Prepared and filed by St Ives Burrups


Exhibit 4.27





  EMPLOYMENT AGREEMENT

    incorporating a Statement of Terms pursuant to

    section 1, Employment Rights Act 1996



This Agreement is made by way of deed
  on 8th April 2002 between Vimal Khosla and Last Minute Network
  Limited trading as lastminute.com of 4 Buckingham Gate, London SW1E 6JP
  (“the company”).

WHEREAS it is the intention
  of the parties that this document be executed as a deed.

	 1.	 JOB TITLE/DUTIES


	 1.1	 Your job title is Director, Flights.


	1.2	 You shall be appointed to the Board of Directors
      of lastminute.com plc at the board meetings on 8th April 2002.


	 2.	 STARTING DATE


	 2.1.	 Your employment with Last Minute
      Network Limited will start on 8th April 2002 and shall continue until either
      party gives to the other notice in writing in accordance with clause 2.2.
      Your previous employment with Globepost Limited, a wholly owned subsidiary
      of the Company, will count for the purposes of continuous purposes.


	 2.2.	 Subject to clause 2.3 we may
      terminate your employment at any time by giving you four month's notice
      in writing. 


	 	Unless otherwise agreed, you will give us
      a minimum of four month’s notice of your leaving.


	 2.3.	 If you are guilty of gross misconduct
      including dishonesty, gross negligence or any other serious misconduct,
      we shall be entitled to terminate your employment with immediate effect.


	 2.4.	 You may be required by us in
      our absolute discretion not to attend your place of work at any time and
      not to perform any duties for the Company or to perform only such duties,
      specific projects or tasks as are assigned to you expressly by the Company,
      for such period and at such place or places (including, without limitation,
      your home) as the Company deems necessary, provided that you will be entitled
      to receive full pay during such period.


	 3.	 PERIOD OF CONTINUOUS EMPLOYMENT


	 	Your period of continuous employment
      with us will start on 8th April 2002. Your previous employment with Globepost
      Limited is recognised as part of continuous employment.


	 4.	 REMUNERATION


	 4.1.	 Your salary is £75,000
      per annum, payable in equal monthly installments in arrears by direct transfer
      into your bank account on or before the last day of each month. Your salary
      will accrue from day to day and will be adjusted during the month in which
      you start and finish your employment with us according to the number of
      days you work during that month. 


	 	You will also be entitled to an annual travel
      allowance of £8,400, which will be paid along with your salary on
      a quarterly basis in arrears.


	 	Such payments will be subject to deductions
      for tax and national insurance and any other deductions that may be required
      from time to time.


	 4.2.	 Your salary will be reviewed
      by the Board annually on the anniversary of the commencement of your employment.


	 4.3.	 We shall be entitled to make
      deductions from your remuneration in respect of any overpayments made to
      you by us or any other amounts outstanding from you to us.


	 5.	 EXPENSES


	 	We will reimburse to you during
      your employment (against receipts or other appropriate evidence) all expenses
      properly and reasonably incurred by you in the course of your duties. 


	 6.	 WORKING HOURS


	 	Your normal working hours are
      from 9.30 am to 6.30 pm Monday to Friday, with a one-hour lunch break, but
      the requirements of your employment do call for some flexibility and you
      will be expected to work slightly different hours from time to time. In
      particular you agree, where necessary, to work on average in excess of 48
      hours per week.










	 7.	 PLACE OF WORK


	 	Your normal place of work is
      at 4 Buckingham Gate, London SW1E 6JP or at 322 Kennington Park Road, London,
      SE11 4PX


	 8.	 HOLIDAYS AND HOLIDAY PAY


	 	Your holiday entitlement is 25
      days per year, plus all statutory, bank and public holidays in England and
      Wales. Deductions from the final salary due to you on the termination of
      your employment will be made in respect of any holidays taken in excess
      of your entitlement. You will be entitled to any pay in lieu of holiday
      accrued but not taken only at the end of your employment save where it has
      been terminated in accordance with clause 2.3. During holidays you are entitled
      to your normal rate of pay.


	 9.	 ABSENCE THROUGH SICKNESS OR
      INJURY AND SICKNESS PAY


	 9.1.	 In the event of sickness or injury
      you are to send promptly to us a self-certificate, in a form obtainable
      from the office for an absence of up to seven days and thereafter an intermediate
      certificate each week signed by a medical practitioner until your return
      to work. 


	 9.2.	 You shall continue to be paid
      and continue to be entitled to any other contractual benefits during absence
      due to illness, accident or other incapacity for a total of 13 weeks in
      any period of fifty-two consecutive weeks. For any additional or continuing
      absence after that due to illness, accident or other incapacity, payment
      of salary and continued provision of contractual benefits under this Agreement
      shall be at the discretion of the Company. 


	 9.3.	 Any payment of salary or provision
      of benefits shall be inclusive of any statutory sick pay or social security
      benefits to which you may be entitled. You are required to co-operate in
      the maintenance of necessary records for Statutory Sick Pay purposes and
      for the purpose of calculating entitlement to Statutory Sick Pay applicable
      to your employment. Qualifying days are Monday to Friday.


