RICHARDSON ELECTRONICS LIMITED

BANK ONE,NA AS AGENT AND AS SECURITY TRUSTEE FOR THE SECURED PARTIES

DEBENTURE

Bank One,Na as Agent and as Security Trustee for the Secured Parties

All right,title and interest in the tangible moveable property,the accounts,intellectual property,any goodwill,uncalled capital,investments,shares,dividends,interest and other monies payable in respect of the shares and all other related rights thereon; the charged agreements,any pension fund and licences; the proceeds of any insurance policy and all related rights; floating charge over all undertaking and assets of the company; see form 395 for details. See the mortgage charge document for full details.