SAGA CRUISES I LIMITED

Security accession deed

Created on 29 Oct 2004

Delivered on 10 Nov 2004

Status fully-satisfied

Persons Entitled

The Governor and Company of the Bank of Scotland as Security Agent for Itself and the Othersecured Parties

Amount Secured

All monies due or to become due from any charging company or any other obligor to any secured party under the terms of the aforementioned instrument creating or evidencing the charge

Short Particulars

Fixed and floating charges over 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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Charter assignment

Created on 23 May 2003

Delivered on 06 Jun 2003

Status fully-satisfied

Persons Entitled

Credit Agricole Indoseuz

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 rights and interests of every kind which the company now or at any later time has to, in or in connection with the assigned contracts or in relation to any matter arising out of or in connection with any assigned contract. See the mortgage charge document for full details.

Transactions

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Deed of covenant

Created on 23 May 2003

Delivered on 06 Jun 2003

Status fully-satisfied

Persons Entitled

Credit Agricole Indoseuz

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 rights and interests which the company has to, in or in connection with the earnings the insurances any charter and any requisition compensation. See the mortgage charge document for full details.

Transactions

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First priority british mortgage

Created on 23 May 2003

Delivered on 06 Jun 2003

Status fully-satisfied

Persons Entitled

Credit Agricole Indoseuz

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 the company's rights title and interest in and to the 64/64TH shares of the vessel "caronia" registered under the UK flag with official no. 902732 and including any share or interest therein and her engines machinery boats tackle outfit spare gear and appurtenances. See the mortgage charge document for full details.

Transactions

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Accounts pledge

Created on 23 May 2003

Delivered on 06 Jun 2003

Status fully-satisfied

Persons Entitled

Credit Agricole Indoseuz

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 sums of money credited at any time and from time to time to the borrower account and subsidiary account. See the mortgage charge document for full details.

Transactions

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