Global Energy Development : Schedule 1 - Global Energy Development Plc

Global is currently a developer and seller of hydrocarbons and related products. The Company's portfolio includes exploration and developmental drilling opportunities in Colombia, South America. The Company currently holds two contracts: the Bolivar and Bocachico Association Contracts, both in the Middle Magdalena Valley of Colombia.

The Company has conditionally agreed to acquire:

· three offshore subsea service vessels ('Transaction A') from Everest Hill Group, Inc ('Everest') and Alan Quasha; and

· a barge vessel along with eight further offshore subsea service vessels and subsea equipment ('Transaction B').

Following completion of Transaction A and/or Transaction B the Company's business will be the provision of subsea oil services through the use of the vessels acquired. Such services will include, but will not be limited to, platform and pipeline inspections, underwater welding and burning and other underwater oil support services.

The assets which are the subject of both Transaction A and Transaction B are all located in Lafayette, Louisiana, USA.

The consideration for Transaction A will be (i) the foregiveness of $8 million of the outstanding principal amount of a loan note (the 'Everest Loan Note') issued to Everest ; (ii) certain amendments to the terms of the Everest Loan Note; and (iii) contingent additional consideration of up to $5 million.

The consideration for Transaction B will be the issuance by Global of Convertible B Loan Notes with a nominal value of up to $6.1 million and Convertible C Loan Notes with a nominal value of up to $15.0 million to the vendors, including Everest. In addition, certain of the vendors will undertake to subscribe in cash at their nominal value for $10.5 million of Convertible A Loan Notes to be issued by the Company.

Transaction A and Transaction B each constitute reverse takeovers under AIM Rule 14 and accordingly, the Company will be seeking readmission ('Admission') of its shares to trading on the AIM Market of the London Stock Exchange.

Furthermore, Everest is an affiliated company of the Quasha family trusts which also have an interest in Lyford Investments, Inc., an existing shareholder in Global. By virtue of these holdings entering into Transaction A with Everest and Alan Quasha and the amendments to the Everest Loan Note and issuance to Everest of the Convertible Loan Notes constitute related party transactions in accordance with AIM Rule 13.

Transaction A and Transaction B are not inter-conditional and Admission will be effective in the event that only one is complete.

Subject to the passing of the relevant resolution at the Company's general meeting, the Company also proposes to change its name to Nautilus Marine Services PLC with effect from Admission.