SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549
                                ----------------
                                  SCHEDULE 13D
                                 (Rule 13d-101)

             INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
            TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO
                                  RULE 13d-2(a)

                               (Amendment No. __)

                               Spark Networks plc
     -----------------------------------------------------------------------
                                (Name of Issuer)

                 Ordinary Shares, par value 0.01 pound per share
     -----------------------------------------------------------------------
                         (Title of Class of Securities)

                                    G8305M109
     -----------------------------------------------------------------------
                                 (CUSIP Number)

                             Charles P. Coleman III
                        c/o Tiger Global Management, LLC
                           101 Park Avenue, 48th Floor
                            New York, New York 10178
                                 (212) 984-2500
     -----------------------------------------------------------------------
                  (Name, Address and Telephone Number of Person
                Authorized to Receive Notices and Communications)

                                December 1, 2005
     -----------------------------------------------------------------------
             (Date of Event which Requires Filing of This Statement)

     If the filing person has previously filed a statement on Schedule 13G to
report the acquisition that is the subject of this Schedule 13D, and is filing
this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the
following box [_].


CUSIP No. G8305M109
          ---------

1.   NAME OF REPORTING PERSONS
     I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

     Tiger Global Management, LLC(1)

2.   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
                                                                         (a) [_]
                                                                         (b) [X]

3.   SEC USE ONLY

4.   SOURCE OF FUNDS

     WC

5.   CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
     PURSUANT TO ITEMS 2(d) OR 2(e)                                          [_]

6.   CITIZENSHIP OR PLACE OF ORGANIZATION

     Delaware

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON

7.   SOLE VOTING POWER

     0

8.   SHARED VOTING POWER

     4,631,085(1)

9.   SOLE DISPOSITIVE POWER

     0

10.  SHARED DISPOSITIVE POWER

     4,631,085(1)

11.  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

     4,631,085(1)

12.  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
     CERTAIN SHARES                                                      [X] (2)

13.  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

     15.3%

14.  TYPE OF REPORTING PERSON

     OO

----------
(1)  Tiger Global Management, LLC specifically disclaims beneficial ownership in
     the Shares reported herein except to the extent of its pecuniary interest
     therein.

(2)  As described in Items 4 and 5 below, Tiger Global Management, LLC may be
     deemed to be part of a group with the Great Hill Entities (as defined
     below) pursuant to the terms of the Share Purchase Agreement (as defined
     below). Tiger Global Management, LLC does not affirm to be part of a group
     and expressly disclaims beneficial ownership of the 6,000,000 Ordinary
     Shares (as defined herein), in the aggregate, beneficially owned by the
     Great Hill Entities (including global depositary shares representing
     Ordinary Shares). Accordingly, such Ordinary Shares are not included in the
     amounts specified by Tiger Global Management, LLC above.


CUSIP No. G8305M109
          ---------

1.   NAME OF REPORTING PERSONS
     I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

     Charles P. Coleman III (3)

2.   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
                                                                         (a) [_]
                                                                         (b) [X]

3.   SEC USE ONLY

4.   SOURCE OF FUNDS

     WC

5.   CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
     PURSUANT TO ITEMS 2(d) OR 2(e)                                          [_]

6.   CITIZENSHIP OR PLACE OF ORGANIZATION

     United States of America

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON

7.   SOLE VOTING POWER

     0

8.   SHARED VOTING POWER

     4,631,085 (3)

9.   SOLE DISPOSITIVE POWER

     0

10.  SHARED DISPOSITIVE POWER

     4,631,085 (3)

11.  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

     4,631,085 (3)

12.  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
     CERTAIN SHARES                                                      [X] (4)

13.  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

     15.3%

14.  TYPE OF REPORTING PERSON

     IN

----------
(3)  Charles P. Coleman III specifically disclaims beneficial ownership in the
     Shares reported herein except to the extent of his pecuniary interest
     therein.

(4)  As described in Items 4 and 5 below, Charles P. Coleman III may be deemed
     to be part of a group with the Great Hill Entities (as defined below)
     pursuant to the terms of the Share Purchase Agreement (as defined below).
     Charles P. Coleman III does not affirm to be part of a group and expressly
     disclaims beneficial ownership of the 6,000,000 Ordinary Shares (as defined
     herein), in the aggregate, beneficially owned by the Great Hill Entities
     (including global depositary shares representing Ordinary Shares).
     Accordingly, such Ordinary Shares are not included in the amounts specified
     by Mr. Coleman above.


CUSIP No. G8305M109
          ---------

1.   NAME OF REPORTING PERSONS
     I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

     Tiger Global, L.P. (5)

2.   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
                                                                         (a) [_]
                                                                         (b) [X]

3.   SEC USE ONLY

4.   SOURCE OF FUNDS

     WC

5.   CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
     PURSUANT TO ITEMS 2(d) OR 2(e)                                          [_]

6.   CITIZENSHIP OR PLACE OF ORGANIZATION

     Delaware

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON

7.   SOLE VOTING POWER

     0

8.   SHARED VOTING POWER

     3,649,746 (5)

9.   SOLE DISPOSITIVE POWER

     0

10.  SHARED DISPOSITIVE POWER

     3,649,746 (5)

11.  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

     3,649,746 (5)

12.  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
     CERTAIN SHARES                                                      [X] (6)

13.  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

     12.1%

14.  TYPE OF REPORTING PERSON

     PN

----------
(5)  Tiger Global, L.P. specifically disclaims beneficial ownership in the
     Shares reported herein except to the extent of its pecuniary interest
     therein.

(6)  As described in Items 4 and 5 below, Tiger Global, L.P. may be deemed to be
     part of a group with the Great Hill Entities (as defined below) pursuant to
     the terms of the Share Purchase Agreement (as defined below). Tiger Global,
     L.P. does not affirm to be part of a group and expressly disclaims
     beneficial ownership of the 6,000,000 Ordinary Shares (as defined herein),
     in the aggregate, beneficially owned by the Great Hill Entities (including
     global depositary shares representing Ordinary Shares). Accordingly, such
     Ordinary Shares are not included in the amounts specified by Tiger Global,
     L.P. above.


CUSIP No. G8305M109
          ---------

1.   NAME OF REPORTING PERSONS
     I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

     Tiger Global II, L.P. (7)

2.   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
                                                                         (a) [_]
                                                                         (b) [X]

3.   SEC USE ONLY

4.   SOURCE OF FUNDS*

     WC

5.   CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
     PURSUANT TO ITEMS 2(d) OR 2(e)                                          [_]

6.   CITIZENSHIP OR PLACE OF ORGANIZATION

     Delaware

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON

7.   SOLE VOTING POWER

     0

8.   SHARED VOTING POWER

     88,763 (7)

9.   SOLE DISPOSITIVE POWER

     0

10.  SHARED DISPOSITIVE POWER

     88,763 (7)

11.  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

     88,763 (7)

12.  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
     CERTAIN SHARES                                                      [X] (8)

13.  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

     0.3%

14.  TYPE OF REPORTING PERSON

     PN

----------
(7)  Tiger Global II, L.P. specifically disclaims beneficial ownership in the
     Shares reported herein except to the extent of its pecuniary interest
     therein.

