J.H.RAYNER(MINCING LANE)LIMITED

Second supplemental security agreement, which is supplemental to the security agreement, dated 20TH november 2001 as supplemented by a supplemental security agreement dated 20TH february 2002

Created on 11 Apr 2002

Delivered on 25 Apr 2002

Status fully-satisfied

Persons Entitled

The Royal Bank of Scotland PLC (The Facility Agent)

Amount Secured

All monies due or to become due from each obligor to the finance party under the terms of the aforementioned instrument creating or evidencing the charge

Short Particulars

The f/h property 13 lower bristol road bath t/n AV190171, l/h property 42 west street gravesend t/n K702855, f/h property 51 bath street gravensend t/n K709759 (for details of furtherproperties 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.

Transactions

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Supplemental security agreement between, amongst others, the charging company and the facility agent which is supplemental to the security agreement dated 20 november 2001 between the chargors and the facility agent

Created on 20 Feb 2002

Delivered on 08 Mar 2002

Status fully-satisfied

Persons Entitled

The Royal Bank of Scotland PLC (The Facility Agent)

Amount Secured

All monies due or to become due of each obligor to any finance party under the terms of the aforementioned instrument creating or evidencing the charge

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. See the mortgage charge document for full details.

Transactions

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Security agreement between the chargor and the royal bank of scotland the (facility agent)

Created on 20 Nov 2001

Delivered on 30 Nov 2001

Status fully-satisfied

Persons Entitled

The Royal Bank of Scotland PLC

Amount Secured

All present and future obligations and liabilities (whether actual or contingent and whether owed jointly or severally or in any other capacity whatsoever) of each chargor to any finance party under each finance document

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. See the mortgage charge document for full details.

Transactions

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Rent deposit deed

Created on 11 Feb 1992

Delivered on 25 Feb 1992

Status outstanding

Persons Entitled

Crown Financial Management Limited

Amount Secured

All monies due or to become due under the terms of an underlease dated 11 feb 1992

Short Particulars

The deposit of £500,000 held in aseperate designated account at barclays bank PLC.

Transactions

Deed of amendment relating to debentures dated 26/09/90 & 18/12/90

Created on 30 Sep 1991

Delivered on 16 Oct 1991

Status fully-satisfied

Persons Entitled

National Westminster Bank PLC

Amount Secured

All monies due or to become due from the parent and/or each obligor (as defined) under the terms of the guarantee (as defined) and this deed of amendment

Short Particulars

(See form 395 and cont'd sheets relevant to this deed of amendment). 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 26 Sep 1990

Delivered on 09 Oct 1990

Status fully-satisfied

Persons Entitled

National Westminster Bank PLC

Amount Secured

All monies due or to become due from the company and/or each obligor (as defined) to the chargee (as agent and trustee for itself and for each bank) (as defined) under the terms of the indebtedness agreement the coffee refinancing agreement and this charge.

Short Particulars

(Please see 395 M22 and continuation sheets 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.

Transactions

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Debenture

Created on 21 Sep 1990

Delivered on 09 Oct 1990

Status fully-satisfied

Persons Entitled

National Westminster Bank PLC

Amount Secured

All monies due or to become due from the company and/or each obligor (as defined) to the chargee (as agent and trustee for itself and for each bank) (as ined) under the terms of the indebtedness agreements and this charge

Short Particulars

(Please see 395 M21 and continuation sheets 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.

Transactions

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Assignment

Created on 10 Jul 1990

Delivered on 14 Jul 1990

Status fully-satisfied

Persons Entitled

Banque Indosuez

Amount Secured

Us $3 million dollars due from the company and/or the rayner coffee international partnership to the chargee under the terms of the charge

Short Particulars

Assignment of rights arising under a) an agreament dated 17/8/88 b) an agrement supplemental thereof dated 6/9/89 c) a deed of pledge.

Transactions

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Agreement

Created on 06 Jun 1990

Delivered on 27 Jun 1990

Status fully-satisfied

Persons Entitled

Canadian Imperial Bank of Commerce

Amount Secured

All monies due or to become due from the company to the chargee under the terms of the charge

Short Particulars

A continuing interest in the following property 1) all gold deliverd by cibc to the company on consignment from time to time; and 2) all gold purchased by the company from cibc under the agreement.

Transactions

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