Waterstone Glassware Limited

Royal Bank Invoice Finance Limited

By way of fixed charge all debts purchased or purported to be purchased by the security holder pursuant to an agreement for the purchase of debts (inc, the associated rights relating thereto) which fail to vest effectively or absolutely in the security holder for any reason all amounts owing or becoming due to the company on any account inc, the associated rights relating thereto, all goodwill uncalled capital for the time being, all patents, patent applications, inventions, trade marks/names by way of floating charge the remainder of the undertaking and all property rights and assets.

All monies due or to become due from the company to the chargee whether arising under an agreement for the purchase of debts or otherwise

Barclays Bank PLC

Property described as 4 section sg is machine s/no ETM0003, glass moulding machine s/no C6405, new automated acid etch line s/no E3036, balsfulland screen printer s/no 9302503 (for full details of all property charged see schedule to form 395). 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

Barclays Bank PLC

Fixed charge all right title and interest of the company in and arising out of a factoring, invoice discounting or sales ledger financing agreement dated 25TH october 1999 between royal bank invoice finance limited and the company and any deed amending or replacing the same and all book debts and other debts the subject thereof. 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 pursuant to the terms of the aforesaid debenture

Barclays Bank PLC

F/H-land off common lane wath upon dearne rotherham t/n-SYK108780 and SYK288976.

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

3I Group PLC,

Fixed charge over the freehold and leasehold property of the company both present and future together with all buildings and fixtures (including trade fixtures) and fixed plant and machinery from time to time thereon and therein , the goodwill and the uncalled capital of the company both present and future; the bookdebts and other debts due or owing to the company both present and future. Floating charge over all moveable plant machinery implements utensils furniture and equipment.

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

Barclays Bank PLC

4 rockingham court swinton rotherham south yorkshire t/n-SYK289111.

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

Barclays Bank PLC

By way of fixed charge all right title and interest of the company in or arising out of a receivables financing agreement dated 9 march 1990 between barclays commercial services limited and the company see form 395.

All monies due or to become due from the company to the chargee pursuant to the terms of the guarantee and debenture

3I PLC

F/H land off common lane, wath on dearne in the county of south yorkshire title no syk 108780.

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

3I PLC

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 to the chargee on any account whatsoever

Ukp-Ea Growth Fund Limited

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 to the chargee

Ukp-Ea Growth Fund Limited

Fixed and floating charges over the undertaking and all property and assets present and future including goodwill bookdebts uncalled capital buildings fixtures plant and machinery including all patents, patent applications trademarks, trade names, registered designs, copyrights, licences & ancillary & connected rights both present & future of the company. (See doc M103 for full details).

All monies due or to become due from the company to the chargee under the terms of the charge

Barclays Bank PLC

F/Hold land & buildings on north west side of common lane, wath-on-dearne, S. yorks. Syk 108780.

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

Barclays Bank PLC

Fixed & floating charges on the undertaking and all property and assets present and future including goodwill & bookdebts uncalled capital, with all buildings, fixtures fixed plant & 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.