(8)  As described in Items 4 and 5 below, Tiger Global II, L.P. may be deemed to
     be part of a group with the Great Hill Entities (as defined below) pursuant
     to the terms of the Share Purchase Agreement (as defined below). Tiger
     Global II, L.P. does not affirm to be part of a group and expressly
     disclaims beneficial ownership of the 6,000,000 Ordinary Shares (as defined
     herein), in the aggregate, beneficially owned by the Great Hill Entities
     (including global depositary shares representing Ordinary Shares).
     Accordingly, such Ordinary Shares are not included in the amounts specified
     by Tiger Global II, L.P. above.


CUSIP No. G8305M109
          ---------

1.   NAME OF REPORTING PERSONS
     I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

     Tiger Global, Ltd. (9)

2.   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
                                                                         (a) [_]
                                                                         (b) [X]

3.   SEC USE ONLY

4.   SOURCE OF FUNDS

     WC

5.   CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
     PURSUANT TO ITEMS 2(d) OR 2(e)                                          [_]

6.   CITIZENSHIP OR PLACE OF ORGANIZATION

     Cayman Islands

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON

7.   SOLE VOTING POWER

     0

8.   SHARED VOTING POWER

     892,576 (9)

9.   SOLE DISPOSITIVE POWER

     0

10.  SHARED DISPOSITIVE POWER

     892,576 (9)

11.  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

     892,576 (9)

12.  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
     CERTAIN SHARES                                                     [X] (10)

13.  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

     3.0%

14.  TYPE OF REPORTING PERSON

     CO

----------
(9)  Tiger Global, Ltd. specifically disclaims beneficial ownership in the
     Shares reported herein except to the extent of its pecuniary interest
     therein.

(10) As described in Items 4 and 5 below, Tiger Global, Ltd. may be deemed to be
     part of a group with the Great Hill Entities (as defined below), pursuant
     to the terms of the Share Purchase Agreement (as defined below). Tiger
     Global, Ltd. does not affirm to be part of a group and expressly disclaims
     beneficial ownership of the 6,000,000 Ordinary Shares (as defined herein),
     in the aggregate, beneficially owned by the Great Hill Entities (including
     global depositary shares representing Ordinary Shares). Accordingly, such
     Ordinary Shares are not included in the amounts specified by Tiger Global,
     Ltd. above.


CUSIP No. G8305M109
          ---------

--------------------------------------------------------------------------------
Item 1. Security and Issuer.

     This statement on Schedule 13D (the "Schedule 13D") relates to the ordinary
shares, par value 0.01 pound per share (the "Ordinary Shares"), of Spark
Networks plc, a public limited company registered in England and Wales under
number 3628907 whose registered office is located at 24-26 Arcadia Avenue,
Finchley Central, London N3 2JU, England (the "Issuer"), whose principal
executive offices are located at 8383 Wilshire Boulevard, Suite 800, Beverly
Hills, California, 90211.

--------------------------------------------------------------------------------
Item 2. Identity and Background.

     (a-c, f) This Schedule 13D is being filed on behalf of: (I) Tiger Global,
L.P., a Delaware limited partnership ("TGLP"); (ii) Tiger Global II, L.P., a
Delaware limited partnership ("TGII"); (iii) Tiger Global, Ltd., a Cayman
Islands exempted company ("TGLTD", and together with TGLP and TGII, the "Tiger
Global Funds"); (iv) Tiger Global Management, LLC, a Delaware limited liability
company ("TGM", and together with the Tiger Global Funds, the "Tiger Global
Entities"); and (v) Charles P. Coleman III (together with Tiger Global Entities,
the "Reporting Persons"). Mr. Coleman is a citizen of the United States.

     The Tiger Global Funds are each a private investment fund. TGM acts as the
management company to TGLP and TGII and acts as investment manager to TGLTD. Mr.
Coleman is the managing member of TGM. The principal business office of TGLP,
TGII, TGM and Mr. Coleman is c/o Tiger Global Management, LLC, 101 Park Avenue,
48th Floor, New York, New York 10178. The principal office of TGLTD is c/o Citco
Fund Services (Curacao) N.V., Kaya Flamboyan 9, Willemstad, Curacao, Netherlands
Antilles.

     (d) None of the Reporting Persons, individually or collectively, has,
during the last five years, been convicted in a criminal proceeding (excluding
traffic violations or similar misdemeanors).

     (e) None of the Reporting Persons has, during the last five years, been a
party to a civil proceeding of a judicial or administrative body of competent
jurisdiction and as a result of such proceeding was or is subject to a judgment,
decree or final order enjoining future violations of, or prohibiting or
mandating activities subject to, Federal or state securities laws or finding any
violation with respect to such laws.

--------------------------------------------------------------------------------
Item 3. Source and Amount of Funds or Other Consideration.

     As more fully described in Item 4 hereof, on December 1, 2005, the Tiger
Global Funds, Great Hill Investors, LLC, Great Hill Equity Partners II, LP and
Great Hill Affiliate Partners, LP (the "Great Hill Entities") entered into a
share purchase agreement (the "Share Purchase Agreement") pursuant to which the
Great Hill Entities acquired from the Tiger Entities an aggregate of 2,000,000
Ordinary Shares for a purchase price of $5.35 per share, or $10,700,000 in the
aggregate. A copy of the Share Purchase Agreement is filed as Exhibit A hereto.

--------------------------------------------------------------------------------
Item 4.  Purpose of Transaction

     On December 1, 2005, the Tiger Global Funds and the Great Hill Entities
entered into the Share Purchase Agreement pursuant to which the Great Hill
Entities acquired from the Tiger Global Funds an aggregate of 2,000,000 Ordinary
Shares for a purchase price of $5.35 per share, or $10,700,000 in the aggregate.

