BARVEST LIMITED

Debenture

Created on 28 Jun 2006

Delivered on 06 Jul 2006

Status outstanding

Persons Entitled

Avanti Capital PLC

Amount Secured

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

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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Deed of rental deposit

Created on 27 Jul 2004

Delivered on 04 Aug 2004

Status outstanding

Persons Entitled

Falconland Brighton Limited

Amount Secured

£37,600.00 and 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 interest in: 1) the interest earning deposit account and 2) the amount at any time standing to the credit of that account which shall consist of an initial sum of £37,600.00 and interest accruing to the account and any further sums deposited in that account.

Transactions

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Rent deposit deed

Created on 15 Jun 2004

Delivered on 19 Jun 2004

Status outstanding

Persons Entitled

Simon Bridbury Properties (St Albans) LTD

Amount Secured

£45,000 plus vat of £7,875 due or to become due from the company to the chargee

Short Particulars

The sum of £45,000 plus vat of £7,875.

Transactions

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Variation agreement

Created on 07 Jun 2004

Delivered on 12 Jun 2004

Status outstanding

Persons Entitled

Barclays Bank PLC

Amount Secured

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

Short Particulars

Barvest (swindon) limited, part of the basement, lower ground, ground and first floors and being premises at theatre square swindon t/n WT178648. Barvest (embargo) limited, embargo club and offices, 533 kings road, chelsea, london, t/n BGL36095. Barvest limited, 57 and 59 melbourne street, newcastle upon tyne, tyne and wear, t/n TY357451. (For details of further properties charged please refer to form 395). 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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Rent deposit deed

Created on 19 May 2004

Delivered on 22 May 2004

Status outstanding

Persons Entitled

Farrow Properties Limited

Amount Secured

£87,500.00 due or to become due from the company to the chargee

Short Particulars

Lease of premises k/a 12/14 bath road cheltenham gloucestershire GL53 7HA.

Transactions

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Deed providing for rental deposit

Created on 14 May 2004

Delivered on 24 May 2004

Status outstanding

Persons Entitled

Pan Books Limited

Amount Secured

All monies due or to become due from the company to the chargee

Short Particulars

The deposit and the company's interest in the account.

Transactions

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Composite guarantee and debenture

Created on 26 Apr 2004

Delivered on 06 May 2004

Status fully-satisfied

Persons Entitled

Barclays Bank PLC

Amount Secured

All monies due or to become due from any group company to the chargee

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.

Transactions

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Rent deposit deed

Created on 24 Mar 2004

Delivered on 08 Apr 2004

Status outstanding

Persons Entitled

Bv De Drechtdijk

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 interest in the interest bearing deposit account at coutts & co in which has been placed the initial deposit of £35,000 and all money from time to time standing to the credit of or occurring to the deposit account.

Transactions

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Rent deposit deed

Created on 04 Dec 2003

Delivered on 16 Dec 2003

Status outstanding

Persons Entitled

Jeremy Norman, David Watkins, Timothy Steel & Edward Spencer Churchill

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 sum in a deposit account opened by carter jonas with the initial sum of £7,500.00.

Transactions

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Debenture

Created on 20 Aug 2003

Delivered on 29 Aug 2003

Status outstanding

Persons Entitled

Avanti Capital PLC (As Trustee for the Noteholders)

Amount Secured

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

Short Particulars

By way of legal mortgage all the property, together with all building and fixtures thereon, all estates or interests in any other f/h or l/h property. By way of first fixed charge all securities together with all related rights in relation thereto, by way of assignment allof the insurances, all of the company's book and other debts. See the mortgage charge document for full details.

Transactions

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