ASSIGNMENT OF INSURANCE AGREEMENT

Number :
On this day, WEDNESDAY, date the third day of APRIL one thousand nine
hundred and ninety six (341996).
Appear before me, [*], Sarjana Hukum, Notary in Jakarta, in the presence of
the witnesses whose names will be mentioned at the closing part of this deed :
1. Mr. [*], businessman, residing in Jakarta, Komplek [*] number 38,
Rukun Tetangga 14, Rukun Warga 011, Kelurahan Kedoya, Kecamatan
Kebon Jeruk, Jakarta Barat Indonesia, holder of Kartu Tanda Penduduk
number [*]
according to his statement in this matter acting in his capacity as
President Director of and as and as such for and on behalf of the limited
liability company P.T. [*], domiciled in Jakarta, which Articles of
Association and theamendments thereto have been published in :
the State Gazette of the Republic of Indonesia dated the ninth day of
October one thousand nine hundred and ninety two (9101992) number
81, Supplement number 5021/1992;
lastly altered by the deed "Berita Acara Rapat Umum Tahunan Para
Pemegang Saham Perseroan Terbatas PT. [*]" dated the twenty third day
of June one thousand nine hundred and ninety three (2361993) number
238 passed before nyonya [*], Sarjana Hukum,Notary in Jakarta;
in accordance with Article 10 paragraf 1 and 2 –of its Article of
Association, for the legal act referred to below having duly obtained the
approval from President Commissioner namely
Mr.[*]

who also appears to me, Notary.

(hereinafter referred to as the "Assignor"); and

2. Mr. [*], private person, residing temporarily in Jakarta, holder of

Australian Passport number [*]
-according to his statement in this matter acting in his capacity as Vice
President Director and therefore for and on behalf of the limited liability
company P.T. BANK, domiciled in Jakarta, the Articles of Association of
which and the amendments have been published in the State Gazette of
the Republic of Indonesia dated the twenty sixth day of October one
thousand nine hundred and ninety (26101990) number, Supplement
number 4374/1990;
as amended by deeds :
-dated the fourteenth day of October one thousand nine hundred and
ninety two (14101992) under number 39, passed before [*], Sarjana
Hukum, Notary in Jakarta, and has been approvedby the Minister of
Justice of the Republic of Indonesia by has Decree dated the twentieth
day of November one thousand nine hundred and ninety two (20111992),
under number C29515.HT.01.04.Th 92, dated the twenty seventh day of
October one thousand nine hundred and ninety three (27101993), under
number 242, passed before [*], Sarjana Hukum, Notary in Jakarta and
has been approved by the Minister of Justice of the Republic Indonesia
by his Decree dated the sixteenth day of November one thousand nine
 hundred and ninety three (16111993), number C212321HT.01.04 Th 93,
and the latest Composition of the Board of Directors and the Board of
Commissioners has been amended by minutes ofthe Annual General
Meeting of Shareholders dated the Twenty eight day of March one
thousand nine hundred and ninety five (831995), acting in its capacity
as agent and a participant under the Facility Agreement betwen P.T.
BANK, INDONESIA and the Borrower dated the third day of September
one thousand nine hundredand ninety three (3111993) referred to below,
(hereinafter referred to as "PT BANK").
3. Mr. [*], Sarjana Hukum, Manager Credit Control and Support, holder of
Kartu Tanda Penduduk number [*], residing in Jakarta,
-according to his statement in this matter acting by virtue of a Power of
Attorney dated the twentieth day of March one thousand nine hundred
and ninety six (2031996), fixed with sufficient, and is showed to me,
Notary, as attorney in fact and as such for and on behalf of the limited
liability company P.T. INDONESIA, domiciled in Jakarta, the Articles of
Associationof which have been published in the State Gazetteof the
Republic of Indonesia dated the twenty fourth day of July one thousand
nine hundred and ninety (2471990), number 59, Supplement
number2576/1990, as amended by Deed dated the eleventh day of
February one thousand nine hundred and ninety two (1121992), number
49, which have been published in the State Gazette of the Republic
ofIndonesia dated the first day of september one thousand nine hundred
and ninety two (191992), number 70, Supplement number 4195/1992,
-and the latest composition of the Board of Directors and the Board of
Commisioners has been amended by Deed dated the twenty sixth day of
October one thousand nine hundred and ninety five (26101995), under
number 71, passed before ARIFIN, Sarjana Hukum, Notary in Jakarta,
(hereinafter referred to as "Rbank").
PT Bank and Rbank are hereinafter collectively referred to as the "Assignee".
The Assignor and the Assignee are hereinafter collectively referrred to as the
"Parties".