     Voting Arrangements

     Pursuant to the terms of the Share Purchase Agreement, for so long as the
Great Hill Entities and their respective affiliates own at least 5% of the
outstanding Ordinary Shares (including Ordinary Shares that are represented by
global depositary shares and any other depositary shares) and any other shares
in the capital of the Issuer entitled to vote on the election of directors)
("Voting Shares"), the Tiger Global Funds agreed that: (x) if at any time a
Great Hill Entity notifies a Tiger Global Fund of its desire and intention to
designate a single director on behalf of all the Great Hill Entities (the "Great
Hill Director") in advance of any meeting of the Issuer's shareholders called to
vote upon for the election of directors, and at all adjournments thereof and in
all other circumstances upon which a vote, consent or approval (including by
written consent) is sought with respect to the election of directors or that is
necessary to elect directors of the Issuer, the Tiger Global Funds agreed to
consent, vote (or cause to be voted) all of its Voting Shares that are owned or
held of record by the Tiger Global Funds, or as to which the Tiger Global Funds
have voting power or in respect of which the Tiger Global Funds can direct,
restrict or control any such voting power (the "Remaining Shares") held, at the
time such consent is sought or meeting is held, to elect such Great Hill
Director; and (y) if at any time a Great Hill Entity notifies a Tiger Global
Fund of its desire and intention to remove or replace a Great Hill Director or
to fill a vacancy caused by the resignation of a Great Hill Director, the Tiger
Global Funds agree to cooperate in causing the requested removal and/or
replacement by voting in the appropriate manner. Pursuant to the Share Purchase
Agreement, the Tiger Global Funds irrevocably granted, and appointed Michael A.
Kumin, and any other person who shall hereafter by designated by the Great Hill
Entities as the Tiger Global Funds' proxy and attorney (with full power of
substitution) to vote all of the Tiger Global Funds' shares held at the time
such consent is sought or meeting is held in any circumstances where a vote,
consent or other approval is sought to elect a Great Hill Director.

     In addition, the Tiger Global Funds agreed not to enter into or exercise
its rights under any voting arrangements with respect to any Remaining Shares or
take any other action, that would in any way restrict, limit or interfere with
the performance of its obligations to vote its Remaining Shares in accordance
with the terms of the Share Purchase Agreement. Pursuant to the terms of the
Share Purchase Agreement, the Tiger Global Funds are not restricted from selling
or otherwise transferring any Remaining Shares or any interest therein to a
third party that is not an affiliate of Tiger Global Funds or the Issuer or to
any affiliate that agrees in writing to be bound by the terms of the Share
Purchase Agreement. The foregoing covenants and obligations of the Tiger Global
Funds terminates after a Great Hill Director (together with any replacements
therefore) has served a single, full term of office of three years, in
accordance with the Issuer's articles and memorandum of association, as in
effect on December 1, 2005.

     In addition, the Tiger Global Funds agreed that, in order to secure the
interest of the Great Hill Entities in the Ordinary Shares purchased under the
Share Purchased Agreement with effect from December 1, 2005, each of the Tiger
Global Funds irrevocably appointed Great Hill Partners, LLC to be its attorney
in name and on its behalf to exercise all or any of the voting and other rights,
powers and privileges attached to the Ordinary shares registered in its name.
The Tiger Global Funds agreed, following December 1, 2005, not to exercise all
or any of the voting and other rights, powers and privileges attached to the
Ordinary Shares purchased pursuant to the Share Purchase Agreement that are
registered in its name.

     The Ordinary Shares held by the Reporting Persons were acquired for, and
are being held for, investment purposes only. The acquisitions of the Ordinary
Shares were made in the ordinary course of the Reporting Persons' business or
investment activities, as the case may be.

     Except as set forth in this Item 4, the Reporting Persons have no plan or
proposal which relates to, or would result in, any of the actions enumerated in
Item 4 of the instructions to Schedule 13D.

--------------------------------------------------------------------------------
Item 5. Interest in Securities of the Issuer.

     (a, b) As of the date hereof, TGM may be deemed to beneficially own
4,631,085 Ordinary Shares, constituting approximately 15.3% of the Ordinary
Shares of the Issuer, based upon the number of Ordinary Shares outstanding as of
October 19, 2005 as reported in the Issuer's Form 10 filed on November 14, 2005
and after giving effect to the issuance of 4,000,000 shares pursuant to the
exercise of certain options held by Joe Y. Shapira and Alon Carmel.

     TGM has the sole power to vote or direct the vote of 0 Ordinary Shares; has
the shared power to vote or direct the vote of 4,631,085 Ordinary Shares; has
the sole power to dispose or direct the disposition of 0 Ordinary Shares; and
has shared power to dispose or direct the disposition of 4,631,085 Ordinary
Shares.

     TGM specifically disclaims beneficial ownership in the Ordinary Shares
reported herein except to the extent of its pecuniary interest therein.

     (a, b) As of the date hereof, Charles P. Coleman III may be deemed to
beneficially own 4,631,085 Ordinary Shares, constituting approximately 15.3% of
the Ordinary Shares of the Issuer, based upon the number of Ordinary Shares
outstanding as of October 19, 2005 as reported in the Issuer's Form 10 filed on
November 14, 2005 and after giving effect to the issuance of 4,000,000 shares
pursuant to the exercise of certain options held by Joe Y. Shapira and Alon
Carmel.

     Mr. Coleman has the sole power to vote or direct the vote of 0 Ordinary
Shares; has the shared power to vote or direct the vote of 4,631,085 Ordinary
Shares; has the sole power to dispose or direct the disposition of 0 Ordinary
Shares; and has shared power to dispose or direct the disposition of 4,631,085
Ordinary Shares.

     Mr. Coleman specifically disclaims beneficial ownership in the Ordinary
Shares reported herein except to the extent of its pecuniary interest therein.

     (a, b) As of the date hereof, TGLP may be deemed to beneficially own
3,649,746 Ordinary Shares, constituting approximately 12.1% of the Ordinary
Shares of the Issuer, based upon the number of Ordinary Shares outstanding as of
October 19, 2005 as reported in the Issuer's Form 10 filed on November 14, 2005
and after giving effect to the issuance of 4,000,000 shares pursuant to the
exercise of certain options held by Joe Y. Shapira and Alon Carmel.

     TGII has the sole power to vote or direct the vote of 0 Ordinary Shares;
has the shared power to vote or direct the vote of 3,649,746 Ordinary Shares;
has the sole power to dispose or direct the disposition of 0 Ordinary Shares;
and has shared power to dispose or direct the disposition of 3,649,746 Ordinary
Shares.

     TGII specifically disclaims beneficial ownership in the Ordinary Shares
reported herein except to the extent of its pecuniary interest therein.

     (a, b) As of the date hereof, TGII may be deemed to beneficially own 88,763
Ordinary Shares, constituting approximately 0.3% of the Ordinary Shares of the
Issuer, based upon the number of Ordinary Shares outstanding as of October 19,
2005 as reported in the Issuer's Form 10 filed on November 14, 2005 and after
giving effect to the issuance of 4,000,000 shares pursuant to the exercise of
certain options held by Joe Y. Shapira and Alon Carmel.

     TGII has the sole power to vote or direct the vote of 0 Ordinary Shares;
has the shared power to vote or direct the vote of 88,763 Ordinary Shares; has
the sole power to dispose or direct the disposition of 0 Ordinary Shares; and
has shared power to dispose or direct the disposition of 88,763 Ordinary Shares.

     TGII specifically disclaims beneficial ownership in the Ordinary Shares
reported herein except to the extent of its pecuniary interest therein.

     (a, b) As of the date hereof, TGLTD may be deemed to beneficially own
892,576 Ordinary Shares, constituting approximately 3.0% of the Ordinary Shares
of the Issuer, based upon the number of Ordinary Shares outstanding as of
October 19, 2005 as reported in the Issuer's Form 10 filed on November 14, 2005
and after giving effect to the issuance of 4,000,000 shares pursuant to the
exercise of certain options held by Joe Y. Shapira and Alon Carmel.

