This Continuing Disclosure Undertaking (the "Disclosure Undertaking") is executed and delivered by The Brink's Company (the "Company") and Wachovia Bank, National Association (the "Trustee") in connection with the issuance of$43,160,000 aggregate principal amount of Coal Terminal Revenue Refunding Bonds (Dominion Terminal Associates Project Brink's Issue), Series 2003 (the "Bonds") of Peninsula Ports Authority of Virginia (the "Issuer"). The Bonds are being issued pursuant to an Indenture of Trust, dated as of September 1, 2003, between the Issuer and the Trustee (the "Indenture"). The Issuer and Dominion Terminal Associates (the "Partnership") have entered into a Loan Agreement that has been pledged and assigned by the Issuer to the Trustee for purposes of enforcement. Pitts ton Coal Terminal Corporation ("Pitts ton"), an indirect wholly-owned subsidiary of the Company, has agreed to make payments to the Partnership of amounts sufficient to enable it to pay the principal of and premium, if any, and interest on the bonds ("Debt Service") pursuant to an Amended and Restated Throughput and Handling Agreement dated as of July 1, 1987, as amended, among Pitts ton, the Partnership and certain other companies named therein (the "Throughput Agreement"). Payment of Debt Service has been guaranteed by the Company to the Trustee, for the benefit of the Bondholders, pursuant to a Parent Company Guaranty Agreement dated as of September 1, 2003 (the "Guaranty Agreement") between the Company and the Trustee. The Company and the Trustee covenant and agree as follows:

SECTION 1. Purpose of the Disclosure Undertaking. This Disclosure Undertaking is being executed and delivered by the Company and the Trustee forth e benefit of the Beneficial Owners of the Bonds and in order to assist the Participating Underwriters, as defined in Rule 15c 2-12 of the Securities and Exchange Commission (the "SEC"), in complying with Section (b)(5) of the Rule. The Company is an "obligated person" within the meaning of the Rule. As required by the Rule, this Disclosure Undertaking is enforceable by Beneficial Owners of the Bonds pursuant to Section 10 of this Disclosure Undertaking.

SECTION 2. Definitions. In addition to the definitions set forth in the Indenture, which apply to any capitalized term used in this Disclosure Undertaking, the following capitalized terms shall have the following meanings:

"Virginia State Repository" shall mean any public or private repository or entity as may be designated by the Commonwealth of Virginia as a state repository for the purpose of the Rule and recognized as such by the SEC. Currently there is no Virginia State Repository.

"Annual Financial Information" shall mean the annual financial information provided by the Company pursuant to, and as described in, Sections 3 and 4 of this Disclosure Undertaking.

"Beneficial Owner" shall mean any person which has the power, directly or indirectly, to vote or consent with respect to, or to dispose of ownership of, any Bonds, including persons holding Bonds through nominees or depositories.

详细内容见附件