WHEREAS :
A. P.T. [*], domiciled in Jakarta and PT BANK and Rank entered into a
Facility Agreement dated third day of September one thousand nine
hundred and ninety three (3 91993), (which Facility Agreement and all
related documents including all schedules, exhibits, appendices and
attachments, concerning obligations of the Assignor, as amended and
supplemented from time to time, are hereinafter referred to collectively
as the "PT BANK/Rbank Facilities Agreement "),
whereby the PT BANK and Rbank agreed to makeavailable to P.T. [*]:
(i) Term Loan Facility in an aggregate amount not exceeding USD
533,334.00 (United StatesDollars Five Hundred and Thirty Three
Thousand Three Hundred and Thirty Four), made up of USD
266,667.00 (United States Dollars Two Hundred and Sixty Six
Thousand Six Hundred and Sixty Seven) from PT BANK and USD
266,667.00 (United States Dollars Two Hundred and Sixty Six
Thousand Six Hundred and Sixty Seven) from Rbank;
 (ii) Working Capital Loan Facility in an aggregate amount not
exceeding USD 2,250,000,00 (United States Dollars TwoMillion
Two Hundred and Fifty Thousand), made up of USD 1,125,000.00
(United States Dollars One Million One Hundred and Twenty Five
Thousand) from PT BANK and USD 1,125,000.00 (United States
Dollars One Million One Hundred and Twenty Five Thousand)
from Rbank;
(iii) Overdraft Facility in an aggregate amount not exceeding USD
2,400,000.00 (United States Dollars Two Million and Four
Hundred Thousand), made up of USD 1,200,000.00 (United States
Dollars One Million and Two Hundred Thousand) from PT BANK
and USD 1,200,000.00 (United States Dollars OneMillion and
Two Hundred Thousand) from Rbank;
(these facilities are hereinafter referred to as the "PT BANK/Rbank
Loans") for the purposesset out in the PT BANK/Rbank Facilities
Agreement.
B. The PT BANK/Rbank Facility Agreement is hereinafter referred to as the
"Loan Agreement'; the PT BANK/Rbank Loans is hereinafter referred to
as the "Facilities" and the purposes for which PT BANK/Rbank Loans
was respectively granted collectively hereinafter referred to as the "Loan
Purposes".
C. It is one the conditions precedent to disbursement of uhe Facilities by
the Assignee that the or assigns to the Assignee all of the Assignor's
right, title and interest in the insurance policies now or hereafter
effected for or in connection with the Loan Purposes (including any
proceeds and other benefits accruing thereunder) as security for the
due, punctual andcomplete payment and repayment and performance of
the Assignee of its obligations under the Loan Agreement and the
Security Document (as hereinafter defined).
D. The Assignor is willing to make the foregoing assignment upon the terms!
and subject to the conditions of this Agreement.

