Prescience Media 4 Limited Liability Partnership

Aegis Film Fund Limited

By way of first fixed charge all right title and interest in and to the following in relation to the motion picture provisionally entitled "st trinian's ii" and all collateral ancillary and subsidiary rights in the film and all products and proceeds of the film: all pre-print elements, positive prints, developed film, video tapes, discs, all soundtrack elements, recepits or books and records, all machinery, equipment, fixtures, furniture, office machinery, vehicles, trailers, all deposits and other accounts in connection with the production, all physical properties, all insurance and insurance policies, by way of assignment all literary property, the entire copyright, rights to the music and musical composition, rights to produce, distribute, lease, all re-make, serial, series or re-issue rights, interest in the distribution agreements, the collection agreement, the sales agency agreement, all rent, revenues, income, the title of the film,, all licences, patents, trade marks, logos, all rights in and to all relevant agreements, by way of first floating charge all the chargor's present and future undertaking relating to the film. See image for full details.

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