FILMCREST DISTRIBUTORS LIMITED

Charge over all book debts

Created on 06 Nov 1985

Delivered on 12 Nov 1985

Status fully-satisfied

Persons Entitled

Midland Bank PLC

Amount Secured

All monies due or to become due from the company to the chargee on any account whatsoever

Short Particulars

Fixed charge over all book debts & other debts present & future.

Transactions

Charge

Created on 14 Jan 1985

Delivered on 04 Feb 1985

Status outstanding

Persons Entitled

Electra Investment Trust PLC

National Film Development Corporation Limited

Godlcrest Films International

International Film Investors LP.

Goldcrest Films and Television Limited

Noble Grossart Investments Limited

Amount Secured

All monies due or to become due from the company to the chargee under the terms of the investors agreement dated 31.12.83

Short Particulars

All that the companys rights and interests under a lease dated 14-1-85 made by and between the company and london and continental bankers limited relating to the film "ghandi" including in particular the company's rights in and to the copyright in the film together with the benefit of any agreement now made or hereafter standing by the company for the sub-distribution licensing and/or exploitation of the film and the income derived therefrom.

Transactions

Charge

Created on 31 Dec 1983

Delivered on 18 Jan 1984

Status outstanding

Persons Entitled

National Film Development Corporation Limited

Goldcrest Films and Television Limited

Goldcrest Films International

Electra Investment Trust Limited

International Film Investors LP

Noble Grossart Investments Limited

Amount Secured

All monies due or to become due from the company to the chargee pursuant to an investors agreement dated 31ST dec 1983

Short Particulars

1 the benefit of the company's rights and interest under leases of the film 'gandhi' and the companys interest in the copyright. 2. the full benefit for the sub distribution licensing and/or explantation, and the income derived therefrom 3. all obligations under the agreement dated 31-12-83 (see doc M40 for details).

Transactions

Charge

Created on 28 Jul 1982

Delivered on 17 Aug 1982

Status fully-satisfied

Persons Entitled

National Film Development Corporation Limited

International Film Investors L P

Ple (Jersey) Limited

Electra Investment Trust LTD.

Goldcrest Films International

Noble Grosseur Investment Limited

Amount Secured

All monies due or to become due from the company to the chargee under the terms of an agreement dated 28/7/82.

Short Particulars

I) the benefit of the company's rights and interest under a lease of the 28TH july 1982 including the company's interest in the copyright in the film. Ii) the benefit of all agreements made or to be made by the company for the sub distributional licensing and/or exploitation of the film and the income derived therefrom. See doc M39 for full details.

Transactions

Charge

Created on 05 Mar 1982

Delivered on 10 Mar 1982

Status outstanding

Persons Entitled

Barlow Limited

Amount Secured

All monies due or to become due from the company to the chargee under the terms of an agreement dated 22ND dec 1981

Short Particulars

All that the chargor's right title and interest in (I) lease dated 22ND dec 1981. (ii) deed dated 22ND dec 1981. (iii) distribution arrangement contained in a memorandum dated 10TH dec 1981. (iv) all agreement now made or entered into for the sale or distribution of the film and the income derived therefrom.

Transactions

Charge

Created on 22 Dec 1981

Delivered on 05 Jan 1982

Status outstanding

Persons Entitled

National Film Finance Corporation

Goldcrest Films International & Boyds Co Film Production Limited

Amount Secured

All monies due or to become due from the company to the chargee under the terms of an agreement dated 22ND dec 1981

Short Particulars

All that the chargor's right title and interest in (I) lease dated 22ND dec 1981. (ii) deed dated 22ND dec 1981. (iii) distribution arrangement contained in a memorandum dated 10TH dec 1981. (iv) all agreements now made or entered into for the sale or distribution of the film and the income derived therefrom.

Transactions