	 9.4.	 Subject to the provisions of
      the Access to Medical Reports Act 1988, you agree to be examined at our
      expense by a doctor nominated by us if at any time we so request and you
      authorise such doctor to disclose and to discuss with us and our advisers
      the results of such examinations.


	 10.	 PENSION SCHEME, INSURANCES
      AND HEALTHCARE


	 	A Contracting Out Certificate
      is not in force in respect of your employment.


	 	You will eligible to participate
      in the Company healthcare scheme.







	 10.	 SHARE OPTIONS


	 	The Company has introduced a
      Share Option Scheme (‘the Scheme’) in which, subject to the
      rules of the Scheme in force from time to time, you may be eligible to participate
      after six months employment with the company. 


	 11.	 CONFIDENTIALITY


	 11.1.	 You shall not during or at any
      time after the termination of your employment with the Company use for your
      own purposes or disclose to any third party any Confidential Material and
      shall use your best endeavours to prevent such publication or disclosure.
      


	 11.2.	 All Confidential Material and
      all other documents, papers and property which may have been made or prepared
      by you, or at your request or have come into your possession or under your
      control in the course of your employment or which relate in any way to the
      Company, the business (including prospective business) or affairs of the
      Company or of any customer, supplier, agent, distributor or sub-contractor
      of the Company shall as between the Company and you be deemed to be the
      property of the Company. You shall deliver up all such documents and other
      property, including all copies, to the Company immediately upon the termination
      of your employment or at any earlier time on demand. 


	 11.3.	 You shall immediately inform
      the Company if you become aware of the possession, use or knowledge of any
      of the Confidential Material by any person not authorised to possess, use
      or have knowledge of the Confidential Material, whether during or after
      your employment and shall at the Company’s request provide such reasonable
      assistance as is required to deal with such event.


	 11.4.	 The provisions of this clause
      shall not apply to any Confidential Material which is in or enters the public
      domain other than by breach of this agreement, is obtained from a third
      party who is lawfully authorised to disclose such information, or is authorised
      for release by the prior written consent of the Board.








	 11.5.	 Nothing in this clause shall
      prevent you from disclosing Confidential Material where it is required to
      be disclosed by judicial, administrative, governmental or regulatory process
      in connection with any action, suit, proceeding or claim or otherwise by
      applicable law.


	 	For the purpose of this clause "Confidential
      Material"means any information relating to the Company or the business,
      prospective business, technical processes, computer software (both source
      code and object code), intellectual property rights or finances of the Company,
      or compilations of two or more items of such information whether or not
      each individual item is in itself confidential, including without limitation
      price lists, lists of customers and suppliers (both current and those who
      were customers or suppliers during the previous two years), which comes
      into your possession by virtue of your employment, and which the Company
      regards, or could reasonably be expected to regard, as confidential, whether
      or not such information is reduced to a tangible form or marked in writing
      as "confidential", and any and all information which has been or may be
      derived or obtained from any such information.


	 12.	 RESTRICTIONS


	 12.1.	 You agree that you will not either
      alone or jointly with another or others, whether as principal agent, director,
      partner, shareholder, employee, company or in any other capacity, whether
      directly or indirectly through any other person, firm or company and whether
      for your own benefit or that of others:-


	 	 12.1.1	 for 6 months after the termination
      of your employment be employed in or engaged by or interested or concerned
      in a Competing Business ( or part thereof) any country in Europe in which
      on the termination of your employment to the Company is operating; 


	 	 12.1.2	 for 6 months after the termination
      of your employment entice, induce or encourage a Customer or a Prospective
      Customer to transfer or remove custom from the Company;


	 	 12.1.3	 for 6 months after the termination
      of your employment solicit or accept business from a Customer or a Prospective
      Customer for the supply of Relevant Services;







	 	 12.1.4	 for 6 months following the termination
      of your employment, for a Competing Business solicit, interfere with or
      endeavour to entice away or engage or employ or offer employment to (or
      procure or assist the soliciting, interference with, enticement, engagement,
      employment or offering) any Employee, or do any act whereby such Employee
      is encouraged to terminate his employment, appointment or contract with
      us, whether or not such person would by reason of terminating his service
      with us commit a breach of his contract.


	 12.2.	 You must not at any time during
      or after the termination of your employment use any name used by the Company
      at the date of the termination of your employment or any name likely to
      cause confusion with it in the minds of members of the public for the purposes
      of a Competing Business whether by using such name as part of a corporate
      name or otherwise.


	 12.3.	 You must not at any time after
      the termination of your employment represent yourself as being employed
      by the Company.


