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EXHIBIT 4.19
 COFACE RECEIVABLES
FINANCE LIMITED
 Receivables Finance
Agreement
  This document is important. If you are in any doubt about its effect then,
before you sign it, you should consult your solicitors or accountants about
your resulting obligations




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Coface Receivables Finance Limited
 1.
    
    Date and CommencementThis Agreement is made on the date shown before the signatures below and its Commencement
Date is  2006.2.
    
    Type of FacilityYou will sell to us and we will purchase your Debts on the following basis:
 2.1
    
    You have an invoice discounting facility, which means you will maintain the
sales ledger;2.2
    
    We appoint you until further notice to act as our undisclosed collection agents
to collect Debts from your Customers.2.3
    
    A recourse basisapplies which means that if a Debt is not paid to us by the
end of the Funding Period, you must repay to us what we have already paid to you.2.4
    
    Your Debts to which the Agreement applies are:
 
    
    All UK Debts and all Export Debts from the following Approved Countries
    
    As defined in your insurance policy held with Coface
 andwhich are invoiced in the currency(ies) set out in paragraph 2.62.5
    
    We will purchase your Debts invoiced in Sterling. You also have a Foreign
Currency Facility so we will purchase your Debts invoiced in Approved Currencies and we
will pay the Purchase Price only in the Approved Currency of the Debt2.6
    
    Approved currencies are: GBP, Euro and USD
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3.
    
    Facility Particulars
 3.1
    
    The Early Payment Percentageis (definition of Availability):
    
    
    75
    *%3.2
    
    The Maximum Funds In Usemust not exceed (condition 10.8):
    
    £
    5,000,0003.3
    
    The
Funding Periodfrom the invoice date of a Debt is: (conditions 11.5 and 11.8.7):
    
    123 Days3.4
    
    The Early Payment Chargeis at the following rate per
annum above Base Rate (conditions 4.1.3, 10.6, 11.1.2 and 11.2):
    
    
    1.75
    %but with a minimum Early Payment Charge of:
    
    
    3
    %3.5
    
    The Service Feeis at the following percentage of the Notified
Value of each Debt (conditions 4.1, 11.1, 11.3):
    
    
    0
    %but with a minimum Service Fee in each twelve month period
commencing on the first day of the month following the
Commencement Date and each anniversary thereof of:
    
    £
    12,0003.6
    
    The Extended Service Feeis at the following percentage of the
Notified Value of each Debt for each 30 day period or part
thereof after the end of the Funding Period that the Debt
remains outstanding (condition 11.5);
    
    
    0
    %3.7
    
    The Arrangement Feepayable on signature of this Agreement is
(condition 11.1.1);
    
    £
    1,0003.8
    
    The Annual Review Feepayable on each anniversary of the
Commencement Date after each month end is (condition 11.1.5):
    
    £
    03.9
    
    The Concentration Limitis (definition of Concentration Limit
and Unapproved Debt):
    
    
    30
    %3.10
    
    The Shortfall Amountis (condition 14.1.5):
    
    £
    253.11
    
    The Monthly Returnsdate after month end is (condition 19.5):
    
    10 Days3.12
    
    The Default Funding Limitper Customer is (condition 5.1):
    
    £
    10,000
 
 *
    
    It has been agreed that the Early Payment Percentage will be increased to 85% for a period of
two months from commencement 3




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4.
    
    The additional conditions to be completed before we will make Early Payments are:
 
    
    Our obtaining confirmation that there are no outstanding judgments
registered against any Director or Shareholder
    
    We are to be noted as loss payee on the credit insurance policy that you
hold with us
    
    Satisfactory completion of Anti-Money Laundering processes
    
    Receipt of account to year end 31.3.2006
 5.
    
    Additional Conditions applying at all times
 
    
    You will supply us with a Sales Ledger Reconciliation, aged debtors, aged
creditors and monthly management accounts by the 10th of the following month
    
    All monies received from your customers to be paid into a trust account set
up by and controlled by us
    
    Copy invoices, orders and delivery notes will be held by you to our order
and copies provided to us at our request
    
    Full customer trading styles and addresses and also payment terms are shown
on all Invoices
    
    Initially we will require your account to be subject to quarterly audits, we
will bear the cost of one audit per annum. Audits will be dispersed to your
account subject to the rates as shown on our standard tariff
 6.
    
    Your account will be subject to our Standard Tariff Fees as varied from time to time. Our
current Tariff Fees are attached.
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CLIENT PARTICULARSNAME:
    
    Corgi Classics LtdCOMPANIES REGISTRATION NO:
    
    03034370*REGISTERED IN ENGLAND AND WALESADDRESS:
    
    Meridian EastMeridian Business ParkLeicesterLE19 1RLNATURE OF YOUR BUSINESS:
    
    Design, marketing and distribution of
precision die cast collectables.
 YOUR CREDIT TERMS:
    
    For Customers in the U.K; these do not exceed 90 days
from date of invoice with a settlement discount not
exceeding 0%.For Customers In Approved Countries these do not exceed
90 days from date of Invoice with a settlement discount
not exceeding 0%.
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SIGNATURES
 To confirm the respective consent of each party to this Agreement (including its separate Standard
Terms and Conditions) and to acknowledge having had the opportunity to take independent legal
advice both parties have executed and delivered this Agreement as a deed below on the  day
of  2006.
 Signed on behalf of the Client by the following who are duly authorised
 Directors Signature
 Directors Full Names
 Director and/Company Secretarys
Signature
 Director and/Company Secretarys
Full Names
 *Delete as appropriate
 Signed by the following as attorney for Coface Receivables Finance Limited in the presence of the
witness stated below
 Attorneys Signature
 Attorneys Name
 Witnesss Signature
 Witnesss Name
 Witnesss Address
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Standard Tariff Fees
  Excess Facility Fee
    
    1% of valueTo a minimum of £100CHAPS Payments
    
    £30BACS Payments
    
    Free of chargePayments in Currencies other than Facility Currency
    
    £50 + banks costsPayments to Third Parties
    
    £50Legal Action Letters
    
    £10Unpaid Remittance
    
    £15Alteration to Agreement Operating Terms
    
    £100Copy Statements/Reports
(greater than 3 months old)
    
    £10 per documentAudit / Special Visits
    
    £500 per dayAudit / Bank Letters
    
    £50Document Registration Fee
    
    £150Trust Account Charges
    
    As charged by our bankers
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