00152305 Limited

Lloyds Tsb Bank PLC

All such rights to the repayment of the deposit meaning the debt(s) on the account(s) described in the schedule being all deposits with the bank's treasury division in the name of the bank re the company (in whatsver currency denominated) and any account(s) for the time being replacing the same and all interest owing in respect thereof and all deposits with the banks treasury division on the name of the bank re the company.

All monies due or to become due from the company to the chargee on any account whatsoever

The Governor and Company of the Bank of Scotland as Arranger Clearing Bank and Agent for Itselfand the Ratable Benefit of the Agent the Security Trustee the Banks the Clearing Bank and the Hedging Banks

All right title and interest in and to the pledged shares and the certificates including all dividends cash instruments and other property. See the mortgage charge document for full details.

All obligations liabilities (including without limitation contingent obligations) and indebtedness of every nature existing at the date of the stock pledge agreement or thereafter incurred arising under or in connection with the facility agreement, the syock pledge agreement the subsidiary guaranty or any other financing documents

The Governor and Company of the Bank of Scotland as Agent and Trustee for Itself and for Each of the Secured Parties

Fixed and floating charges over the undertaking and all property and assets present and future including goodwill bookdebts uncalled capital buildings fixtures fixed plant and machinery. See the mortgage charge document for full details.

All present and future obligations and liabilities (whether actual or contingent and whether owed jointly or severally or as principal debtor guarantor surety or otherwise or as the equivalent obligor under the laws of any jurisdiction) of each obligor to the security trustee and the secured parties (or any of them) under the financing documents

Lloyds Bank PLC

All such rights to the repayment of the deposit as the company then had under the terms upon which the deposit was made and now numbered lb exp int. See the mortgage charge document for full details.

All monies due or to become due from the company to the chargee on any account whatsoever

Lloyds Bank PLC,as Security Trustee

All rights to repayment of all amounts. See the mortgage charge document for full details.

All monies due or to become due from the company to the chargee on any account whatsoever

Lloyds Bank PLC (As Agent and Trustee for the Banks)

All the principal sum owing to the company by channel holdings PLC on the security of a legal charge dated 19 april 1993 between the company and channel and all interest and other sums then due or becoming due thereunder together with all rights and remedies for recovering the same under the principal charge (see form 395 and contd sheets for full details).

All monies due or to become due from the company to the chargee on any account whatsoever

Lloyds Bank PLC (As Agent and Trustee for the Banks)

The defferred consideration owing to the company by channel holdings PLC on the security of an assignment dated 19 april 1993 between the company and channel and all interest and other sums due or to become due thereunder together with all rights and remedies for recovering the same under the principal mortgage 8FOR full details see form 395 and contd sheets attached).

All monies due or to become due from the company to the chargee on any account whatsoever

Lloyds Bank PLC (As Agent and Trustee for the Banks)

The deferred consideration owing to the company by channel holdings PLC on the security of an assignment dated 19 april 1993 between the company and channel and all interest and other sums due or become due thereunder together with all rights and remedies for recovering the same under the principal mortgage; (see form 395 and contd sheets for full details).

All monies due or to become due from the company to the chargee on any account whatsoever

Lloyds Bank PLC as Agent and Trustee for the Banks (As Defined)

The right to recieve deferred consideration of £400000 together with all rights and benefits under the aqusition agreement.

All monies due or to become due from the company to the chargee on any account whatsoever

Lloyds Bank PLC(As Agent of and Trustee for the Banks So Defined)

See 395 for full details. Fixed and floating charges over the undertaking and all property and assets present and future including goodwill bookdebts uncalled capital buildings fixtures fixed plant and machinery.

All monies due or to become due from the company and/or all or any of the other companies named therein to the chargee on any account whatsoever