TNU PLC: Charges

All monies due or to become due from the company to the chargee or any of the other borrower secured creditors 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 monies due or to become due from the company to the chargee or any of the other secured parties 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 or any of the other secured parties 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 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 law debenture trust corporation PLC as security trustee under the security trust deed (as defined)

(1) (in respect of the security granted in favour of clemet S.A.) all moneys due or to become due by the company and/or any of the other chargors (as defined in the master security agreement) to clemet S.A.,pursuant to the letters of instruction (as defined in the master security agreement) namely (I) a maximum amount of frf 40,040 million,£4,984 million and U.S.$798 million under the global letter of guarantee (as defined in the master security agreement) (ii) a maximum amount of frf 18,200 million under the eib letter of guarantee (as defined in the master security agreement) (iii) a maximum amount of frf 5,600 million under the credit national letter of guarantee (as defined in the master security agreement) (iv) a maximum amount of frf 2,800 million under the ecsc letter of guarantee (as defined in the master security agreement),(v) a maximum amount of £168 million under the standby letter of guarantee (as defined in the master security agreement),(vi) a maximum amount of frf 3,593,940,000 and £546,921,200 under the senior letter of guarantee (as defined in the master security agreement) and (vii) all costs and other ancillary claims (including default interest) due under the letters of instruction (as defined in the master security agreement) (2) (in respect of the security granted to the lenders (as defined in the master security agreement)) the global indebtedness (as defined in the master security agreement) (3) (in respect of the security granted to the special banks,the senior facility 1 lenders,the lc banks,the back-up banks or the master lc banks (each as defined in the master security agreement)) the special indebtedness (as defined in the master security agreement) (4) (in respect of the security granted solely to the european investment bank) the eib indebtedness (as defined in the master security agreement (5) in respect of the security granted solely to a designated lender (as defined in the master security agreement) the corresponding designated debt (as defined in the master security agreement)

All amounts due or capable of being due by the company and/or any of the other owning group companies (as defined in the extension of security agreement) to clemet S.A.,namely (I) a maximum amount of frf 2,800 million in respect of the ecsc letter of guarantee (as defined in the extension of security agreement), (ii) a maximum amount of £168 million in respect of the standby letter of guarantee (as defined in the extension of security agreement),(iii) a maximum amount of frf 3,593,940,000 and £546,921,200 in respect of the senior letter of guarantee (as defined in the extension of security agreement) and (iv) all costs and ancillary claims (including default interest) due under the second letter of instruction (as defined in the extension of security agreement)

All monies due or to become due from the company and/or all or any of the other companies named therein to the chargee pursuant to the relevant agreements (as defined),this debenture and the debenture dated 16TH december 1987

(1) (in respect of the security granted in favour of clement S.A.) all moneys due or to become due by the company and/or any of the other chargors (as defined in the master security agreement) to clemet sa, namely (I) a maximum amount of frf 40,040 million, £4,984 million and $798 million under the global letter of guarantee (as defined in the master security agreement) (ii) a maximum amount of frf 18,200 million under the eib letter of guarantee (as defined in the master security agreement) (iii) a maximum amount of frf 5,600 million under the credit national letter of guarantee (as defined in the master security agreement and (iv) all costs and other sums (including default interest) due under the letter of instruction (as defined in the master security agreement (2) (in respect of the security granted to the lenders (as defined in the master security agreements)) the global indebtedness (as defined in the master security agreement as amended by the agreement supplemental to the master security agreement dated 25TH october 1990) (3) (in respect of the security granted to the special banks, the lc banks, the back-up lc banks, the master lc banks or the banks having participated in a collateral advance (each as defined) in the master security agreement)) the special indebtedness (as defined in the master security agreement as amended by the agreement supplemental to the master security agreement dated 25/10/90) (4) (in respect of the security granted solely to the E1B) the E1B indebtedness (as defined in the master security agreement as amended by the agreement supplemental to the master security agreement dated 25/10/90)

In favour of the law debenture trust corporation PLC as trustee under a trust deed dated 16.12.87 as amended by a supplemental deed dated 25.10.90 between (inter alia) the company and the trustee all moneys due or to beocme due from the company and/or all or any of the companies named therein

For securing (1) (in respect of the security granted in favour of clemet sa) all moneys due or to become due by the company and/or any of the other chargors (as defined in the master security agreement) to clemet sa namely (I) a maximum amount of frf 29,400 million, £3,640 million and us $630 million under the global letter of guarantee (as defined in the master security agreement) (ii) a maximum amount of frf 14,000 million under the eib letter of guarantee (as defined in the master security agreement) (iii) a maximum amount of frf 5,600 million under the credit national letter of guarantee (as defined in the master security agreements) and (iv) all costs and other sums due under the letter of instruction (as defined in the master security agreement) (2) (in respect of the security granted to the lenders (as defined in the master security agreement) the global indebtedness (as defined in the master security agreement) (3) (in respect of the security granted to the special banks, the lc bank,s the back-up lc banks or the master lc banks (each as defined in the master security agreement) the special indebtedness (as defined in the master security agreement) (4) (in respect of the security granted solely to the european eib indebtedness (as defined in the master security agreement)

For securing in favour of the law debenture trust corporation PLC as trustee under a trust deed dated 16 december 1987 between (inter alia) the company and the trustee all moneys due or to become due from the company and/or all or any of the companies named therein to (1) the agents (as defined in the trust deed (2) the banks. (As defined in the trust deed) (3) european investment bank (4) credit national (5) the representatives (as defined in the trust deed) and (6) the designated lenders (as defined in the trust deed) under the terms of the credit agreement and the relevant agreements.

All monies due or to become due from the company and/or eurotunnel sa or any of the borrowers to the chargee as agent for the lenders under the terms of the loan agreement dated 18/8/87 and this deed.