STAR ENERGY HOLDINGS LIMITED

All monies due or to become due from the company formerly k/a pentex energy limited to the finance party on any account whatsoever under the terms of the aforementioned instrument creating or evidencing the charge

All monies due or to become due fro the comapny to each finance party under the terms of the aforementioned instrument creating or evidencing the charge

All present and future obligations and liabilities due or to become due from each chargor to the chargee on any account whatsoever under the terms of the aforementioned instrument creating or evidencing the charge

All present and future obligations and liabilities due or to become due from each chargor to the chargee on any account whatsoever under the terms of the aforementioned instrument creating or evidencing the charge

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

All present and future obligations and liabilitiy of pentex oil PLC,pentex oil UK limited,pentex oil & gas limited and pentex italia limited (the borrowers) and the company to the chargee for itself and as trustee for and on behalf of the banks (as defined) and to the banks (or any of them) under the charge and pursuant to the agreement and under any security document and/or any deed supplemental thereto

All monies due or to become due from the company to the chargee under the facility documents (as defined)

The aggregate of all present and/or future actual and/or contingent liabilities (in whatever currency they may be expressed) of the company and rowebury PLC to the chargee (whether incurred solely, severally or jointly with others and whether incurred as principal or surety) together with any commissions and legal and other expenses incurred, in each case, under the us $20,000,000 loan agreement dated 5TH september 1996 (as therein defined)

The aggregate of all present and/or future actual and/or contingent liabilities (in whatever currency they may be expressed) of the company to the chargee (whether incurred solely, severally or jointly with others and whether incurred as principal or surety) together with any interest accrued in respect of such liabilities and all charges, commisions and legal and other expenses incurred, in each case, under the us $20,000,000 loan agreement dated 5TH september 1996 (as therein defined)

All present and future obligations of the company to the chargee under clauses 2(2) c and 11(3) of the charge together with all obligations to indemnify the chargee