     TGLTD has the sole power to vote or direct the vote of 0 Ordinary Shares;
has the shared power to vote or direct the vote of 892,576 Ordinary Shares; has
the sole power to dispose or direct the disposition of 0 Ordinary Shares; and
has shared power to dispose or direct the disposition of 892,576 Ordinary
Shares.

     TGLTD specifically disclaims beneficial ownership in the Ordinary Shares
reported herein except to the extent of its pecuniary interest therein.

     Interests in Securities of the Issuer of the Great Hill Entities

     (a) As of the date hereof, Great Hill Investors, LLC may be deemed to
beneficially own 68,862 Ordinary Shares, constituting less than 1% of the
Ordinary Shares of the Issuer, based upon the number of Ordinary Shares
outstanding as of October 19, 2005 as reported in the Issuer's Form 10 filed on
November 14, 2005 and after giving effect to the issuance of 4,000,000 shares
pursuant to the exercise of certain options held by Joe Y. Shapira and Alon
Carmel.

     (a) As of the date hereof, Great Hill Equity Partners II, Limited
Partnership may be deemed to beneficially own 5,713,465 Ordinary Shares,
constituting approximately 18.9% of the Ordinary Shares of the Issuer, based
upon the number of Ordinary Shares outstanding as of October 19, 2005 as
reported in the Issuer's Form 10 filed on November 14, 2005 and after giving
effect to the issuance of 4,000,000 shares pursuant to the exercise of certain
options held by Joe Y. Shapira and Alon Carmel.

     (a) As of the date hereof, Great Hill Affiliate Partners II, L.P. may be
deemed to beneficially own 217,673 Ordinary Shares, constituting approximately
1.0% of the Ordinary Shares of the Issuer, based upon the number of Ordinary
Shares outstanding as of October 19, 2005 as reported in the Issuer's Form 10
filed on November 14, 2005 and after giving effect to the issuance of 4,000,000
shares pursuant to the exercise of certain options held by Joe Y. Shapira and
Alon Carmel.

     A "group" including the Tiger Global Funds and the Great Hill Entities may
be deemed to beneficially own, in the aggregate, 18,281,459 Ordinary Shares
(including underlying options exercisable within 60 days as of the date hereof
and global depositary shares representing Ordinary Shares), representing
approximately 60.3% of the Ordinary Shares outstanding as of October 19, 2005 as
reported in the Issuer's Form 10 filed on November 14, 2005 and after giving
effect to the issuance of 4,000,000 shares pursuant to the exercise of certain
options held by Joe Y. Shapira and Alon Carmel. The Reporting Persons do not
affirm that any such "group" exists and expressly disclaim beneficial ownership
of the Ordinary Shares beneficially owned by the Great Hill Entities.

     (c) Information set forth in Exhibit C describes any transactions by the
Reporting Persons relating to the Ordinary Shares during the past 60 days.

     (d, e) Not applicable.

--------------------------------------------------------------------------------
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to
        Securities of the Issuer.

     See Share Purchase Agreement attached hereto as Exhibit A.

--------------------------------------------------------------------------------
Item 7. Material to be Filed as Exhibits.

     Exhibit A: Share Purchase Agreement, dated as of December 1, 2005, by and
among the Great Hill Entities and the Tiger Global Funds.

     Exhibit B: Joint Filing Agreement, dated as of December 12, 2005, by and
among the Reporting Persons.

     Exhibit C: The transactions in the Ordinary Shares that were effected by
the Reporting Persons within the past 60 days.

--------------------------------------------------------------------------------


                                    SIGNATURE

     After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.

December 12, 2005
-----------------------
(Date)


Tiger Global Management, LLC (11)

By: /s/ Charles P. Coleman III
------------------------------
Name: Charles P. Coleman III
Title: Managing Member

/s/ Charles P. Coleman III (11)
-------------------------------
    Charles P. Coleman III


Tiger Global, L.P. (11)
By: Tiger Global Performance, LLC, its general partner

By: /s/ Charles P. Coleman III
------------------------------
Name: Charles P. Coleman III
Title: Managing Member


Tiger Global II, L.P. (11)
By: Tiger Global Performance, LLC, its general partner

By: /s/ Charles P. Coleman III
------------------------------
Name: Charles P. Coleman III
Title: Managing Member


Tiger Global, Ltd. (11)
By: Tiger Global Management, LLC, its investment manager

By: /s/ Charles P. Coleman III
------------------------------
Name: Charles P. Coleman III
Title: Director

(11) Each of the Reporting Persons specifically disclaims beneficial ownership
     in the Ordinary Shares reported herein except to the extent of the
     Reporting Person's pecuniary interest therein.


Exhibit A
---------

                            SHARE PURCHASE AGREEMENT

     This Share Purchase Agreement (this "Agreement") is made as of December 1,
2005, by and among Great Hill Investors, LLC, a Massachusetts limited liability
company, whose registered office is located at One Liberty Square Boston,
Massachusetts 02109 ("GHI"), Great Hill Equity Partners II Limited Partnership,
a Delaware limited partnership, whose registered office is located at One
Liberty Square Boston, Massachusetts 02109 ("GHEP") and Great Hill Affiliate
Partners II Limited Partnership, a Delaware limited partnership whose registered
office is located at One Liberty Square Boston, Massachusetts 02109 ("GHAP") and
Tiger Global II, L.P., a Delaware limited partnership, whose registered office
is located at 101 Park Avenue, 48th Floor, New York, New York 10178 ("TGII"),
Tiger Global, L.P., a Delaware limited partnership, whose registered office is
located at 101 Park Avenue, 48th Floor, New York, New York 10178 ("TGLP"), Tiger
Global, Ltd., an exempted company formed under the laws of the Cayman Islands,
whose registered office is located at c/o Citco Fund Services (Cayman Islands)
Limited, Regatta Office Park, West Bay Road, P.O. Box 31106 SMB, Grand Cayman,
Cayman Islands, British West Indies ("TGLTD"). Each of GHI, GHEP and GHAP are
referred to as a "Buyer." Each of TGII, TGLP and TGLTD are referred to as a
"Seller."

                                    RECITALS

     The Sellers desire to sell, and the Buyers desire to purchase the Shares
for the consideration and on the terms set forth in this Agreement.

                                    AGREEMENT

     The parties, intending to be legally bound, agree as follows:

1.   DEFINITIONS

     For purposes of this Agreement, the following terms have the meanings
specified or referred to in this Section 1:

     "Additional Acquisition Agreements" has the meaning set forth in Section
6.4(a)

     "Additional Purchases" means the acquisition of an aggregate of 4,000,000
Ordinary Shares or Global Depositary Shares, as applicable, from the Other
Sellers.

