BURROUGHS HILL LIMITED: Mortgages

(1) by way of first fixed charge, all shares and dividends, (2) by way of first fixed charge, the inter company indebtedness,(3) by way of first floating charge, its undertaking and all its assets, both present and future (including assets expressed to be charged by paragraphs (1) and (2) above.). See the mortgage charge document for full details.

Sterling deposit account no 0536670 in the name of the company all monies standing to the credit of the account & all right title & interest therein. See the mortgage charge document for full details.

The shares or other securities being bonus stock or shares and all rights moneys property accruing or offered. See the mortgage charge document for full details.

3000,000 shares in national express group PLC held by the chargor including all dividends, interest or other distributions and all allotments, offers, rights and benefits etc. in respect of the same ("the securities"). See the mortgage charge document for full details.

All shares stocks bonds for full details see form 395.

All the securiities and the proceeds of sale as detailed on form 395 and schedule.

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.

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.

The bus station leas rd guildford surrey t/n SY590700.

Land adjoining beddington farm rd sutton t/n SGL530762.

F/H bus depot leas rd guildford surrey t/n sy 590700 including all rights powers easements and liberties fixtures fittings plant machinery apparatus goods and materials see doc for full details.

Land and buildings n/e of hulme hall rd hulme together with the exclusive use of the land and spaces within the arches under the railway t/n CA343010.

Bus depot hulme hall road manchester.

Please see form 395 M527C for full details. 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.

Fixed and floating charge over the undertaking and all property and assets present and future including goodwill uncalled capital. (Please see form 395 for full details.

All monies now or at any time hereafter standing to the credit of the term deposit account or accounts of the company in the bank's books to the extent of (£30,000).