PICTURE HOUSE EDIT SUITES LIMITED - THE

Assignment of life policy all moneys payable from time to time to the company under:- life policy number A12710489K dated 8TH june 1999 held with norwich union life & pensions limited on the life of hugh gary matier in sum of Œ17.25 per month.

Assignment of life policy all moneys payable from time to time to the company under:- life policy number A12710489J dated 15TH may 1999 held with norwich union life & pensions limited on the life of william rea petticrew in the sum of Œ12.90 per month.

Chattels mortgage. All the goods and equipment as detailed in doc 14 on the main file.

All monies debenture the companys undertaking property and assets whatsoever and wheresoever both present and future including goodwill and uncalled capital. The charge shall as regards all estate or interest legal or equitable in all freehold or lease- hold property all profits a prendre ease ments rights of way rights under coven- ants agreements undertakings and indem- nities and rights to compensation stat- utory or otherwise or income attaching thereto which shall at any time here- after during the continuance of this security become the property of the company and all present and future proceeds of insurance receivable by the company and its goodwill and uncalled capital for the time being be a specific charge and as regards all free- hold or leasehold property shall con- stitute a legal mortgage and shall as regards the other property hereby charged be a floating security but so that the company shall not be at liberty to create any mortgage or charge ranking in priority to or pari passu with these presents or sell or assign or grant any license to occupy any of the properties hereby charged without the prior written consent of the bank. The debenture further provides that the company shall not without the prior written consent of the bank assign or charge its book debts.

All monies.chattel mortgage equipment as per attached sheet the borrower covenanted in the chattel mortgage that it shall not without consent in writing of the bank create or purport or attempt to create any mortgage or charge on the equipment mortgaged or charged or any part or parts thereof ranking or which by any means may be able to rank pari passu with in or in priority to the charge hereby created or sell or attempt to dell, assign or otherwise dispose of the equipment hereby charged or any portion thereof.

All monies mortgage. In respect of; 2 x mdock-ch-rck avid mediadock chassis (rack) 4 x mdock-drv-23GBW mediadock 23GB drive 3.5 inch (wide) including mediashuttle upgrade.