     "Applicable Contract" means, with respect to any Person, any Contract (a)
under which such Person has or may acquire any rights, (b) under which such
Person has or may become subject to any obligation or liability, or (c) by which
such Person or any of the assets owned or used by such Person is or may become
bound.

     A "Breach" of a representation, warranty, covenant, obligation, or other
provision of this Agreement, any other instrument delivered pursuant to this
Agreement, or any other agreement or Contract shall be deemed to have occurred
if there is or has been (a) any inaccuracy in or breach of, or any failure to
perform or comply with, such representation, warranty, covenant, obligation, or
other provision, or (b) any claim (by any Person) or other occurrence or
circumstance that is or was inconsistent with such representation, warranty,
covenant, obligation, or other provision, and the term "Breach" means any such
inaccuracy, breach, failure, claim, occurrence, or circumstance.

     "Buyer" has the meaning set forth in the first paragraph of this Agreement.

     "Closing" has the meaning set forth in Section 2.3.

     "Closing Date" means the date and time as of which the Closing actually
takes place.

     "Code" means the Internal Revenue Code of 1986, as amended.

     "Company" means Spark Networks plc, a public limited company, registered in
England and Wales under number 3628907 whose registered office is located at
24-26 Arcadia Avenue, Finchley Central, London N3 2JU, England.

     "Confidentiality Agreement" means the Confidentiality Agreement, dated
October 14, 2004, by and between Spark Networks plc and Great Hill Equity
Partners II, Limited Partnership.

     "Consent" means any approval, consent, ratification, waiver, or other
authorization (including any Governmental Authorization).

     "Contract" means any agreement, contract, obligation, promise, or
undertaking (whether written or oral and whether express or implied) that is
legally binding.

     "Discussion Time" has the meaning set forth in Section 4.3(e).

     "DTC" means The Depositary Trust Company.

     "Encumbrance" means any charge, claim, community property interest,
condition, equitable interest, lien, option, pledge, security interest, right of
first refusal, or restriction of any kind or any other third party right,
including any restriction on use, voting, transfer, receipt of income, or
exercise of any other attribute of ownership.

     "Exchange Act" means the Securities Exchange Act of 1934, as amended, or
any successor law, and regulations and rules issued pursuant thereto or any
successor law.

     "GHAP" has the meaning set forth in the Recitals of this Agreement.

     "GHEP" has the meaning set forth in the Recitals of this Agreement.

     "GHI" has the meaning set forth in the Recitals of this Agreement.

     "Global Depositary Shares" means global depositary shares that represent
Ordinary Shares.

     "Governmental Authorization" means any approval, consent, license, permit,
waiver, or other authorization issued, granted, given, or otherwise made
available by or under the authority of any Governmental Body or pursuant to any
Legal Requirement.

     "Governmental Body" means any:

          (a) nation, state, county, city, town, village, district, or other
     jurisdiction of any nature;

          (b) federal, state, local, municipal, foreign, or other government;

          (c) governmental or quasi-governmental authority of any nature
     (including any governmental agency, branch, department, official, or entity
     and any court or other tribunal);

          (d) multi-national organization or body; or

          (e) body exercising, or entitled to exercise, any administrative,
     executive, judicial, legislative, police, regulatory, or taxing authority
     or power of any nature.

     "Great Hill Director" has the meaning set forth in Section 5.1(a)(ii).

     "Information" has the meaning set forth in Section 8.2(a).

     "Legal Requirement" means any federal, state, local, municipal, foreign,
international, multinational, or other administrative order, constitution, law,
ordinance, principle of common law, regulation, statute, or treaty.

     "Offeree" has the meaning set forth in Section 3.7.

     "Order" means any award, decision, injunction, judgment, order, ruling,
subpoena, or verdict entered, issued, made, or rendered by any court,
administrative agency, or other Governmental Body or by any arbitrator.

     "Ordinary Shares" means ordinary shares of the Company, par value 0.01
pound per share.

     "Organizational Documents" means (a) the articles or certificate of
incorporation and the bylaws of a corporation (including, for the avoidance of
doubt, the Company's articles and memorandum of association as amended from time
to time); (b) the partnership agreement and any statement of partnership of a
general partnership; (c) the limited partnership agreement and the certificate
of limited partnership of a limited partnership; (d) certificate of formation
and operating agreement of a limited liability company; (e) any charter or
similar document adopted or filed in connection with the creation, formation, or
organization of a Person; and (f) any amendment, supplement, modification or
restatement of any of the foregoing.

     "Other Sellers" means (i) Joe Y. Shapira, (ii) Alon Carmel and (iii)
Criterion Capital Management LLC and its affiliates.

     "Person" means any individual, corporation (including any non-profit
corporation), general or limited partnership, limited liability company, joint
venture, estate, trust, association, organization, labor union, or other entity
or Governmental Body.

     "Proceeding" means any action, arbitration, audit, hearing, investigation,
litigation, or suit (whether civil, criminal, administrative, investigative, or
informal) commenced, brought, conducted, or heard by or before, or otherwise
involving, any Governmental Body or arbitrator.

     "Purchase Price" has the meaning set forth in Section 2.2.

     "RBC" means RBC Capital Markets Corporation.

     "Remaining Shares" has the meaning set forth in Section 5.1(a)(i).

     "Representative" means with respect to a particular Person, any director,
officer, employee, agent, consultant, advisor, or other representative of such
Person, including legal counsel, accountants, and financial advisors.

     "SEC" means the U.S. Securities and Exchange Commission.

     "Securities Act" means the Securities Act of 1933, as amended, or any
successor law, and regulations and rules issued pursuant thereto or any
successor law.

     "Securities Reports" means all forms, reports, schedules, registration
statements, definitive proxy or information statements and other documents
required to be filed or filed by the Company with the SEC or any other
Governmental Body, including the Registration Statement on Form S-1 of the
Company (File No. 333-123228), in each case, as amended since the time of their
filing, and including all documents filed as exhibits thereto and any Form 8-Ks
that have been filed with or furnished to the SEC or such other Governmental
Body.

     "Seller" has the meaning set forth in the first paragraph of this
Agreement.

     "Shares" means the 2,000,000 Global Depositary Shares, in the aggregate,
being sold pursuant to this Agreement.

     "Short Sales" means all "short sales" as defined in Rule 3b-3 of the
Exchange Act.

     "Tax" means any tax (including any income tax, capital gains tax,
value-added tax, sales tax, property tax, gift tax, or estate tax), levy,
assessment, tariff, duty (including any customs duty), deficiency, or other fee,
and any related charge or amount (including any fine, penalty, interest, or
addition to tax), imposed, assessed, or collected by or under the authority of
any Governmental Body or payable pursuant to any tax-sharing agreement or any
other Contract relating to the sharing or payment of any such tax, levy,
assessment, tariff, duty, deficiency, or fee.

