AIR MANAGEMENT SERVICES LIMITED

Debenture between chrysalis music limited (the borrower) each of the chargors (as defined) and music finance corp. (The "mf lender")

Created on 02 Mar 2001

Delivered on 22 Mar 2001

Status fully-satisfied

Persons Entitled

Music Finance Corp. (The "Mf Lender")

Amount Secured

A covenant by the borrower with the mf lender to discharge each and every liability which the chargors may now or hereafter have to the mf lender under or pursuant to the facility agreement the debenture or any other chrysalis transaction document and to discharge or pay to the mf lender when due and payable every sum (of principal interest or otherwise) now or hereafter owing due or incurred by chargors to the mf lender in respect of any such liabilities in accordance with the terms set out in the facility agreement the debenture or any other chrysalis transaction document (the "secured amounts")

Short Particulars

All of the company's right title benefit and interest in and to each of the chrysalis transaction documents to which it is a party including a). The facility agreement b). The assignment agreement dated 2ND march 2001 between, inter alia,chrysalis music publishing B.V. and chrysalis music international B.V. c). The assignment agreement dated 2ND march 2001 between the mf lender,the borrower and chrysalis music publishing limited, d). The master admistration agreement e). The hedge agreement f). The german security agreement dated 27TH february 2001 between fanfare kg and the borrower g). The assignment agreement dated 2ND march 2001 between acsl, the borrower and air chrysalis scandinavia ab and h). The hedge administration agreement together with floating charge over all undertaking and assets other than assets charged by way of fixed charge above.. See the mortgage charge document for full details.

Transactions

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