IT IS AGREED

Article 1.
DEFINITIONS
1.01 When used in this Agreement, the words and expressions specified
below shall, except wherethe context otherwise requires, have the
following meanings : "Assigned Insurance Policies" or "Assigned
Insurance Policy" : means all the Assignor's presentand future insurance
policies, including any proceeds or other benefits accruing thereunder,
issued by an insurance company orcompanies.
"Business Day" : means a day on which banks are open for business
and on which dealings in foreign currency and exchange between banks
may be carried on in Jakarta;
"Event of Default": means any or each of the events set forth in the Loan
Agreement and the events set forth in article 8 hereof;
"Insurance Companies" : means the insurance companies acceptable to
theAssignee which have insuredthe Assignor's property being the
insurance companies;
 "Outstanding Indebtedness" : means all moneys, obligations and
liabilities, whether actual or contingent, now or at any time hereafter at
any particular point of time due, owing or incurred to the Assignee by
the Assignor under or in accordance withthe terms of the Loan
Agreement and the Security Documents or any of them, and all legal and
other costs, charges and expenses incurred by the Assignee inrespect
thereof, or regarding the preparation, finalization, execution, delivery,
enforcement or otherwise in respect of theLoan Agreement and
SecurityDocuments;
"Security Documents" : means any and all deeds, agreements and
documents giving rise to, in respect of or securing any and all of the
Outstanding Indebtedness, including but not limited to the Security
Documents defined in the Loan Agreement (including this Agreement) ;
1.02 In this Agreement, the singular includes the plural and vice versa and
all references to anygender include the other gender.
1.03 Each Schedule to this Agreement forms an integral and inseparable part
of this Agreement and shall have the same force and effect as if
expressly set out in the body of this Agreementand any reference to this
Agreement shall include its Schedules or any of them as the same may
be amended from time to time.
1.04 Reference to Articles and Schedules are to articles of and schedules to
this Agreement.
1.05 Headings in this Agreement are provided for convenience of reference
only and shall not affect the construction of this Agreement.

Article 2.
ASSIGNMENT
2.01 To secure the due, punctual and complete payment and repayment of the
Outstanding Indebtedness,the Assignor hereby assigns for security
purposes to the Assignee, and the Assignee hereby accepts such
assignment, all right, title and interest in the Assigned Insurance
Policies.
2.02 The Assignor shall, immediately upon the execution of this Agreement or
(as the case maybe) each and every time the Assignor effects a new
Assigned Insurance Policy, notify (with a copy of such notice to the
Assignee) any and all of the Insurance Companies of the assignment
bythe Assignor to the Assignee of the Assigned Insurance Policy and
request the acceptance andacknowledgement of such assignment. The
Assignor shall promptly deliver to the Assignee the signed original
receipt evidencing the deliveryof such notice.
2.03 The Assignor shall, immediately upon the execution of this Agreement
execute any documents and do all things or acts required by this
Agreement or by the Assignee to perfect the Assignee's rights under this
Agreement against any other beneficiaries of the Assigned Insurance
Policies.
2.04 The Assignor shall provide the Assignee with all documents relating to or
evidencing that all insurance policies have been assigned with Banker's
Clause in favour of the Assignee and shall cooperate fully with the
Assignee in respect of the collection of any monies paid under the
Assigned Insurance Policies.
2.05 The Assignor warrants that the execution, delivery and performance of
this Agreement arewithin the Assignor's power, have been duly
authorized, if required, by any necessary governmental approvals and do
not contravene any law, or contractual restriction binding on the
Assignor or any of its assets. The Assignor further warrants that no part
of the Assigned Insurance Policies have previously been sold or
encumbered to any other party in anyway or are not subject to dispute or
seizure, and the Assignor shall hold the Assignee harmless with respect
to any claims of any third party claiming any interest in all orany part of
the Assigned Insurance Policies.
2.06 Any Assigned Insurance Policy effectively assigned to the Assignee
hereunder shall be specified in description sheets, satisfactory to the
Assignee and be continuously (but not later than upon first demand by
the Assignee) updatedand submitted by the Assignor to the
Assignee.Such description sheets$shall upon execution by the duly
authorized representatives of the the Parties constitute an integral part
hereof and the provisions of this Agreement shall apply thereto. Failure
by the Assignor to deliver any such description sheets shall not affect the
valid assignment of any Assigned Insurance Policy hereunder.

Article 3
USE AND PAYMENT OF ASSIGNED INSURANCE
As long as the Assignor duly observes all of its obligations under the Loan
Agreement and the Security Documents, the Assignor shall be authorized to
collect, and to receive and to use the Assigned Insurance Policies, but only so
long as no Event of Default has occurred. The Assignor shall, however, not
waive, release, forgive, compromise, permit any setoff or "kompensasi", or agree
to any of the foregoing with respect to any Assigned Insurance Policies or do
anything, or fail to do anything, which might jeopardize the Assignee's rights to
receive the fullamount of the Assigned Insurance Policies payable from time to
time.