     "Threatened" means a claim, Proceeding, dispute, action, or other matter
shall be deemed to have been "Threatened" if any demand or statement has been
made (orally or in writing) or any notice has been given (orally or in writing)
that such a claim, Proceeding, dispute, action, or other matter is likely to be
asserted, commenced, taken, or otherwise pursued in the future.

     "Transactions" means all of the transactions contemplated by this
Agreement, including:

          (a) the sale of the Shares by the Sellers to the Buyers;

          (b) the performance by the Buyers and the Sellers of their respective
     covenants and obligations under this Agreement; and

          (c) the Buyers' acquisition and ownership of the Shares.

     "U.S. Shareholder" means a "U.S. shareholder" within the meaning of Section
951(b) of the Code, with respect to the Company.

     "Voting Shares" means the Ordinary Shares (including Ordinary Shares that
are represented by the Global Depositary Shares and any other depositary shares)
and any other shares in the capital of the Company entitled to vote on the
election of directors.

2.   SALE AND TRANSFER OF SHARES; CLOSING

     2.1  SHARES

          Subject to the terms and conditions of this Agreement, at the Closing,
     the Sellers shall sell and transfer, free from all Encumbrances, other than
     Encumbrances arising as a result of the depositary agreement in respect of
     the Shares or Encumbrances created by any Buyer, the Shares to the Buyers,
     and the Buyers shall purchase the Shares from the Sellers, and from and
     including the Closing Date, all rights and advantages accruing to the
     Shares shall belong to the Buyers. The number of Shares to be sold by each
     Seller is set forth opposite such Seller's name on Exhibit B.

     2.2  PURCHASE PRICE

          The purchase price for the Shares shall be $5.35 per Share, and
     $10,700,000 in the aggregate (the "Purchase Price").

     2.3  CLOSING

          The purchase and sale of the Shares shall take place concurrently with
     the execution and delivery of this Agreement (the "Closing") at the offices
     of the Buyers' counsel at 2049 Century Park East, Suite 3200, Los Angeles,
     California, at 10:00 a.m. (local time) on December 1, 2005, or at such
     other time as the parties may agree. The settlement of the purchase and
     sale of the Shares shall occur no later than December 7, 2005 (the
     "Settlement Date").

     2.4  POST-CLOSING OBLIGATIONS

          (a) The Sellers shall:

               (i)  on or prior to the Settlement Date, instruct the broker that
                    holds the Shares on the Sellers' behalf to transfer the
                    Shares to the Buyers in the amounts and to the accounts
                    designated by the Buyers in writing prior to the Settlement
                    Date to ensure that settlement with respect to such transfer
                    shall occur on the Settlement Date; and

               (ii) deliver to the Buyers any other document that may be
                    required to give good title to the Shares or that may be
                    necessary to give good title to the Shares or which may be
                    necessary to enable the Buyers to procure the registration
                    of the Shares in the name of each Buyer or its nominee(s) or
                    which evidence to each Buyer's satisfaction the authority of
                    any person executing this Agreement or any of the documents
                    referred to herein, on behalf of the Sellers.

          (b) The Buyers shall deliver to the Sellers no later than the
     Settlement Date the Purchase Price by wire transfer of immediately
     available funds to an account or accounts of the Sellers as specified by
     the Sellers in writing.

3.   REPRESENTATIONS AND WARRANTIES OF THE SELLERS

     Each Seller represents and warrants to the Buyers as follows:

     3.1  ORGANIZATION AND GOOD STANDING

          Each of TGII and TGLP is a limited partnership, duly organized,
     validly existing, and in good standing under the laws of Delaware, with the
     power and authority to conduct its business as it is now being conducted,
     to own or use the properties and assets that it purports to own or use, and
     to perform all its obligations under this Agreement. TGLTD is an exempted
     company, duly organized, validly existing, and in good standing under the
     laws of the Cayman Islands, with the power and authority to conduct its
     business as it is now being conducted, to own or use the properties and
     assets that it purports to own or use, and to perform all its obligations
     under this Agreement.

     3.2  AUTHORITY; NO CONFLICT

          (a) This Agreement constitutes the legal, valid, and binding
     obligation of each Seller, enforceable against each Seller in accordance
     with its terms. Each Seller has the power and authority to execute, deliver
     and perform its obligations under this Agreement.

          (b) Neither the execution and delivery of this Agreement by any Seller
     nor the performance by any Seller of any of its obligations hereunder
     shall, directly or indirectly (with or without notice or lapse of time):

               (i) contravene, conflict with, or result in a violation of (A)
     any provision of the Organizational Documents of any Seller or, to the
     knowledge of such Seller (without having made any special inquiry or
     investigation), the Company, or (B) any resolution adopted by the manager,
     the board of managers (or other similar governing body), or the members of
     any Seller, or, to the knowledge of such Seller (without having made any
     special inquiry or investigation), the Company;

               (ii) contravene, conflict with, or result in a violation of any
     Legal Requirement or any Order to which any Seller is subject;

               (iii) contravene, conflict with, or result in a violation of any
     of the terms or requirements of, or give any Governmental Body the right to
     revoke, withdraw, suspend, cancel, terminate, or modify, any Governmental
     Authorization that is held by any Seller; or

               (iv) contravene, conflict with, or result in a violation or
     Breach of any provision of, or give any Person the right to declare a
     default or exercise any remedy under, or to accelerate the maturity or
     performance of, or to cancel, terminate, or modify, any Applicable Contract
     of any Seller.

     3.3  TITLE TO THE SHARES

          (a) DTC is the legal and record holder of the Shares, and each Seller
     is the beneficial owner of the Global Depositary Shares set forth opposite
     such Seller's name on Exhibit B hereto, free and clear of all Encumbrances,
     other than Encumbrances arising as a result of the depositary agreement in
     respect of the Shares or Encumbrances created by any Buyer. Immediately
     following the Closing, DTC shall be the legal and record holder of the
     Shares and each Buyer shall have beneficial ownership of the Global
     Depositary Shares set forth under its name on Exhibit A, free and clear of
     all Encumbrances, other than Encumbrances arising as a result of the
     depositary agreement in respect of the Shares or Encumbrances created by
     any Buyer.

          (b) There are no Applicable Contracts of any Seller or, to each
     Seller's knowledge (without having made special inquiry or investigation),
     any other Contracts, relating to the sale, transfer, voting or ownership of
     the Shares or otherwise relating to the Shares, other than the depositary
     agreement in respect of the Shares.

     3.4  LEGAL PROCEEDINGS; ORDERS

          There is no Proceeding pending or, to the knowledge of any Seller
     (without having made special inquiry or investigation), Threatened, that
     relates to the Shares or that challenges, or that may have the effect of
     preventing, delaying, making illegal, or otherwise interfering with, the
     performance of any Seller's obligations hereunder.

