
 
 Item 1119 of Regulation AB: Affiliations and Certain Relationships and Related Transactions.
  
 Item 1122 of Regulation AB: Compliance with Applicable Servicing Criteria.
  
 Item 1123 of Regulation AB: Servicer Compliance Statement.
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PART IV
 
 Item 15. Exhibits, Financial Statement Schedules.
 (a)(1)
    
    Not Applicable.(a)(2)
    
    Not Applicable.(a)(3)
    
    Not Applicable.
  Exhibit No
    
    Description3.1
    
    Memorandum and Articles of Association of Turquoise Card Backed Securities plc.*3.2
    
    Certificate of Incorporation of Turquoise Card Backed Securities plc.*3.3
    
    Memorandum and Articles of Association of Turquoise Funding 1 Limited.***3.4
    
    Certificate of Incorporation of Turquoise Funding 1 Limited.***3.5
    
    Consent to Issue Shares of Turquoise Funding 1 Limited, Granted by the Jersey Financial
Commission Pursuant to the Control of Borrowing (Jersey) Order, 1958, as amended.***3.6
    
    Memorandum and Articles of Association of Turquoise Receivables Trustee Limited.***3.7
    
    Certificate of Incorporation of Turquoise Receivables Trustee Limited.***3.8
    
    Consent to Issue Shares of Turquoise Receivables Trustee Limited, Granted by the Jersey
Financial Services Commission Pursuant to the Control of Borrowing (Jersey) Order, 1958, as
amended.***4.1
    
    Security Trust Deed.*4.2
    
    Note Trust Deed.*4.3
    
    Agency Agreement.*4.4
    
    Issuer Master Framework Agreement.*4.5
    
    Form of Global Note (included as Schedule 2 to the Note Trust Deed filed as Exhibit 4.2 to
the Registration Statement on Form S-3 filed by the Issuing Entity on August 22, 2006).*4.6
    
    Form of Series Loan Note.**4.7
    
    Beneficiaries Deed.*4.8
    
    Receivables Trust Deed and Servicing Agreement.*4.9
    
    Administration Agreement.**4.10
    
    Issuer Corporate Services Agreement.**4.11
    
    Receivables Trustee Corporate Services Agreement.**
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PART IV
 4.12
    
    Waiver between Turquoise Card Backed Securities plc and Law Debenture Trust Company of New
York, incorporated by reference to Exhibit 4.1 of the Form 8-K, filed by the Issuing Entity
on November 24, 2006.4.13
    
    Terms and Conditions of the Notes, incorporated by reference to Exhibit 4.2 of the Form 8-K,
filed by the Issuing Entity on November 24, 2006.4.14
    
    Note Trust Deed Supplement Supplemental to the Note Trust Deed Dated May 23, 2006,
incorporated by reference to Exhibit 4.3 of the Form 8-K, filed by the Issuing Entity on
November 24, 2006.4.15
    
    Note Trust Deed Supplement Supplemental to the Note Trust Deed Dated May 23, 2006,
incorporated by reference to Exhibit 4.1 of the Form 8-K, filed by the Issuing Entity on June
28, 2007.10.1
    
    Receivables Securitisation Deed.*10.2
    
    Expenses Loan Agreement.*10.3
    
    Trust Section 75 Indemnity Agreement.***10.4
    
    Issuer Distribution Account Bank Agreement.***10.5
    
    Bank Account Operating Agreement.***10.6
    
    Trust Accounts Bank Agreement.***10.7
    
    Loan Note Issuer Account Bank Agreement.***10.8
    
    Trust Account Operation Agreement.***10.9.1
    
    Series 2006-2 Loan Note Supplement Supplemental to the Security Trust Deed Dated May 23,
2006, incorporated by reference to Exhibit 10.1 of the Form 8-K, filed by the Issuing Entity
on 24 November, 2006.10.9.2
    
    Series 2007-1 Loan Note Supplement Supplemental to the Security Trust Deed Dated May 23,
2006, incorporated by reference to Exhibit 10.1 of the Form 8-K, filed by the Issuing Entity
on 28 June, 2007.10.10.1
    
    Series 2006-2 Supplement to Receivables Trust Deed and Servicing Agreement, incorporated
by reference to Exhibit 10.2 of the Form 8-K, filed by the Issuing Entity on November 24,
2006.10.10.2
    
    Series 2007-1 Supplement to Receivables Trust Deed and Servicing Agreement, incorporated
by reference to Exhibit 10.2 of the Form 8-K, filed by the Issuing Entity on 28 June, 2007.10.11.1
    
