RIDGMONT CARE HOMES LIMITED

F/H sowerby house sowerby thirsk and the cottage sowerby house sowerby thirsk t/nos NYK78532 and NYK165381, f/h 1 byran road edgerton huddersfield t/no WYK414463, f/h woodleigh bryan road edgerton huddersfield t/no WYK560190 (for further details of mortgaged properties please see schedule 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.

Sowerby house sowerby thirsk and the cottage sowerby house sowerby thirsk t/nos NYK78532 and NYK165381, 1 byran road edgerton huddersfield t/no WYK414463, woodleigh bryan road edgerton huddersfield t/no WYK560190 (for further details of mortgaged properties please see schedule to form 395). see the mortgage charge document for full details.

Including (I) cams ridge,7 charlemount drive,cams hill,fareham; (ii) st.mary's nursing and residential home,speedwell crescent,scunthorpe; (iii) strathmore house nursing and residential home,friday bridge rd,elm,wisbech. 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.

The f/h property k/a murley house wyvern road taunton somerset t/n SY140826 and all licences.

F/Hold land lying to the south east of abbey rd,fartown,huddersfield,kirklees,west yorkshire; t/no wyk 596989; l/hold land and buildings on the south west of red doles rd,huddersfield,kirkless,west yorkshire; t/no wyk 345110; all licences from time to time held by the company. See the mortgage charge document for full details.

All rights,title,interest and benefit in and to the life policies,as defined,and all monies including all bonuses,additions,etc. See the mortgage charge document for full details.

Sowerby house sowerby thirsk and the cottage sowerby house sowerby thirsk, 1 bryan road edgerton huddersfield, woodleigh bryan road edgerton huddersfield * see form 395 for full details of properties charged *. 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.

Various properies headed by sowerby house sowerby thirsk and the cottage sowerby house sowerby thirsk NYK78532 and NYK165381 (. see the mortgage charge document 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. See the mortgage charge document for full details.

Fixed charge the company's right title benefit and interest in the aggregate of all sums from time to time standing to the credit of the cash sweep account special reserve account the receipts account and the blocked deposit account all interest and other amounts accruing therefrom. See the mortgage charge document for full details.

F/H property k/a st paul's nursing home high street waddington lincolnshire. Fixed charge all buildings and other structures fixed to the property fixed charge any goodwill relating to the property fixed charge all plant machinery and other items affixed to the property assignment of the rental sums together with the benefit of all rights and remedies fixed charge the proceeds of any claim made under insurance policy relating to the property floating charge all unattached plant machinery chattels and goods on or in or used in connection with the property or the business or undertaking at the property.

F/H property k/a land at speedwell crescent santhorpe lincolnshire t/n HS164505. Fixed charge all buildings and other structures fixed to the property fixed charge any goodwill relating to the property fixed charge all plant machinery and other items affixed to the property assignment of the rental sums together with the benefit of all rights and remedies fixed charge the proceeds of any claim made under insurance policy relating to the property floating charge all unattached plant machinery chattels and goods on or in or used in connection with the property or the business or undertaking at the property.

Freehold ladyfield nursing home, packman lane, kiveton park, rotherham title number SYK337473 by way of fixed charge over all buildings and other structures on, and items fixed to, the property; by way of fixed charge over any goodwill relating to the property; by way of fixed charge over all plant, machinery, chattels and goods now or at any time on or in or used in connection with the property; by way of legal assignment the rental sums together with the benefit of all rights and remedies of the company ; by way of fixed charge the proceeds of any claim made under any insurance policy relating to any of the property charged under the charge.

The f/h property k/a charlemont nursing home 7 charlemont drive cams hill fareham hampshire t/n HP172986 fixed charge all buildings and other structures fixed to the property, fixed charge any goodwill relating to the property, fixed charge all plant machinery and other items affixed to the property, assignment of the rental sums together with the benefit of all rights and remedies, fixed charge the proceeds of any claim made under insurance policy relating to the property, floating charge all unattached plant machinery chattels and goods on or in or used in connection with the property or the business or undertaking at the property. See the mortgage charge document for full details.

The f/h property k/a copper beeches heathmount rake house and the lodge and land on the north west side of heathmount,liss,hampshire.t/no HP461849 and HP463852 fixed charge all buildings and other structures on and fixed to the property.any goodwill relating to the property or the business or undertaking conducted at the property.all plant machinery and other items affixed to the property.assignment of the rental sums together with the benefit of all rights and remedies. See the mortgage charge document for full details.

Property k/a ravenstone nursing home st andrews road droitwich worcester and hygeia house worcester road droitwich worcester by way of fixed charge all buildings and other structures any goodwill of the business all plant machinery and other items and A. floating charge over all moveable plant machinery implements utensils furniture and equipment.

F/H property k/a alexandra nursing home doncaster thrybergh, rotherham south yorkshire t/no.SYK66287 and all buildings structures and goodwill. Fixed and floating charges over all plant machinery and other chattels. See the mortgage charge document for full details.

F/H property k/a belmont residential care home t/no LA680801 and (as to part) LA682228 with buildings fixtures and fittings the goodwill of the business plant and machinery and A. floating charge over all moveable plant machinery implements utensils furniture and equipment.

F/H property k/a hope house, rishton road, clayton-le-moors, accrington, lancashire. Fixed charges on all buildings and other structures fixed to the property; any goodwill relating to the property; all plant machinery and other items affixed to the property and the proceeds of any claim made under any insurancepolicy relating to the property. Floating charge on all unattached plant machinery chattels and goods in or on or used in connection with the property. Assignment of the rental sums.. See the mortgage charge document for full details.

F/H property k/a eastfield hall moss road askern south yorkshire t/no SYK132406 SYK204525 SYK199178 (part) and SYK194128 (part) and all buildings other structures and goodwill. Fixed and floating charges over all plant machinery chattels. See the mortgage charge document for full details.

Wainfleet's nursing & residential care home rumbold lane wainfleet skegness lincs t/no.LL54386 and all buildings and other structures and goodwill. Fixed and floating charge over all plant machinery and chattels. See the mortgage charge document for full details.

F/H-knowle house nursing & residential home rivington lane rivington lancashire t/n-LA702404. See the mortgage charge document for full details.

F/H property k/a bryan wood residential nursing home 1 bryan road edgerton huddersfield t/no: WYK414463. Floating charge over all moveable plant machinery implements utensils furniture and equipment. Fixed charge over all moveable plant machinery implements utensils furniture and equipment.

F/H property k/a alwoodleigh nursing and residential home 4 bryan road edgerton huddersfield t/n WYK560190 and by way of fixed charge all buildings structures and items,goodwill,all plant machinery and other items and all insurance proceeds and by way of assignment all rental sums and by way of floating charge all unattached plant machinery chattels and goods.

Strathmore house, friday bridge road, elm, wisbech cambridgeshire t/no: CB151174. Floating charge over all moveable plant machinery implements utensils furniture and equipment. Fixed charge over all moveable plant machinery implements utensils furniture and equipment.