BARTONDALE HOMES LIMITED

Barclays Bank PLC

The f/h property k/a 43 dry bridge street monmouth t/no CYM2950.

Created 30 Mar 2006

Barclays Bank PLC

F/H property k/a plots 5 and 6 llanbadoc usk monmouthshire t/no WA360509.

Created 5 Jan 2005

The Royal Bank of Scotland PLC

By way of legal mortgage land at the rear of 43 drybridge street monmouth monmouthshire t/no CYM21546 and 43 drybridge street monmouth monmouthshire t/no CYM2950. By way of fixed charge the benefit of all covenants and rights concerning the property and plant machinery fixtures fittings furniture equipment implements and utensils the goodwill of any business carried on at the property and the proceeds of any insurance affecting the property or assets.

Created 30 Jun 2003

The Royal Bank of Scotland PLC

1). land on the north east side of station road cwmbran torfaen with titlew number WA970537, 2). land on the north east side of station road cwmbran torfaen (CYM7989) 3). land at old pontnewydd flock works pontnewydd torfaen (CYM30945) 4). land at old pontnewydd flock works pontnewydd torfaen (CYM39144). Fixed charge all buildings and other structures fixed to the property fixed charge any goodwill relating to the property fixed charge all plant machinery and other items affixed to the property assignment of the rental sums together with the benefit of all rights and remedies fixed charge the proceeds of any claim made under insurance policy relating to the property floating charge all unattached plant machinery chattels and goods on or in or used in connection with the property or the business or undertaking at the property.

Created 22 May 2003

The Royal Bank of Scotland PLC

Fixed and floating charges over the undertaking and all property and assets present and future including goodwill bookdebts uncalled capital buildings fixtures fixed plant and machinery.

Created 22 May 2003

The Royal Bank of Scotland PLC

The helmaen hotel woodside llanbadog monmouthshire title number WA360509. By way of fixed charge the benefit of all covenants and rights concerning the property and plant machinery fixtures fittings furniture equipment implements and utensils the goodwill of any business carried on at the property and the proceeds of any insurance affecting the property or assets.

Created 22 May 2003

The Royal Bank of Scotland PLC

Land at rear of 43 drybridge street monmouth monmouthshire title number CYM21546. By way of fixed charge the benefit of all covenants and rights concerning the property and plant machinery fixtures fittings furniture equipment implements and utensils the goodwill of any business carried on at the property and the proceeds of any insurance affecting the property or assets.

Created 22 May 2003

The Royal Bank of Scotland PLC

F/H the helmaen hotel woodside llanbadog t/n WA360509. By way of fixed charge the benefit of all covenants and rights concerning the property and plant machinery fixtures fittings furniture equipment implements and utensils the goodwill of any business carried on at the property and the proceeds of any insurance affecting the property or assets.

Created 7 Apr 2003

The Royal Bank of Scotland PLC

Land on the north east side of station road cwmbran t/n WA970537 torfaen (freehold). By way of fixed charge the benefit of all covenants and rights concerning the property and plant machinery fixtures fittings furniture equipment implements and utensils the goodwill of any business carried on at the property and the proceeds of any insurance affecting the property or assets.

Created 7 Apr 2003

The Royal Bank of Scotland PLC

Land at the rear of 43 drybridge street monmouth t/n CYM21546 and CYM2950 (freehold) monmouthshire. By way of fixed charge the benefit of all covenants and rights concerning the property and plant machinery fixtures fittings furniture equipment implements and utensils the goodwill of any business carried on at the property and the proceeds of any insurance affecting the property or assets.

Created 7 Apr 2003

The Royal Bank of Scotland PLC

The helmaen hotel woodside llanbadog monmouthshire (freehold) t/n WA360509, land at rear of 43 drybridge street monmouthshire (freehold) t/n CYM21546, land at croesyceiliog cwmbran t/n's CYM7989, CYM30945, WA970537 & CYM39144 (freehold) torfaen. Fixed and floating charges over the undertaking and all property and assets present and future including goodwill bookdebts uncalled capital buildings fixtures fixed plant and machinery. See the mortgage charge document for full details.

Created 7 Apr 2003

The Co-Operative Bank PLC

Land at old pontnewydd flock works pontnewydd torfaen t/n GYM30945 (for details of further properties charged please refer to form 395) a floating charge over all unfixed plant and machinery and other chattels and equipment, and assigns the goodwill of the business carried on at or from the property and the benefit of the licence or certificate, the right to recover and receive any compensation payable in respect of the licence or certificate.

Created 20 Jun 2002

The Co-Operative Bank PLC

The helmaen hotel woodside llanbadoc usk monmouthshire t/no: WA360509. All fixtures and fittings and all fixed plant and machinery (not being chattels within the meaning of the bills of sale acts). A floating charge over all unfixed plant and machinery and other chattels and equipment and assigns the goodwill of the business carried on at or from the property and the benefit of the licence or certificate the right to recover and receive any compensation payable in respect of the licence or certificate.

Created 31 May 2002

The Co-Operative Bank PLC

14 woodland road, croesyceillog, south wales, t/no WA365328. Land adjoining 14 woodland road croesyceillog south wales title number WA365323 and the grove woodland road croesyceillog south wales title number WA360883. All fixtures and fittings and all fixed plant and machinery (not being chattels within the meaning of the bills of sale acts). A floating charge over all unfixed plant and machinery and other chattels and equipment and assigns the goodwill of the business carried on at or from the property and the benefit of the licence or certificate the right to recover and receive any compensation payable in respect of the licence or certificate.

Created 24 Jan 2002

The Co-Operative Bank PLC

Property k/a land on the west side of ponthir road newport t/n WA152901. All fixtures and fittings and all fixed plant and machinery (not being chattels within the meaning of the bills of sale acts). A floating charge over all unfixed plant and machinery and other chattels and equipment and assigns the goodwill of the business carried on at or from the property and the benefit of the licence or certificate the right to recover and receive any compensation payable in respect of the licence or certificate.

Created 14 Jul 2000

The Co-Operative Bank PLC

Land on the west side of ponthir road ponthir newport t/n WA152901 tucking mill ponthir road caerleon t/n WA278158 by way of assignment the goodwill. Floating charge over all moveable plant machinery implements utensils furniture and equipment.

Created 15 Sep 1999

The Co-Operative Bank PLC

Land at the rear of dolcoed llantarnam.

Created 22 Jan 1999

The Co-Operative Bank PLC

54 marlborough road newport S.wales. All fixtures and fittings and all fixed plant and machinery (not being chattels within the meaning of the bills of sale acts). A floating charge over all unfixed plant and machinery and other chattels and equipment and assigns the goodwill of the business carried on at or from the property and the benefit of the licence or certificate the right to recover and receive any compensation payable in respect of the licence or certificate.

Created 11 Sep 1998

The Co-Operative Bank PLC

.. fixed and floating charges over the undertaking and all property and assets present and future including goodwill bookdebts uncalled capital buildings fixtures fixed plant and machinery. See the mortgage charge document for full details.

Created 25 Sep 1997

The Co-Operative Bank PLC

Land to the east of cotswold close (adjoining cotswold way) newport forming part of the property t/no.WA335955. A floating charge over all unfixed plant machinery and other assets and equipment. Assigns goodwill of the business and benefit of licence. See the mortgage charge document for full details.

Created 25 Sep 1997