     3.5  DISCLOSURE

          (a) Without having made any special inquiry or investigation, no fact
     has come to the attention of any Seller that has caused any Seller to
     believe that:

               (i) the Company has not filed on a timely basis with the SEC and
     each other Governmental Body all Securities Reports;

               (ii) as of their respective dates, any Securities Report did not
     comply in any material respect with the requirements (including
     Governmental Authorizations) of the Exchange Act and the Securities Act or
     other Legal Requirements that are or were applicable to such Securities
     Report; and

               (iii) any Securities Report contained when filed or contains any
     untrue statement of a material fact or omitted to state a material fact
     required to be stated therein or necessary to make the statements made
     therein, in light of the circumstances under which they were made, not
     misleading.

     3.6  BROKERS OR FINDERS

          No Seller nor any officer or agent of any Seller has incurred any
     obligation or liability, contingent or otherwise, for brokerage or finders'
     fees or agents' commissions or other similar payment in connection with
     this Agreement.

     3.7  ACKNOWLEDGEMENT REGARDING TRADING ACTIVITY

          Except as provided in the Confidentiality Agreement with respect to
     purchases of the Company's Ordinary Shares or Global Depositary Shares,
     anything in this Agreement or elsewhere herein to the contrary
     notwithstanding, it is understood and agreed by each Seller: (i) that
     neither the Buyers nor any Person to whom an offer of Shares have been made
     (each, an "Offeree") have been asked to agree, nor has any Buyer or Offeree
     agreed, to desist from purchasing or selling, long and/or short, securities
     of the Company, or "derivative" securities based on securities issued by
     the Company or to hold the Shares, securities of the Company, or
     "derivative" securities based on securities issued by the Company for any
     specified term; (ii) that past or future open market or other transactions
     by any Buyer or Offeree, including without limitation, Short Sales or
     "derivative" transactions, before or after the closing of the Transactions,
     may negatively impact the market price of the Company's publicly-traded
     securities; (iii) that any Buyer or Offeree, and counter parties in
     "derivative" transactions to which any Buyer or Offeree is a party,
     directly or indirectly, presently may have a "short" position in the
     Ordinary Shares or the Global Depositary Shares; and (iv) that no Buyer or
     Offeree shall be deemed to have any affiliation with or control over any
     arm's length counter-party in any "derivative" transaction.

4.   REPRESENTATIONS AND WARRANTIES OF THE BUYERS

     Each Buyer represents and warrants to the Sellers as follows:

     4.1  ORGANIZATION AND GOOD STANDING

          GHI is a limited liability company duly organized, validly existing,
     and in good standing under the laws of the State of Massachusetts. GHAP is
     a limited partnership duly organized, validly existing, and in good
     standing under the laws of the State of Delaware. GHEP is a limited
     partnership duly organized, validly existing, and in good standing under
     the laws of the State of Delaware. Each Buyer has the power and authority
     to execute and deliver this Agreement and to perform its obligations under
     this Agreement.

     4.2  AUTHORITY; NO CONFLICT

          (a) This Agreement constitutes the legal, valid, and binding
     obligation of each Buyer, enforceable against each Buyer in accordance with
     its terms.

          (b) Neither the execution and delivery of this Agreement by any Buyer
     nor the performance of its obligations hereunder shall, directly or
     indirectly (with or without notice or lapse of time):

               (i) contravene, conflict with, or result in a violation of (A)
     any provision of the Organizational Documents of any Buyer, or (B) any
     resolution adopted by the manager, the board of managers (or other similar
     governing body), or the members of any Buyer;

               (ii) contravene, conflict with, or result in a violation of any
     Legal Requirement or any Order to which any Buyer is subject;

               (iii) contravene, conflict with, or result in a violation of any
     of the terms or requirements of, or give any Governmental Body the right to
     revoke, withdraw, suspend, cancel, terminate, or modify, any Governmental
     Authorization that is held by any Buyer;

               (iv) contravene, conflict with, or result in a violation or
     Breach of any provision of, or give any Person the right to declare a
     default or exercise any remedy under, or to accelerate the maturity or
     performance of, or to cancel, terminate, or modify any Applicable Contract
     of any Buyer.

     4.3  INVESTMENT REPRESENTATIONS

          (a) Each Buyer is acquiring the Shares solely for its own account, for
     investment purposes only, and not with a view to or an intent to sell, or
     to offer for resale in connection with any unregistered distribution of all
     or any portion of the Shares within the meaning of the Securities Act or
     applicable state securities laws.

          (b) Each Buyer is either an "accredited investor" as defined in Rule
     501 subparagraphs (1), (2), (3) or (7) of Rule 501(a) promulgated under the
     Securities Act or "qualified institutional buyer" as defined in Rule 144A
     promulgated under the Securities Act, or both. Each Buyer is not a
     registered broker-dealer under Section 15 of the Exchange Act.

          (c) Each Buyer represents, warrants and acknowledges that the Shares
     are being offered and sold to it in reliance upon an exemption from the
     registration requirements of Section 5 of the Securities Act and similar
     exemptions from the registration requirements of state securities laws and
     that the Sellers are relying upon the truth and accuracy of, and each
     Buyer's compliance with, the representations, warranties, agreements,
     acknowledgements and understandings of each Buyer set forth in this Section
     4.3 in order to determine the availability of such exemption and the
     eligibility of each Buyer to acquire the Shares.

          (d) Each Buyer is not purchasing the Shares as a result of any
     advertisement, article, notice or other communication regarding the Shares
     published in any newspaper, magazine or similar media or broadcast over
     television or radio or presented at any seminar or any other general
     solicitation or general advertisement.

          (e) Each Buyer represents and warrants that, except as otherwise
     disclosed to the Sellers in writing, from November 2, 2005 (the "Discussion
     Time") up through the execution of this Agreement, no Buyer, directly or
     indirectly, executed any Short Sales or engaged in any other trading in the
     Ordinary Shares, the Global Depositary Shares or any derivative security
     thereof.

          (f) Each Buyer understands that except as otherwise provided in this
     Agreement, the Shares have not been and are not being registered under the
     Securities Act or any applicable state securities laws and each Buyer may
     have to bear the risk of owning the Shares for an indefinite period of time
     because the Shares may not be transferred unless: (i) the resale of the
     Shares is registered pursuant to an effective registration statement under
     the Securities Act; or (ii) the Shares to be sold or transferred may be
     sold or transferred pursuant to Section 4(1) of the Securities Act or other
     exemption from such registration.

          (g) The office or offices of each Buyer in which its investment
     decision was made is located at the address or addresses of each Buyer set
     forth in Section 8.4.

     4.4  CERTAIN PROCEEDINGS

          There is no pending Proceeding that has been commenced against any
     Buyer and that challenges, or may have the effect of preventing, delaying,
     making illegal, or otherwise interfering with, the performance of any
     Buyer's obligations hereunder. To each Buyer's knowledge, no such
     Proceeding has been Threatened.

     4.5  BROKERS OR FINDERS

          Other than fees or commissions that the Buyers may agree to pay to
     RBC, no Buyer nor any officer or agent of any Buyer has incurred any
     obligation or liability, contingent or otherwise, for brokerage or finders'
     fees or agents' commissions or other similar payment in connection with
     this Agreement.

