Brantham Land Limited

The Governor and Company of the Bank of Scotland,London as Security Trustee for Itself and Theother Finance Parties

Including land and premises at brantham,suffolk; sk 203799; property at earby,pendle,lancashire; la 863756; durbar mill,hereford rd,blackburn; la 393060; see form 395 for 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 money and liabilities due or to become due from each charging company and each of the other obligors to the secured parties (or any of them) in any currency whatsoever under the terms of the aforementioned instrument creating or evidencing the charge

The Governor and Company of the Bank of Scotland

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 and liabilities owing or incurred to the secured parties (or any of them) by each charging company and each of the other obligors under the subordinated finance documents (as defined) on any account

Dlj Capital Funding,Inc.

First legal mortgage over (I) factory and offices at durbar mill,hereford rd,blackburn,lancashire; LA393060; (ii) factory and offices at llandegai,bangor,gwynedd; WA536231 and (iii) factory and offices at kingsway,dunmurry,belfast.(freehold and leasehold properties).

All money and liabilities due or to become due from each charging company (as defined) and each of the other obligors (as defined) to the secured parties (as defined) under the finance documents (as defined) (or any of them), including under the debenture (as defined) in whatever manner in any currency

Dlj Capital Funding Inc.as Security Agent on Behalf of Itself and Othersecured Parties (The "Security Agent")

By way of first legal mortgage the key properties together with all buildings and fixtures (including trade fixtures) at any time thereon. 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 money and liabilities due or to become due from the company and each of the obligors to the chargee under the finance documents (or any of them) (including under the debenture deed) in whatsoever manner

Hill Samuel & Co. Limited

Fixed charge over durbar mill, hereford rd, blackburn, lancashire. Title no:- la 393060 fixed & floating charges over undertaking and all property and assets present and future including goodwill, book & other debts uncalled capital. Tog. With all fixtures bldgs. Trade & other fixtures (fixed plant & machinery). (See doc. M101).

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

Williams & Glyn's Bank PLC

Fixed & floating charges over undertaking and all property and assets present and future including goodwill book debts of uncalled capital. Othe rdebts tog. With all fixtures (inc. Trade fixtures) fixed plant & machinery. (See doc. M100).

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

National Westminster Bank PLC

Specific equitable charge over all f/h & l/h properties fixed & floating charges over the undertaking & all property & assets both present & future inc. Goodwill & book debts. (See doc M99).

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