Classic Hospitals Limited

The Royal Bank of Scotland PLC as Security Trustee

L/H land at spire clare park hospital crondall lane farnham surrey t/no HP662287 l/a land at spire dunedin hospital 22 bath road reading t/no BK419306 l/h land at spire fylde coast hospital st walburgas road blackpool lancashie t/no LAN18797 please see image for details of further land (including buildings), ship, aircraft or intellectual property charged.. Notification of addition to or amendment of charge.

Calyon as Security Trustee for Itself and the Other Secured Parties (The Security Agent)

Fixed and floating charge over the undertaking and all property and assets present and future, including goodwill, book debts, uncalled capital, buildings, fixtures, fixed plant & machinery see image for full details.

All monies due or to become due from any charging company or other obligor to any secured party on any account whatsoever under the terms of the aforementioned instrument creating or evidencing the charge

Calyon as Security Trustee for Itself and the Other Secured Parties (The Security Agent)

For details of property charged please refer to form 395.fixed and floating charge over all property and assets present and future, including goodwill, book debts, uncalled capital, buildings, fixtures, fixed plant & machinery see image for full details.

All monies due or to become due from any charging company or other obligor to any secured party on any account whatsoever under the terms of the aforementioned instrument creating or evidencing the charge

Geoffrey Leonard Saunders

The deposit sum being initially the sum of £100,000.00.

£100,000.00 due or to become due from the company tounder the terms of the aforementioned instrument creating or evidencing the charge

The Governor and Company of the Bank of Scotland (As Security Trustee for the Secured Parties)(in Such Capacity, the Security Trustee)

The relevant assets together with all buildings and fixtures. See the mortgage charge document for full details.

All monies due or to become due from any group company to the chargee and/or the other secured parties on any account whatsoever under the terms of the aforementioned instrument creating or evidencing the charge

The Governor and Company of the Bank of Scotland (As Security Trustee for the Secured Parties)(in Such Capacity the " Security Trustee")

By way of first legal mortgage the relevant assets together with all buildings and fixtures (including trade fixtures) at any time thereon.

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

The Governor and Company of the Bank of Scotland for Itself and as Security Trustee for Thesecured Parties (The Security Trustee)

The relevant assets together with all buildings and fixtures. See the mortgage charge document for full details.

All monies due or to become due from any group company to the chargee and/or the other secured parties (or any of them) on any account whatsoever under the terms of the aforementioned instrument creating or evidencing the charge

Quercus Nursing Homes 2001 (A) Limited and Quercus Nursing Homes 2001 (B) Limited

By way of floating charge all the undertaking goodwill property assets revenues and rights of the company whatsoever and wheresoever both present and future.

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

The Governor and Company of the Bank of Scotland (As Security Trustee for the Secured Parties)

The f/h properties being clare park hospital clare park crondall hart hampshire t/n HP466786, land lying to the north of clare park crondall hart hampshire t/n HP452352, 39 downshire square reading t/n BK393543, 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 any group company to the chargee and/or the other secured parties (or any of them) on any account whatsoever under the terms of the aforementioned instrument creating or evidencing the charge

Chip (One) Limited

All its right, title and interest in the deposit fund and all other sums. 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

Hsbc Trustee (C.I.) Limited (as Trustee for the Borrower Secured Creditors)

All rightsm title and interest in and to the charged property being the charged account, the deposit and the accrued amount. See the mortgage charge document for full details.

All monies due or to become due from the company to the chargee and/or UK hospitals no.1 S.A. (the issuer) under the terms of the aforementioned instrument creating or evidencing the charge