02774680 Limited

3I Investments PLC as Security Trustee on Behalf of the Investors (The Security Trustee)

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 monies due or to become due from the company to the security trustee on any account whatsoever under the terms of the aforementioned instrument creating or evidencing the charge

3I Investments PLC (The Security Trustee)

F/H property being on the north west side of the common lane, ward end, birmingham t/no WM803456; f/h property being land forming part of common lane, birmingham t/no WM590733; f/h property being land on the north west side of drews lane, ward end, birmingham t/no WM573847, for details of further properties charged please refer to form 395. 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 monies due or to become due from the company to the chargee or any of the investors on any account whatsoever under the terms of the aforementioned instrument creating or evidencing the charge

3I Investment PLC ("Security Trustee")

F/H property being on the north west side of common lane ward end birmingham t/no WM803456,f/h property being land forming part of common lane birmingham t/no WM590733,f/h property being land on the north west of drews lane ward end birmingham t/no WM573847 (for details of further properties charged please refer to form 395). 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 monies due or to become due from the company to the security trustee ot any of the investor on any account whatsoever under the terms of the aforementioned instrument creating or evidencing the charge

The Secretary of State for Trade and Industry

All the right title benefit and interest in the account whatsoever present and future and in any certificates of deposit, deposit receipts or other instruments or securities relating thereto. 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 under the terms of the aforementioned instrument creating or evidencing the charge

Barclays Bank PLC

Barclays bank PLC re ldv limited business premium account account number 50879215. the charge creates a fixed charge over all the deposit(s) referred to in the schedule to the form 395 (including all or any part of the money payable pursuant to such deposit(s) and the debts represented thereby) together with all interest from time to time accruing thereon it also creates an assignment by the chargor for the purposes of and to give effect to the security over the right of the chargor to require repayment of such deposit(s) and interest thereon.

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

United Dominions Trust Limited

All monies standing to the credit in account number 0477558 and all rights to such account including the right to receive interest and any other sum or sums deposited. See the mortgage charge document for full details.

All monies due or to become due from the company to the chargee under the terms of the aforementioned instrument creating or evidencing the charge

3I Investments 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 3I investments PLC as security trustee (or any successor to 3I investments PLC as security trustee) or to any of the following: 3I group PLC; eac fund iii limited partnership; eac fund iii gmbh & co; or cavendish nominees limited as nominee for barings english grthis is 7LANDS) LP

Birmingham City Council

The l/h property k/a land and buildings k/a the ldv site drews lane washwood heath birmingham B8 2QG and the goodwill of any business.

All monies due or to become due from the company to the chargee under the terms of the aforementioned instrument creating or evidencing the charge

Axa Sun Life PLC

By way of first fixed equitable charge the balance from time to time standing to the credit of an interest bearing deposit account opened with the royal bank of scotland PLC (or such other clearing bank as the landlord shall from time to time elect) in the name of axa sun life PLC but designated with the name of the company and the address of the premises.

All monies due or to become due from the company to the chargee under the terms of the aforementioned instrument creating or evidencing the charge

Barclays Bank PLC

Land on the north side of drews lane birmingham west midlands t/n WM645315.

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

Barclays Bank PLC

The f/h property k/a land on the north wesr side of drews lane, ward end, birmingham t/no. WM573847.

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

Barclays Bank PLC

The f/h property k/a land lying north west of drews lane, ward end, birmingham t/no. WM638441.

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

Barclays Bank PLC

The l/h property k/a land 600 millimetres below the surface of part of the west car park, common lane, ward end, birmingham t/no. WM574452.

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

Barclays Bank PLC

The f/h property k/a land forming part of common lane, birmingham t/no. WM590733.

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

Barclays Bank 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

The Secretary of State for Trade and Industry

The freehold land known as land 600M below the surface of part of the west car park, common lane, ward end, birmingham t/no: WM574452, all that freehold property being land lying to the north west of drews lane, ward end, birmingham t/no: WM638441 all that freehold property being land forming part of common lane birmingham t/no: WM590733 all that freehold property being land on the north west of drews lane, birmingham t/no: WM573847 together with all buildings and fixtures (including trade fixtures, tenant's fixtures and fixed plant and machinery) and/or the proceeds of sale thereof.

All monies due or to become due from the company to the chargee on any account whatsoever under or in connection with a letter dated 23 april 1998 from the dti to the company or under the mortgage of even date therein

United Dominions Trust Limited

The leasehold and freehold land and premises of the company registered under title numbers WM574452,WM638441,WM590733 and WM573847 together with all buildings fixtures anf fixed plant and machinery from time to 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.

All monies due or to become due from the company to the chargee

The Royal Bank of Scotland PLC

All deposits now and in the future credited to account with the bank and any deposit or account of any other currency. 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

Birmingham City Council

Bromford house drews lane birmingham.

All monies due or to become due from the company to the chargee as specified in a grant agreement of even date (as defined therein)

Barclays Mercantile Business Finance Limited (Secured Party)

F/H and l/h land to the north of drews lane birmingham t/no WM574452 WM638441 WM590733 WM645315 and WM573847. 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 pursuant to each of the operative documents

Sovereign Financial Services (Manchester) Limited (Secured Party)

F/H and l/h land to the north of drews lane birmingham t/no WM574452 WM638441 WM590733 WM645315 and WM573847 and A. 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 pursuant to each of the operative documents

The Secretary of State for Trade & Industry

Bromford house drews lane birmingham B8 2QG and all plant machinery or equipment owned by the company.

All monies due or to become due from the company to the chargee in respect of the terms of the grant offer letter

Sovereign Financial Services (Manchester) Limited

Floating charge all balances standing to the credit of any current deposit or other account, all book and other debts and all stock-in-trade.

All monies due or to become due from the company to the chargee pursuant to each of the operative documents to which the company and the chargee are a party and all monies due from the company in relation to the debenture

Barclays Mercantile Business Finance Limited

Floating charge all balances standing to the credit of any current deposit or other account, all book and other debts and all stock-in-trade.

All monies due or to become due from the company to the chargee pursuant to each of the operative documents to which the company and the chargee are a party and all monies due from the company in relation to the debenture

United Dominions Trust 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 on any account whatsoever