Article 4.
ENFORCEMENT
4.01 If at any time the Assignee shall notify the Assignor or the Insurance
Companies of the Assigned Insurance Policies that an Event of Default
has occurred, thereafter the Assignor (unless otherwise notified by the
Assignee) shall no longer have any right whatsoever or beauthorized to
collect, and to receive the benefit of the Assigned Insurance Policies, and
the Assignee shall forthwith be entitled to apply any or all of the Assigned
Insurance Policies first against all expenses incurred in connection with
the enforcement of this Assigned Insurance Policies and then against the
paymentand discharge of the Outstanding Indebtedness in the manner
and in order of payment stipulated in the Loan Agreement, and the
remainder (if any) shall thereafter be paid by the Assignee to theAssignor,
or to such other party as is legally entitled thereto, without obligation to
accounttherefor and pay interest thereon.
4.02 In exercising any of its rights hereunder in respect of the enforcement, it
shall not be necessary for the Assignee to prove the amountsthen due
and payable by the Assignor in respect of the Loan Agreement and the
 Security Documents and the Assignee shall be entitled for any purpose to
determine the amounts then due and payable by the Assignor on the
basis of theAssignee's records which shall be final and binding in the
absence of manifest error.
4.03 All proceeds of any collected Assigned Insurance Policy shall be applied
against the amount outstanding under the Loan Agreement and the
Security Documents in such order of priority as the Assignee may, in its
absolute discretion, determine.
4.04 Notwithstanding any collection of the Assigned Insurance Policies by the
Assignee, the Assignor shall continue to be liable for the unpaid balance
of all amounts due and payable with respect to the amount outstanding
under the Loan Agreement and the Security Documents until the date of
payment thereof.

Article 5.
ADMINISTRATION OF THE ASSIGNED INSURANCE
For so long as any Outstanding Indebtedness owing from the Assignor to the
Assignee under the Loan Agreement remains unpaid or for so long as any
indebtedness which the Assignor at present or in thefuture may owe to the
Assignee under the Security Documents remains unsatisfied, any
correspondence from the Insurance Companies with respect to the Assigned
Insurance shall be addressed to the Assignee, with copies to the Assignor. The
Assignor shall be obligated to pay all costs and expenses, including without
limitation, any taxes associated with the Assigned Insurance Policies.

Article 6.
NEGOTIABLE INSTRUMENT
The Assignor shall ensure thet all negotiable instruments evidencing,
representing or securing the Assigned Insurance Policies Shall be endorsable or
assignable by the Assignor to the Assignee.

Article 7.
POWER OF ATTORNEY
7.01 In the event that it becomes necessary for the Assignee to act in the
name of the Assignor in the course of enforcing any of the Assignee's
right under this Agreement, the Assignor herebyirrevocably grants to the
Assignee full rights and powers, including power of attorney, with a full
right of subtitution, and without further notice to or consent from the
Assignor, to take any and all steps in the name of the Assignor to
preserve and implement the Assignee's rights hereunder, including
without limitation, to notify the Insurance Companies that the Assigned
Insurance has been assigned to the Assignee, and to do any and all other
acts, in the name of the Assignor to effect collection of any Assigned
Insurance, including without limitation, to instruct and receive direct
payment (for the whole amount or part thereof at the sole discretion of
the Assignee) from the the Insurance Companies of the Assigned
Insurance Policies.
7.02 In the event any additional authorization and/or power of attorney may
be needed by the Assigneein carrying out any provision of this
Agremeent, such authorization and/or Power of Attorney shall be
 deemed as having been given, word by word, in this Agreement and
therefore a separate document is not necessary, unless the Assigneemay
consider otherwise. In the latter case, the Assignor agrees to execute
such additional power of attorney and other documents as the Assignee
may request.
7.03 The Assignor shall hold harmless and indemnifythe Assignee, its
employees, officers, directors, shareholders and agents from and
against any losses, claims, liabilities, judgments, costs and expenses
resulting from orrelating to the Assignee exercising or failing to exercise
any of the foregoing powers, and for any failure to collect or enforce
payment of any of the Assigned Insurance Policies or any liability the
Assignee might have with respectto the Assigned Insurance Policies.
7.04 The power of attorney and all other powers grantee herein are
irrevocable, form an integral t of and are inseparable from the
Outstanding Indebtedness, and therefore such power of attorney shall
not terminate by reason of any of the occurences mentioned in Articles
1813, 1814 and 1816 of the Indonesian Civil Code, or for any other
reason (save for revocation of acceptance of any such powers by the
Assignee).
7.05 The Assignor shall not grant to any other party or parties the same or
similar power(s) granted to the Assignee hereunder.