    Trust Section 75 Indemnity, incorporated by reference to Exhibit 10.3 of the Form 8-K,
filed by the Issuing Entity on November 24, 2006.10.11.2
    
    Trust Section 75 Indemnity, incorporated by reference to Exhibit 10.3 of the Form 8-K,
filed by the Issuing Entity on June 28, 2007.10.12.1
    
    Form of ISDA Schedule, incorporated by reference to Exhibit 10.4 of the Form 8-K, filed by
the Issuing Entity on November 24, 2006.
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10.12.2
    
    Form of ISDA Schedule, incorporated by reference to Exhibit 10.4 of the Form 8-K, filed by
the Issuing Entity on June 28, 2007.10.13.1
    
    Form of the Credit Support Annex, incorporated by reference to Exhibit 10.5 of the Form
8-K, filed by the Issuing Entity on November 24, 2006.10.13.2
    
    Form of the Credit Support Annex, incorporated by reference to Exhibit 10.5 of the Form
8-K, filed by the Issuing Entity on June 28, 2007.10.14.1
    
    Form of Currency Rate Confirmation, incorporated by reference to Exhibit 10.6 of the Form
8-K, filed by the Issuing Entity on November 24, 2006.10.14.2
    
    Form of Confirmation of ISDA Master Agreement, incorporated by reference to Exhibit 10.6
of the Form 8-K, filed by the Issuing Entity on June 28, 2007.23.1
    
    Consent of Independent Registered Public Accounting Firm31.1
    
    Certification pursuant to Section 302 of the Sarbanes Oxley Act of 2002 for the calendar
year ended December 31, 2007.31.2
    
    Certification pursuant to Section 302 of the Sarbanes Oxley Act of 2002 for the calendar
year ended December 31, 2007.31.3
    
    Certification pursuant to Section 302 of the Sarbanes Oxley Act of 2002 for the calendar
year ended December 31, 2007.33.1
    
    Report on Assessment of Compliance with Servicing Criteria for HSBC Bank plc and its
subsidiary for the calendar year ended December 31, 2007.33.2
    
    Report on Assessment of Compliance with Servicing Criteria for HSBC Electronic Data
Processing (India) Private Limited for the calendar year ended December 31, 2007.34.1
    
    Report of Independent Registered Public Accounting Firm on Managements Assessment of
Compliance with Servicing Criteria for HSBC Bank plc and its subsidiary for the calendar year
ended December 31, 2007.34.2
    
    Report of Independent Registered Public Accounting Firm on Managements Assessment of
Compliance with Servicing Criteria for HSBC Electronic Data Processing (India) Private
Limited for the calendar year ended December 31, 2007.35.1
    
    Servicer Compliance Statement for HSBC Bank plc.35.2
    
    Servicer Compliance Statement for HSBC Electronic Data Processing (India) Private Limited.
 
 *
    
    Incorporated by reference to the exhibit of the same number in the Registration Statement on
Form S-3 filed by the Issuing Entity on August 22, 2006.**
    
    Incorporated by reference to the exhibit of the same number in the Amended Registration
Statement on Form S-3 filed by the Issuing Entity on October 2, 2006.***
    
    Incorporated by reference to the exhibit of the same number in the Amended Registration
Statement on Form S-3 filed by the Issuing Entity on October 25, 2006.  9




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SIGNATURES
  Turquoise Card Backed Securities plc, as RegistrantBy:
    
    HSBC Bank plc, in its capacity as ServicerSignature:
    
    /s/ Roger K McGregorName:
    
    Roger K. McGregorTitle:
    
    Chief Financial Officer, HSBC Bank plcDated:
    
    31 March 2008
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SIGNATURES
  Turquoise Funding 1 Limited,
as RegistrantBy:
    
    HSBC Bank plc, in its capacity as ServicerSignature:
    
    /s/ Roger K McGregorName:
    
    Roger K. McGregorTitle:
    
    Chief Financial Officer, HSBC Bank plcDated:
    
    31 March 2008
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SIGNATURES
  Turquoise Receivables
Trustee Limited, as RegistrantBy:
    
    HSBC Bank plc, in its capacity as ServicerSignature:
    
    /s/ Roger K McGregorName:
    
    Roger K. McGregorTitle:
    
    Chief Financial Officer, HSBC Bank plcDated:
    
    31 March 2008
 12