SILENTDALE LIMITED

Trust indenture and security agreement (combi 2)

Created on 26 Oct 2004

Delivered on 03 Nov 2004

Status fully-satisfied

Persons Entitled

Wells Fargo Bank Northwest, National Association (Indenture Trustee)

Amount Secured

All monies due or to become due from the freight partnership LLP ("the head lessor) to the lenders under the terms of the aforementioned instrument creating or evidencing the charge

Short Particulars

All estate right, title and interest in to and under the following described property, rights, interest and privileges other than the excepted property but otherwise including all property specifically subjected to the lien. See the mortgage charge document for full details.

Transactions

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Trust indenture and security agreement (combi 2)

Created on 26 Oct 2004

Delivered on 03 Nov 2004

Status fully-satisfied

Persons Entitled

Wells Fargo Bank Northwest, National Association (Indenture Trustee)

Amount Secured

All monies due or to become due from the borrower and the grand leasing partnership LLP (the "head lessor") to the lenders under the terms of the aforementioned instrument creating or evidencing the charge

Short Particulars

All estate right, title and interest in to and under the following described property, rights, interest and privileges other than the excepted property but otherwise including all property specifically subjected to the lien. See the mortgage charge document for full details.

Transactions

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Trust indenture and security agreement (combi 2)

Created on 26 Oct 2004

Delivered on 03 Nov 2004

Status fully-satisfied

Persons Entitled

Wells Fargo Bank Northwest, National Association (Indenture Trustee)

Amount Secured

All monies due or to become due from the borrower and the clearwater partnership LLP (the "head lessor") to the lenders under the terms of the aforementioned instrument creating or evidencing the charge

Short Particulars

All estate right, title and interest in to and under the following described property, rights, interest and privileges other than the excepted property but otherwise including all property specifically subjected to the lien. See the mortgage charge document for full details.

Transactions

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Trust indenture and security agreement (combi 2)

Created on 26 Oct 2004

Delivered on 03 Nov 2004

Status fully-satisfied

Persons Entitled

Wells Fargo Bank Northwest, National Association (Indenture Trustee)

Amount Secured

All monies due or to become due from the borrower and the emerson partnership LLP(the "head lessor") to the lenders under the terms of the aforementioned instrument creating or evidencing the charge

Short Particulars

All estate right, title and interest in to and under the following described property, rights, interest and privileges other than the excepted property but otherwise including all property specifically subjected to the lien. See the mortgage charge document for full details.

Transactions

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Trust indenture and security agreement supplement no.1

Created on 15 Dec 2003

Delivered on 31 Dec 2003

Status fully-satisfied

Persons Entitled

Hsh Nordbank Ag (The Indenture Trustee)

Amount Secured

All monies due or to become due from last train limited (the borrower), silentdale, the clarkesville leasing partnership,LLP 9THE partnership) and rail wagon leasing limited (the general partner) to hsh nordbank ag under the terms of the aforementioned instrument creating or evidencing the charge

Short Particulars

The units and all replacements thereof and substitutions thereof. The borrowers partnership interest in the partnership. The granting clause documents. All rents issues profits revenues and other income of the property subjected or requires to be subjected to the lien of the trust indenture. All requisition proceeds with respect of the units or any part thereof, and all insurance policies and proceeds with respect to the units or any part thereof. All moneys and securities paid or deposited or required to be paid or deposited into the collateral account, all proceeds of the foregoing but excluding all excepted property.. See the mortgage charge document for full details.

Transactions

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Trust indenture and security agreement

Created on 30 Sep 2002

Delivered on 16 Oct 2002

Status fully-satisfied

Persons Entitled

Landesbank Schleswig - Holstein Girozentrale (The "Indenture Trustee")

Amount Secured

All monies due or to become due from last train limited ("the borrower"), the clarkesville leasing partnership, LLP (the "lessor"), rail wagon leasing limited (the "general partner") and the lessees (as defined in the trust indenture) to the chargee and the lenders and all monies due or to become due from lloyds investment to lloyds tsb bank PLC under the terms of the aforementioned instrument creating or evidencing the charge

Short Particulars

By way of assignment the units, the borrower's partnership interest in the lessor, the granting clause documents, all requisition proceeds in relation to the units, all moneys and securities paid or deposited and all the proceeds of the foregoing but excluding excepted property. See the mortgage charge document for full details.