	 	For the purpose of this clause:- 


	 	"Competing Business" means a business or concern
      which is engaged in a business competitive with that carried out by the
      Company at the date of termination of your employment with which you have
      been involved during the 12 months preceding such date; and


	 	"Customer" means any person, firm or company
      who during the 12 months preceding the date of termination of your employment
      was a customer of the Company (whether or not services were actually provided
      during such period) for the purpose of a Relevant Business and with
      whom you materially dealt during that period or were in possession of confidential
      information about such customer in the performance of your duties for the
      Company; and


	 	"Employee" means any of our employees, directors,
      consultants or independent contractors at the date of termination of your
      employment or who was such an employee, director or independent contractor
      at any time in the 12 months preceding such date and in each case who worked
      or provided services in a senior executive, managerial, sales, programming
      or design capacity or has confidential information relating to our business
      or contact with any Customer or Prospective Customer and with whom you had
      material dealings in the performance of your duties during the 12 months
      immediately preceding the date on which your employment terminates; and







	 	"Prospective Customer" means any person, firm
      or company with whom at the date of termination of your employment the Company
      is or has during the 3 months preceding such date been in negotiations (save
      where the Company has broken off such negotiations) with a view to such
      person, firm or company becoming a customer of such company and with whom
      you were involved in such negotiations or services; and


	 	"Relevant Business" means any business of
      the Company in which, pursuant to your duties, you were materially involved
      at any time during the 12 months preceding the date of termination of your
      employment; and


	 	"Relevant Services" means goods or services
      competitive with those which on the termination of your employment the Company
      was supplying or negotiating or actively and directly seeking to supply
      to a Customer for the purposes of a Relevant Business.


	 12.4.	 Each of the restrictions contained
      in this clause constitutes an entirely separate and independent restriction
      and is considered by the parties to be reasonable and necessary for the
      protection of the legitimate interest of the company but, if any such restriction
      or part of it shall be found void, invalid, illegal or unenforceable by
      any court of competent jurisdiction but would be valid if some words were
      deleted from it, or the period of it reduced, or area covered or range of
      activities reduced, such restriction shall apply with such modification
      as may be necessary to make it valid and effective.


	 12.5.	 In the event of any clause or
      part of a clause contained in this Agreement being declared invalid or unenforceable
      by any court of competent jurisdiction, all other clauses or parts of clauses
      contained in this Agreement shall remain in full force and effect and shall
      not be affected thereby.


	 13.	 INTELLECTUAL PROPERTY


	 13.1.	 If during the term of your employment
      you create any invention, copyright work, database, discovery or process
      or any improvement of any kind ("Work") relating or capable of being applied
      to the business of the Company, then any intellectual property right arising
      or obtainable in respect of any such Work shall be the property of the Company.
      You shall at our request and expense do all acts necessary to secure appropriate
      forms of protection for the intellectual property and/or vest ownership
      fully in the Company.


	 13.2.	 Decisions as to the protection
      or exploitation of any intellectual property shall be in the absolute discretion
      of the Company.







	 13.3.	 You hereby irrevocably appoint
      the Company to be your attorney in your name and on your behalf to execute
      documents, to use your name and to do all things which may be necessary
      or desirable for the Company to obtain for itself or its nominees the full
      benefit of the intellectual property and you agree that a certificate in
      writing, signed by and director or the secretary of the Company or any instrument
      or act which falls within the authority hereby conferred shall be conclusive
      evidence that such is the case so far as any third party is concerned.


	 14.	 DISCIPLINARY RULES AND GRIEVANCE
      PROCEDURES


	 	Any matter of discipline will
      be considered and determined by the Board of directors of the Company, whose
      decision will be final. If you have any grievance relating to your employment,
      you should apply in writing to the Chairman of the Company.


	 15.	 HEALTH AND SAFETY


	 	The policy of the Company is
      to regard the promotion of health and safety measures as a mutual objective
      for management and employees at all levels. 


	 16.	 COMPANY RECONSTRUCTION


	 	 You will have no claim in respect
      of the termination of your employment if:


	 16.1.	 such termination is by reason
      only of the liquidation of your employer for the purposes of amalgamation
      or reconstruction; and


	 16.2.	 you are offered comparable employment
      with a company resulting from such amalgamation or reconstruction on terms
      no less favourable than the terms hereof.


	 17.	 OTHER AGREEMENTS


	 	All other statements (if any)
      of the terms of your employment are hereby abrogated and superseded. There
      are no collective agreements which directly affect the terms and conditions
      of your employment.


	 18.	 CHANGES IN PARTICULARS OF
      EMPLOYMENT


	 	Any change in the above particulars
      will be notified in writing to you within one month of the change.







	 19.	 CHOICE OF LAW


	 	This agreement shall be governed
      by English law and each party submits to the non-exclusive jurisdiction
      of the English courts.


	 20.	 CHANGES IN PARTICULARS OF
      EMPLOYEE


	 	You must notify us in writing:


	 20.1.	 of any change in your name, address,
      marital status or next-of-kin within one month of such change; and


	 20.2.	 forthwith of your conviction
      for a criminal offence or if you become bankrupt, apply for or have made
      against you, a receiving order, make any composition with your creditors
      or commit any act of bankruptcy.


IN WITNESSwhereof this Agreement has
  been executed as a deed and delivered the day and year first before written.

EXECUTED as a deed by

  Last Minute Network Limited

  acting by 

Director

Director/Secretary

SIGNED as a deed by

Vimal Khosla

......................................

.....................................

Witness

Address

 

Occupation