EXHIBIT 99.3

[PricewaterhouseCoopers LLP letterhead]




Report of Independent Accountants



We have examined the Administrator's Annual Certificate of Compliance (Exhibit
99.1 to this annual report on Form 20-F), which asserts that Northern Rock plc
("the Administrator") has fulfilled its obligations, in its capacity as
Administrator, in respect of the minimum servicing requirements for the
mortgage receivables arising on designated accounts as set forth in the
clauses of the Fifth Amended and Restated Administration Agreement between
Northern Rock plc, Granite Finance Funding Limited, Granite Finance Trustees
Limited and The Bank of New York dated June 25, 2004 (the "Administration
Agreement") specified in paragraph 3 below during the year ended December 31,
2003. Management is responsible for the Administrator's compliance with those
requirements. Our responsibility is to express an opinion on the
Administrator's fulfilment of obligations under the Administration Agreement
based on our examination.

Our examination was conducted in accordance with attestation standards
established by the American Institute of Certified Public Accountants and,
accordingly, included examining, on a test basis, evidence supporting
management's assertion about the company's compliance with those requirements
and performing such other procedures as we considered necessary in the
circumstances. We believe that our examination provides a reasonable basis for
our opinion. Our examination does not provide a legal determination on the
Administrator's compliance with specified servicing requirements.

We examined the Administrator's compliance with the Administration Agreement
clauses 5.3, 5.1, 17.1 (d) and (e), 5.2, 14.1, 14.2, 14.3 and 14.4, 4.1, 4.2
and 4.4, 12.3 and 12.1(a) and the Cash Management Agreement clauses 4.1, 4.2
4.3 and 4.4, using definitions set forth in the Master Definitions Schedule
signed for the purposes of identification by Brown & Wood and Clifford Chance
Limited Liability Partnership on March 26, 2001 (as amended).

In our opinion, management's assertion that the Administrator complied with
the aforementioned requirements during the year ended December 31, 2003 is
fairly stated, in all material respects.



/s/ PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP


June 29, 2004

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APPENDIX 1A


           Servicing Standards Contained in Administration Agreement



Capitalised terms used and not otherwise defined in the following list of
Servicing Standards shall have the meanings assigned to them in the Fifth
Amended and Restated Administration Agreement and the Amended and Restated
Master Definitions Schedule.

Servicing Undertakings

The Administrator undertakes that at all times during which it acts as
Administrator under the Administration Agreement it will:

1.   (Maintain records) keep and maintain records in relation to the Mortgage
     Portfolio on a Mortgage Loan by Mortgage Loan basis for the purposes of
     identifying amounts paid by each borrower, any amount due from a borrower
     and the balance from time to time outstanding on a Borrower's account
     (5.3)

2.   (Collections) using reasonable endeavours credit all monthly payments
     made by a Borrower to the relevant Collection Account within three (3)
     London Business Days of receipt (5.1)

3.   (Qualifications and compliance of laws) maintain all licences, approvals,
     authorisations and consents necessary in connection with the
     Administrator's performance of its obligations under the Administration
     Agreement and not knowingly to fail to comply with any legal requirements
     in the performance of those obligations. (17.1(d) and (e)).

4.   (Enforcement) in relation to any default by a Borrower under a Mortgage
     Loan or a Mortgage, enforce the terms of such Mortgage Loan or Mortgage
     in accordance with the Enforcement Procedures and as otherwise provided
     in the Administration Agreement (5.2).

5.   (Insurance) (a) administer the arrangements for insurance in which the
     Mortgages Trustee or the Seller has an interest (14.1); (b) not knowingly
     take or omit to take any action that could result in avoidance,
     termination or invalidity of any Insurance Policy in relation to any
     Mortgage Loans and Mortgages or reduce the amount payable on any claim
     made on behalf of the Mortgage Trustees under any Insurance Policy
     (14.2); (c) prepare and submit any claim under the Insurance Policies in
     accordance with their terms (14.3); and (d) use reasonable endeavours to
     credit all proceeds received under any Insurance Policy to the relevant
     Collection Account within three (3) London Business Days of such receipt
     (14.4)

