UPPERBAY LIMITED

BARCLAYS BANK PLC (AND ITS SUCCESSORS IN TITLE AND PERMITTED TRANSFEREES)

THE ROYAL BANK OF SCOTLAND PLC (AND ITS SUCCESSORS IN TITLE AND PERMITTED TRANSFEREES)

ARES MANAGEMENT LIMITED (IN ITS CAPACITY AS SECURITY TRUSTEE FOR THE BENEFICIARIES)

ANGLO IRISH BANK CORPORATION PLC AS SECURITY TRUSTEE

DEBENTURE

LLOYDS TSB BANK PLC AS SECURITY TRUSTEE FOR THE FINANCE PARTIES (SECURITY TRUSTEE)

DEBENTURE

PAUL ANTHONY YATES AND JILL SUSAN YATES

COMPOSITE DEBENTURE AND GUARANTEE

N M ROTHSCHILD & SONS LIMITED (AS AGENT AND TRUSTEE FOR ITSELF AND EACH OFTHE OTHER FINANCE PARTIES (THE SECURITY TRUSTEE))

DEBENTURE

HAVEN LEISURE LIMITED

COMPOSITE GUARANTEE AND DEBENTURE

N M ROTHSCHILDS & SONS LIMITED, AS SECURITY AGENT FOR THE ACCOUNT OF ITSELF, THE SENIOR CREDITORS AND THE MEZZANINE CREDITORS AND NOW ADDITIONALLY AS SECURITY AGENT FOR THE ACCOUNT OF THE SUB-MEZZANINE CREDITORS (AS DEFINED)

SUPPLEMENTAL DEED TO A COMPOSITE GUARANTEE AND DEBENTURE DATED 13TH NOVEMBER 1999

N M ROTHSCHILD & SONS LIMITED (THE "SECURITY AGENT")

COMPOSITE GUARANTEE AND DEBENTURE

DEUTSCHE BANK AG,AS SECURITY AGENT FOR ITSELF AND THE SECURED PARTIES

DEBENTURE