Transactions

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Trust indenture and security agreement

Created on 09 May 2002

Delivered on 21 May 2002

Status fully-satisfied

Persons Entitled

Lombard North Central PLC

Amount Secured

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

Short Particulars

By way of assignment the units, the borrower's partnership interest in the lessor, the granting clause documents, all requisition proceeds in relation to the units, all moneys and securities paid or deposited and all the proceeds of the foregoing but excluding excepted property. See the mortgage charge document for full details.

Transactions

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Trust indenture and security agreement

Created on 20 Dec 2001

Delivered on 07 Jan 2002

Status fully-satisfied

Persons Entitled

Lombard North Central PLC (The "Indenture Trustee")

Amount Secured

All amounts due or to become due from funk limited to the chargee under the terms of the aforementioned instrument creating or evidencing the charge

Short Particulars

All estate right title and interest of the borrower and the lessor in and to and under the following described property rights interests and privileges other than the excepted property please refer to form 395 for full details.

Transactions

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Trust indenture and security agreement

Created on 10 Oct 2001

Delivered on 25 Oct 2001

Status fully-satisfied

Persons Entitled

Lombard North Central PLC (The "Indenture Trustee")

Amount Secured

The prompt payment of the principal of and interest on and all other amounts due with respect to the loan by the royal bank of scotland PLC, new york branch from time to time outstanding hereunder and all other amounts outstanding hereunder by creedence limited (the borrower) (including without limitation breakage loss and increased costs). The performance and observance by the borrower for the benefit of the royal bank of scotland PLC new york branch of all the agreements covenants and provisions contained in the trust indenture, in the participation agreement and/or the other operative documents. The prompt payment of all amounts from time to time owing under the participation agreement and the other operative documents by the lessor, revival leasing limited (the general partner) and the lessees in each case to the chargee and the lenders. The performance and observance by the lessor, the general partner and the lessees of all the agreements covenants and provisions of the operative documents for the benefit of the lenders and the prompt payment of the principal of, premium (if any) and interest on and all other amounts due with respect to the loan by lloyds tsb bank PLC from time to time outstanding hereunder and all other amounts owing by lloyds investment under the junior loan agreement (all terms as defined)

Short Particulars

The units (as defined) and all related parts (as defined) and all replacements thereof and substitutions therefor in which the lessor shall from time to time acquire an interest as provided in each lease... See the mortgage charge document for full details.

Transactions

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Trust indenture and security agreement

Created on 29 May 2001

Delivered on 12 Jun 2001

Status fully-satisfied

Persons Entitled

Lombard North Central PLC

Amount Secured

The prompt payment of the principal of and interest on and all other amounts due with respect to the loan by the royal bank of scotland PLC, new york branch from time to time outstanding hereunder and all other amounts outstanding hereunder by crosby limited (the borrower) (including without limitation breakage loss (as defined) and increased costs (as defined). The performance and observance by the borrower for the benefit of the royal bank of scotland PLC new york branch of all the agreements covenants and provisions contained in the trust indenture, in the participation agreement (as defined) and/or the other operative documents (as defined). The prompt payment of all amounts from time to time owing under the participation agreement and the other operative documents by the lessor, stills limited (the general partner) and the lessees (as defined) in each case to the chargee and the lenders. The performance and observance by the lessor, the general partner and the lessees of all the agreements covenants and provisions of the operative documents for the benefit of the lenders and the prompt payment of the principal of, premium (if any) and interest on and all other amounts due with respect to the loan by lloyds tsb bank PLC from time to time outstanding hereunder and all other amounts owing by lloyds investment under the junior loan agreement (as defined)

Short Particulars

The units (as defined) and all related parts (as defined) and all replacements thereof and substitutions therefor in which the lessor shall from time to time acquire an interest as provided in each lease. See the mortgage charge document for full details.

Transactions

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