6.   (Determination of interest rates) (a) determine the Standard Variable
     Rate chargeable to Borrowers from time to time and the Existing
     Borrowers' Re-Fix Rate in accordance with sections 4.1 and 4.4 of the
     Administration Agreement; and (b) take all steps necessary pursuant to
     the relevant Mortgage Conditions or applicable law to bring such change
     in the Standard Variable Rate to the attention of the relevant borrowers
     and notify details of such change to the Mortgages Trustee, the Security
     Trustee and the Beneficiaries (4.2)

<PAGE>

7.   (Provision of information) provide such information from its records in
     relation to the Mortgage Loans to the Mortgages Trustee, Funding or the
     Security Trustee at any time upon reasonable notice, subject to the
     conditions set forth in the Administration Agreement (5.3)

8.   (Access to books and records) permit the Mortgages Trustee, Funding (and
     their auditors) and the Security Trustee and any other person nominated
     by the beneficiaries (to whom the Administrator has no reasonable
     objection) upon reasonable notice during normal office hours to have
     access to all books of record and account (including Title Deeds and
     Mortgage Loan Files) relating to the administration of the Mortgage Loans
     and the Related Security, subject to applicable law and the conditions
     set forth in the Administration Agreement (12.3)

9.   (Custody of records) keep the Mortgage Loan Files relating to the
     Mortgage Portfolio in safe custody and shall take appropriate technical
     and organisational measures against the unauthorised or unlawful
     processing of personal data and against accidental loss or destruction
     of, or damage to, personal data. The Administrator shall maintain in an
     adequate form such records as are necessary to enforce each Mortgage
     comprised in the Mortgage Portfolio and, where relevant, any other
     Related Security. The Administrator shall keep the Mortgage Loan Files in
     relation to the Mortgage Portfolio in such a way that they can be
     distinguished from information held by the Administrator for its own
     behalf as mortgagee or for other third persons (12.1(a)).

10.  (Ledgers)

     (a)  establish and maintain memorandum ledgers in the books of the
          Mortgages Trustee to enable the ongoing identification and
          segregation of principal, revenue, and overpayments;
     (b)  on a monthly basis ensure that the memorandum ledgers are reconciled
          to the Trustee bank accounts;
     (c)  establish and maintain memorandum ledgers in the books of the
          Funding to enable the ongoing identification and segregation of
          principal, revenue, funding reserve amounts and issuer reserve
          amounts;
     (d)  on a monthly basis ensure that the memorandum ledgers are reconciled
          to the funding bank accounts; and
     (e)  establish and maintain ledgers in the books of the Funding and each
          Issuer to record the initial intercompany loans and subsequent
          payments of interest and principal on each of the intercompany
          loans. (Cash Management Agreement clauses 4.1, 4.2, 4.3 and 4.4)

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APPENDIX 1B



                 Management's Assertion Concerning Compliance
                     With Specified Servicing Requirements

June 29, 2004


As of and for the year ended December 31, 2003, Northern Rock plc (the
"Company") has complied in all material respects with the minimum servicing
standards as set forth in the Fifth Amended and Restated Administration
Agreement among the Company, as Administrator and as Seller, Granite Finance
Funding Limited, Granite Finance Trustees Limited and The Bank of New York
dated June 25, 2004 (the "Administration Agreement") as follows:

     1.   (Maintain records) keep and maintain records in relation to the
          Mortgage Portfolio on a Mortgage Loan by Mortgage Loan basis for the
          purposes of identifying amounts paid by each borrower, any amount
          due from a borrower and the balance from time to time outstanding on
          a Borrower's account (5.3);

     2.   (Collections) using reasonable endeavours credit all monthly
          payments made by a Borrower to the relevant Collection Account
          within three (3) London Business Days of receipt (5.1);

     3.   (Qualifications and compliance of laws) maintain all licences,
          approvals, authorisations and consents necessary in connection with
          the Administrator's performance of its obligations under the
          Administration Agreement and not knowingly to fail to comply with
          any legal requirements in the performance of those obligations.
          (17.1(d) and (e));

     4.   (Enforcement) in relation to any default by a Borrower under a
          Mortgage Loan or a Mortgage, enforce the terms of such Mortgage Loan
          or Mortgage in accordance with the Enforcement Procedures and as
          otherwise provided in the Administration Agreement (5.2);