Article 8.
EVENT OF DEFAULT
If any representation or stetement of the Assignor contained in this Agreement
or any records, certificate, statement or other document given to the Assignee
(or either of them) regarding the Assigned Insurance Policies or any transaction
contemplated herein or undertaken pursuant hereto is untrue or incorrect, or
in the event of any breach on the pertof the Assignor of any terms contained in
this Agreement, or any other agreement between the Parties, or in the event of
any failure by the the Assignor to make due and punctual payment of any of the
amounts outstaneing under the Loan Agreement or any of the Security
Documents when and as due, then any such event(s) shall constitute an "Event
of Default" hereunder and all obligations of the Assignor to the Assignee shall
become immediately due and payable upon demand and shall forthwith be paid
and discharged by the Assignor notwithstanding any time or credit otherwise
allowed.

Article 9.
BANKRUPTCY AND MORATORIUM
9.01 The Assignor shall immediately infrom the Assignee by the facsimile
upon and about :
(a) Any adjudication of bankruptcy of the Assignor or upon
knowledge of any filings therefore (whichever is earlier):
(b) Any attachment or seizure, or upon knowledge of any filings
therefor (which is earlier) of any property, the attachment or
seizureof which might affect the Assigned Insurance or the rights
of the Assignee thereto or hereunder, and on the Assignor's
account,shall do all things necessary to protect the Assignee's
right and interest in theAssigned Insurance.
9.02 The Assignor shall not apply for any moratoriumof its debts ("surseance
van betaling") or fileany petition for adjudication of its own bankruptcy,
unless having obtained prior written consent from the Assignee.

Article 10.
NOTICES
10.01 Every notice or demand under this Agreement shall be in writing and
may be given or made by registered mail or facsimile subsequently
confirmed by registered mail.
10.02 Every notice from one party to another party by registered mail shall be
sent to the other party at its address or if by facsimile to thefacsimile
number specified below or to such other address or facsimile number as
may be notified from time to time in writing.
Assignor : P.T. [*]
Jalan
Jakarta Pusat, Indonesia.
Attention : President Director
Facsimile :
Assignee : PT [*] BANK
Jalan Jenderal Sudirman Kaveling 1
Jakarta 10220
Attention : Vice President Director
Facsimile :
10.03 Every notice or demand shall be demeed to have been received (i) in the
case of a facsimile at the time of dispatch thereof (provided that, if the
date of dispatch is not a Business Day in the country of the party to
whom such notice or demand is sent, it shall be demeed to have been
received on the next following Business Day in the country of the
addressee) and, (ii) in thecase of a letter sent by prepaid registered mail,
three (3) Business Days following the day on which the same is put into
the post.

Article 11.
GOVERNING LAW AND CHOICE OF DOMICILE
11.01 This Agreement shall be governed by, interpreted and construed under
the laws of the Republic of Indonesia.
11.02 For the implementation of this Agreement and all its consequences and
for the adjudicationof all disputes arising hereunder the Assignor hereby
selects and chooses the clerk's officeof the District Court of Central
Jakarta (Kantor Panitera Pengadilan Negeri Jakarta Pusat) as its
permanent and general domicile.Without limiting the foregoing, the
Assignor further agrees that the Assignee may at its option submit any
dispute which may arise in connection with this Agreement to any other
court inside or outside of the Republic of Indonesia having jurisdiction
over the Assignor or any of its assets.

