CLOSE NUMBER 19 LIMITED: Mortgages

All of the assignor's present and future estate,right,title,interst,claim and demand in,to and under the subleases and all othe sublease documents. See the mortgage charge document for full details.

All of the assignor's present and future estate,right,title,interest,claim and demand in,to and under the sublease and all other sublease documents. See the mortgage charge document for full details.

All of the companys right, title, benefit and interest in and to the collateral.

All the assignor's present and future right title and interest in and to and under the sublease including without limitation all payments due and to become due under the sublease as lease rentals, damages, insurance payments, fees, expenses, costs, awards or otherwise, all deposits, if any, from time to time. See the mortgage charge document for full details.

All of its right title and interest in and to the collateral. See the mortgage charge document for full details.

The aggregate amount of any cash deposit. See the mortgage charge document for full details.

All payments due under the sublease agreement dated 9/10/1998 and all rentals,damages,insurance payments,fees,costs and all other issues and profits thereon; all deposits,if any,required under the sublease and all other claims,rights,powers,remedies and other benefits and all proceeds of the foregoing.

All of the company's right title and interest in, under and to a sublease of the aircraft dated 14TH november 2000. see the mortgage charge document for full details.

All contracts and polcies of insurance ie respect of all risks or physica loss or damage to the aircraft one airbus A320-231 aircraft having msn 354 together with two V2500 A1 engines for full details please refer to form 395. see the mortgage charge document for full details.

All the benefit in all amounts payble in respect of the insurances and the insurance proceeds in realtion to the aircraft means one airbus A320-231 having msn 411 together with two V2500. See the mortgage charge document for full details.

All rights title and interest in and to the collateral meaning the insurances and any and all requisition compensation. See the mortgage charge document for full details.

All of its right title and interest in and to the collateral;provided always that unless and until a default shall have occurred and be continuing,and subject as provided in section 11.3,12.5 or 12.6 of the lease,the assignor shall be entitled to receive all moneys and to exercise all rights and benefits whatsoever accruing to the assignor under the collateral.

All of the benefit,present and future,in to and under all amounts payable in respect of all contracts and policies of insurance in respect of all risks of physical loss or damage (including,but not limited to,war risks) effected in relation to one airbus A320-231 aircraft,serial number 411,UK registration g-bvyc and all proceeds of any and all of the foregoing.

With full title guarantee to and in favour the lessor all of the benefit, present and future, in to and under all amounts payable in respect of the insurances and the insurance proceeds.. See the mortgage charge document for full details.

All of the company's rights title and interest in, to and under a sublease of an airbus A320 aircraft manufacturer's serial number 394 dated 9 october 1998,. see the mortgage charge document for full details.

The company has paid the amount of $150,000 and agreed to pay and additional $250,000 within 5 business days of the date of the lease, such amounts shall after the payment of the additional $250,000 be maintained in an amount of equal to $400,000. see the mortgage charge document for full details.

The company has paid the amount of $150,000 and agreed to pay and additional $250,000 within 5 business days of the date of the lease, such amounts shall after the payment of the additional $250,000 be maintained in an amount of equal to $400,000. see the mortgage charge document for full details.

To the extent of the company's interest in the deposit, the company assigns and transfers to the chargee any and all of the company's right, title and interest in the deposit consisting of us$307,500.

All of the company's rights title and interest to in and under a sublease of an airbus A320 aircraft manufacturer's serial number 314 dated 10TH april 1998. see the mortgage charge document for full details.

Any and all of the company's right title and interest in the deposit consisting of us$ 307,500.

All of the company's right title benefit and interest to in and under a sublease of an IAEV2500-A1 engine manufacturer's serial number VO236. See the mortgage charge document for full details.

All rights,title,benefit and interest to,in,and under a sublease of an airbus A320 aircraft,ser/no 308 dated 23/4/98 and all monies whatsoever payable thereunder. See the mortgage charge document for full details.

The sum of us$189,000 together with interest accrued now or to be held by national westminster bank PLC on an account numbered 140/01/06241530 and earmarked or designated by reference to the company.

All the company's right title and interest in and to the collateral (as defined below) "collateral" means (a) the insurances; and (b) any and all requisition compensation.. See the mortgage charge document for full details.

The company has paid the chargee the amount of $100,000 and the company has agreed to pay (a) an additional $500,000 on the date of execution by the chargee of the purchase agreement (as defined below) and (b) an additional $600,000 on the final instalment date (as defined below). Such amounts shall after the date described at (a) above but prior to the final instalment be maintained in an amount equal to $600,000 and thereafter in an aggregate amount equal to $1,200,000.