CHERITON RESOURCES 10 LIMITED

Supplemental deed

Created on 15 Jan 2003

Delivered on 17 Jan 2003

Status fully-satisfied

Persons Entitled

Societe Generale

Amount Secured

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

Short Particulars

All of its rights title and interest present and future whetehr proprietary contractual or otherwise under or arising out of or in resepct of the rbs guarantee and to the extent not assigned by the deed CR10 with full title guarantee charged the interest of CR10 in the rbs guarantee to sg with full guarantee. See the mortgage charge document for full details.

Transactions

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Supplemental deed

Created on 06 Jun 2002

Delivered on 06 Jun 2002

Status fully-satisfied

Persons Entitled

Societe Generale,London Branch

Amount Secured

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

Short Particulars

The company's interest in the mcc lease documents,as defined,and the equipment. See the mortgage charge document for full details.

Transactions

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Supplemental legal mortgage

Created on 06 Jun 2002

Delivered on 06 Jun 2002

Status fully-satisfied

Persons Entitled

Societe Generale,London Branch

Amount Secured

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

Short Particulars

L/Hold premises at manchester international airport,pinfold lane,ringway with all buildings,fixtures,fixed plant and machinery thereon. See the mortgage charge document for full details.

Transactions

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Debenture

Created on 21 Dec 2001

Delivered on 08 Jan 2002

Status fully-satisfied

Persons Entitled

Societe Generale, London Branch

Amount Secured

All monies due or to become due from the company formerly known as princess way leasing limited to the chargee 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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An aircraft mortgage

Created on 21 Dec 2001

Delivered on 08 Jan 2002

Status fully-satisfied

Persons Entitled

Societe Generale, London Branch

Amount Secured

All monies due or to become due from the company formerly known as princess way leasing limited to the chargee under the terms of the aforementioned instrument creating or evidencing the charge

Short Particulars

The airframe being a boeing 757-236 aircraft with manufacturers serial number 22187 and UK reg no. G-biko. Together with the engines, the manuals and technical records and equipment, all warranties in respect of the airframe, and engine or otherwise in relation to the aircraft.. See the mortgage charge document for full details.

Transactions

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Deed of covenant

Created on 19 Apr 1984

Delivered on 24 Apr 1984

Status fully-satisfied

Persons Entitled

National Westminster Bank PLC

Amount Secured

£73,229,052 and all monies due or to become due from the co. To the chargee secured by a charge dated 19/4/84 under the terms of a financial agreement dated 31/3/82.

Short Particulars

The mortgaged premises being the ship, her earnings, her insurances and all benefits thereof and any requisition compensation as those expressions are defined in the deed of covenant.

Transactions

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