     5.   (Insurance) (a) administer the arrangements for insurance in which
          the Mortgages Trustee or the Seller has an interest (14.1); (b) not
          knowingly take or omit to take any action that could result in
          avoidance, termination or invalidity of any Insurance Policy in
          relation to any Mortgage Loans and Mortgages or reduce the amount
          payable on any claim made on behalf of the Mortgage Trustees under
          any Insurance Policy (14.2); (c) prepare and submit any claim under
          the Insurance Policies in accordance with their terms (14.3); and
          (d) use reasonable endeavours to credit all proceeds received under
          any Insurance Policy to the relevant Collection Account within three
          (3) London Business Days of such receipt (14.4);

<PAGE>

     6.   (Determination of interest rates) (a) determine the Standard
          Variable Rate chargeable to Borrowers from time to time and the
          Existing Borrowers' Re-Fix Rate in accordance with sections 4.1 and
          4.4 of the Administration Agreement; and (b) take all steps
          necessary pursuant to the relevant Mortgage Conditions or applicable
          law to bring such change in the Standard Variable Rate to the
          attention of the relevant borrowers and notify details of such
          change to the Mortgages Trustee, the Security Trustee and the
          Beneficiaries (4.2);

     7.   (Provision of information) provide such information from its records
          in relation to the Mortgage Loans to the Mortgages Trustee, Funding
          or the Security Trustee at any time upon reasonable notice, subject
          to the conditions set forth in the Administration Agreement (5.3);

     8.   (Access to books and records) permit the Mortgages Trustee, Funding
          (and their auditors) and the Security Trustee and any other person
          nominated by the beneficiaries (to whom the Administrator has no
          reasonable objection) upon reasonable notice during normal office
          hours to have access to all books of record and account (including
          Title Deeds and Mortgage Loan Files) relating to the administration
          of the Mortgage Loans and the Related Security, subject to
          applicable law and the conditions set forth in the Administration
          Agreement (12.3);

     9.   (Custody of records) keep the Mortgage Loan Files relating to the
          Mortgage Portfolio in safe custody and shall take appropriate
          technical and organisational measures against the unauthorised or
          unlawful processing of personal data and against accidental loss or
          destruction of, or damage to, personal data. The Administrator shall
          maintain in an adequate form such records as are necessary to
          enforce each Mortgage comprised in the Mortgage Portfolio and, where
          relevant, any other Related Security. The Administrator shall keep
          the Mortgage Loan Files in relation to the Mortgage Portfolio in
          such a way that they can be distinguished from information held by
          the Administrator for its own behalf as mortgagee or for other third
          persons (12.1(a));

     10.  (Ledgers)

            (a)  establish and maintain memorandum ledgers in the books of the
                 Mortgages Trustee to enable the ongoing identification and
                 segregation of principal, revenue, and overpayments;
            (b)  on a monthly basis ensure that the memorandum ledgers are
                 reconciled to the Trustee bank accounts;
            (c)  establish and maintain memorandum ledgers in the books of the
                 Funding to enable the ongoing identification and segregation
                 of principal, revenue, funding reserve amounts and issuer
                 reserve amounts;
            (d)  on a monthly basis ensure that the memorandum ledgers are
                 reconciled to the funding bank accounts; and

<PAGE>

            (e)  establish and maintain ledgers in the books of the Funding
                 and each Issuer to record the initial intercompany loans and
                 subsequent payments of interest and principal on each of the
                 intercompany loans. (Cash Management Agreement clauses 4.1,
                 4.2, 4.3 and 4.4)

As of the same period, the Company had in effect insurance cover against
losses through wrongdoing of its officers and employees involved in the
servicing of mortgage receivables to the amount of GBP100 million.

Also, as of the same period, the Company has satisfied all obligations on its
part and maintain all qualifications required under requirements of law with
respect to each receivable and designated account and the servicing thereof,
whereby failure to achieve this would have a material adverse effect on the
interest of any mortgage receivable Beneficiary.


I WITNESS WHEREOF, I have signed my name this 29th day of June, 2004.


By:  /s/     R F Bennett
     Name:   R F Bennett
     Title:  Director