STENA LINE HOLIDAYS LIMITED

Deed of debenture

Created on 30 Jun 1994

Delivered on 18 Jul 1994

Status fully-satisfied

Persons Entitled

Chemical Investment Bank Limitedas Security Trustee

Amount Secured

All monies due or to become due from the company and/or all or any other companies named therein to the chargee under the terms of the loan and guarantee facility agreement dated 8TH june 1994 or any other of the security documents

Short Particulars

Particulars a-f as specified in the 395. see the mortgage charge document for full details.

Transactions

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Loan and guarantee facility agreement

Created on 08 Jun 1994

Delivered on 29 Jun 1994

Status fully-satisfied

Persons Entitled

Chemical Investment Bank LTD,as Security Trustee,and the Other Banks (As Defined)

Amount Secured

All monies due or to become due from the company and/or the other borrowers (as defined) to the chargee under the terms of this loan and guarantee facility agreement (as defined) or any other security documents (as defined)

Short Particulars

The right of set-off pursuant to clause 36 of the loan agreement.

Transactions

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Third priority debenture

Created on 05 Dec 1991

Delivered on 23 Dec 1991

Status fully-satisfied

Persons Entitled

Stena Line Ab

And Banks (As Defined)

Amount Secured

For securing the aggregate principal amount of £10,000,000 due from the company to stena line ab and the banks (as defined) under the terms of a facility agreement dated 5TH december 1991 and all other monies due or to become due from the borrowers (as defined) to stena line ab and the banks (as defined) under the terms of the slab facility agreement dated 5TH december 1991 and the other security documents

Short Particulars

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.

Transactions

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Second priority debenture

Created on 05 Dec 1991

Delivered on 23 Dec 1991

Status fully-satisfied

Persons Entitled

Stena International B.V.and the Banks (As Defined)

Amount Secured

For securing the aggregate principal amount £10,000,000 due or to become due from the company to the chargee and the banks (as defined) under the terms of the sealink standby facility agreement dated 5TH december 1991 and all other monies due or to become due from the borrowers (as defined) to the chargee and the banks (as defined) under the terms of the sealink standby facility agreemen t and the other security documents

Short Particulars

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.

Transactions

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Debenture

Created on 30 Nov 1990

Delivered on 03 Dec 1990

Status fully-satisfied

Persons Entitled

Barclays Bank PLC

Amount Secured

£100,000,000 all monies due or to become due from the company to the chargee as agent & trustee under the terms of the loan facility agreement dated 7/4/90 as varied & supplemented on 6/7/90 and 30/11/90

Short Particulars

(See form 395 for full 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.

Transactions

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Debenture

Created on 09 Apr 1990

Delivered on 25 Apr 1990

Status fully-satisfied

Persons Entitled

Barclays Bank PLC

Amount Secured

£100,000 and all other monies due or to become due from the company to the chargee. As agent & trustee for itself and a syndicate of lenders (as defined) under the terms of a loan facility agreement of even date, the security documents and the bank facility (as defined)

Short Particulars

(See form 395 for full 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.

Transactions