Article 12.
ASSIGNMENT
The Assignee is hereby entitled to assign or other wise transfer all or any of its
rights and interest in this Agreement or the Assigned Insurance Policiesto any
party or parties as the Assignee in its sole discretion may choose, provided that
the Assignee shall notify the Assignor of such assignment. The Assignor
hereby agrees to any such assignment ortransfer and to execute any documents
required by the Assignee from the Assignor, to give effect and to bind the
Assignor to such assignment or transfer.
The Assignor shall have no right to assign or transfer its rights or obligations
hereunder exceptwith the written consent of the Assignee.

Article 13.
SEVERABILITY
Should any provision of this Agreement be or become unenforceable or invalid,
such unenforceability or invalidity shall not affect the validity of the remaining
provisions of this Agreement.
The Parties are obliged to substitute for the unenforceable or invalid provision
an enforceable and valid provision that from a commercial point of view,
accomplishes as nearly as possible the intended purposes of the unenforceable
or invalid provision.

Article 14.
WAIVER, CUMULATIVE RIGHTS
The Assignee shall be under no obligation to enforce any right or benefit
hereunder. Uhe Assignor agrees that no failure or delay on thepart of the
Assignee to exercise any right, power orprivilege hereunder shall operate as
waiver thereof, nor shall any single or partial exercise of any of the Assignee's
rights, powers, or privileges hereunder preclude any further exercise by the
Assignee thereof or the exercise of any of its otherrights, powers or privileges.
The rights and remedies herein provided are cumulative and not exclusive of
the rights and remedies which the Assignee would otherwise have.

Article 15.
EXPENSES
Any and all costs (including legal fees) incurred with respect to the securing,
protecting or enforcement of any rights of the Assignee under this Assignment
(including costs associated with any transfer of any or all of the Assigned
Insurance Policies) shall be for the account of the Assignor, and if not paid
promptly upon demand, the Outstanding Indebtedness shall be demeed to be
increased by the amount thereof.

Article 16.
TERM
It is understood and agreed by the Assignor that the assignment by it of the
Assigned Insurance Policiesis a continuing security for payment to the
Assigneeof the Outstanding Indebtedness, and all amounts owing to the
Assignee from time to time under this Agreement, and this Agreement shall not
dissolve until final payment by the Assignor of such amounts.

Article 17.
RETRANSFER OF RIGHTS TO THE ASSIGNED INSURANCE
The assignment of the Assigned Insurance Policies as provided in this
Agreement has taken place upon the dissolving condition ("ontbindende
voorwaarde") that all amounts which may now or hereafter be owing to the
Assignee by the Assignor in respect of the Outstanding Indebtedness are paid in
full as certified by a written statement to that effect by the Assignee.
In respect of such dissolution, the Parties hereto waive the provisions of Article
1266 the Indonesian Civil Code.

Pasal 18
ASSIGNMENT OF FUTURE INSURANCE POLICIES
The assignment of insurance in respect of any insurance policies held in the
future by the Assignor shall be conditional, and therefore only be effective, upon
the Assignor entering into such insurance policy, but without any further legal
actbeing required therefor. During the term of this Agreement, the Assignor
Shall not assign or otherwise transfer title in any Assigned Insurance Policy
other than to the Assignee.

Pasal 19
UPDATED LIST OF ASSIGNED INSURANCE
Upon acquiring any future Assigned Insurance Policy but in any event upon
first demand by the Assignee, the Assignor shall submit to the Assignee an
updatedlist (duly signed by a representative of the Assignor) specifying such
Assigned Insurance Policyeffectively transferred hereunder.
Failure of the Assignor to submit such list shall not affect the legality and
enforceability of the Assignment of such Assigned Insurance Policy hereunder.
Such updated list shall become an integral part of this Agreement.

Pasal 20
AMENDMENT AND BINDING EFFECT
This Agreement may be amended only upon mutual consent of the Parties
which amendment shall be executed by an instrument in writing signed by the
Parties. This Agreement shall be binding upon and inure to the benefit of the
respective successors and assigns of the Parties.
IN WITNESS WHEREOF