5.   COVENANTS

     5.1  VOTING

          (a) For so long as the Buyers and their respective affiliates
     collectively own at least 5% of the outstanding Voting Shares:

               (i) No Seller shall enter into or exercise its rights under any
     voting arrangement, whether by proxy, voting agreement, voting trust,
     power-of-attorney or otherwise, with respect to any Voting Shares that are
     owned or held of record by such Seller, or as to which such Seller has
     voting power or in respect of which such Seller can direct, restrict or
     control any such voting power (the "Remaining Shares") or take any other
     action, that would in any way restrict, limit or interfere with the
     performance of its obligations hereunder or the Transactions; provided,
     that nothing in this Section 5.1(a)(i) shall restrict the ability of such
     Seller to sell or otherwise transfer any Remaining Shares or any interest
     therein to a third party that is not an affiliate of such Seller or the
     Company or to any affiliate that agrees in writing to be bound by the terms
     of this Agreement;

               (ii) If at any time any Buyer notifies any Seller of its desire
     and intention to designate a single director on behalf of all of the Buyers
     (the "Great Hill Director") in advance of any meeting of shareholders of
     the Company called to vote upon for the election of directors, and at all
     adjournments thereof and in all other circumstances upon which a vote,
     consent or other approval (including by written consent) is sought with
     respect to the election of directors or that is necessary to elect
     directors of the Company, such Seller shall, including by executing a
     written consent, vote (or cause to be voted) all of its Remaining Shares
     held at the time such consent is sought or meeting is held to elect the
     Great Hill Director and to elect such Great Hill Director to any committee
     of the board of directors of the Company;

               (iii) If at any time any Buyer notifies any Seller of its desire
     and intention to remove or replace a Great Hill Director or to fill a
     vacancy caused by the resignation of a Great Hill Director, such Seller
     shall cooperate in causing the requested removal and/or replacement by
     voting in the appropriate manner in accordance with the terms of this
     Section 5.1.

               (iv) Each Seller hereby irrevocably grants to, and appoints
     Michael A. Kumin, and any other Person who shall hereafter be designated by
     the Buyers, as such Seller's proxy and attorney in its name (with full
     power of substitution), for and in the name, place and stead of such
     Seller, to vote all of its Remaining Shares held at the time such consent
     is sought or meeting is held, or grant a consent or approval in respect of
     such Remaining Shares, at any meeting of the shareholders of the Company or
     at any adjournment thereof or in any other circumstances upon which their
     vote, consent or other approval is sought to elect a Great Hill Director as
     contemplated in Section 5.1(a), but not with respect to any vote, consent
     or approval of any other matter that may be concurrently presented for
     approval. Each Seller has caused each proxy and attorney previously given
     in respect of all Remaining Shares to be revoked.

               (v) Each Seller hereby affirms that the proxy and attorney set
     forth in this Section 5.1 is coupled with an interest and is irrevocable.
     Each Seller hereby ratifies and confirms all that such irrevocable proxy
     and attorney may lawfully do or cause to be done by virtue hereof. Such
     irrevocable proxy and attorney is executed and intended to be irrevocable.

               (vi) The covenants, obligations, proxy and attorney under this
     Section 5.1(a) shall terminate after a Great Hill Director (together with
     any replacements therefore appointed in accordance with Section
     5.1(a)(iii)) has served a single, full term of office of three years, in
     accordance with the Company's articles and memorandum of association, as in
     effect on the date hereof.

          (b) VOTING OF THE SHARES FOLLOWING CLOSING

               (i) In order to secure the interest of the Buyers in the Shares
     under this Agreement, with effect from Closing, each Seller irrevocably
     appoints Great Hill Partners, LLC to be its attorney in its name and on its
     behalf to exercise all or any of the voting and other rights, powers and
     privileges attached to the Shares registered in its name.

               (ii) Each Seller undertakes following Closing not to exercise all
     or any of the voting and other rights, powers and privileges attached to
     the Shares registered in its name.

          (c) COOPERATION IN REGULATORY COMPLIANCE

          For so long as the covenants in Sections 5.1(a) and 5.1(b) are in
     effect, the parties agree to furnish promptly to each other such
     information as may be reasonably required for the other to prepare and file
     timely, complete and accurate statements on Schedule 13D and any amendments
     thereto, in each case, regarding their beneficial ownership of Ordinary
     Shares, to the extent required under Section 13 of the Exchange Act.

     5.2  MARKET ABUSE DIRECTIVE COMPLIANCE

          To the extent applicable to the transactions contemplated by this
     Agreement, each Seller shall, and shall cause its affiliates (including
     Scott Shleifer) to, comply with the requirements (including any
     notification requirements) of the Market Abuse Directive 2003/6/EC
     effective in the European Union at the date of this Agreement and any
     statute, regulation, code, statutory provision or subordinate legislation
     and any other legislation which (either with or without modification)
     enacts, implements or consolidates such directive in any member state of
     the European Union and any other directive, regulation, code or
     legislation, issued pursuant to the Financial Services Action Plan of the
     European Union.

     5.3  TAXES

          (a) If (i) any Seller has been a U.S. Shareholder within the meaning
     of Section 951(b) of the Code at any time during the taxable year of the
     Company that includes the Closing, (ii) the Company was, prior to the
     Closing, a "controlled foreign corporation" within the meaning of Section
     957 of the Code, at any time during the taxable year of the Company that
     includes the Closing, and (iii) Buyer (or its direct or indirect owners) is
     required to include an amount in income for U.S. tax purposes under the
     "controlled foreign corporation" provisions of Section 951 et seq. of the
     Code with respect to the taxable year of the Company that includes the
     Closing, then each Seller that has been such a U.S. Shareholder during that
     year shall reimburse Buyer for 11/12th of the amount equal to the product
     of (x) 40% and (y) the amount of such income attributable to that
     proportion of the Shares transferred by such Seller pursuant to this
     Agreement.

          (b) The parties agree to cooperate following the Closing to determine
     the status of the Company as a "controlled foreign corporation" within the
     meaning of Section 957 of the Code during the taxable year of the Company
     that includes the Closing within 45 days after the end of such taxable
     year. The parties further agree to furnish to each other upon request such
     information as may be reasonably required for the other to determine
     whether it is a "U.S. shareholder" within the meaning of Section 951(b) of
     the Code, with respect to the Company and whether the Company is a
     "controlled foreign corporation" within the meaning of Section 957 of the
     Code, and the Buyers and Sellers shall use their commercially reasonable
     efforts to cause the Company to provide all such information.

6.   CONDITIONS PRECEDENT TO THE BUYERS' OBLIGATION TO CLOSE

     Each Buyer's obligation to purchase the Shares and to take the other
actions required to be taken by each Buyer at the Closing is subject to the
satisfaction, at or prior to the Closing, of each of the following conditions
(any of which may be waived by each Buyer, in whole or in part):

     6.1  ACCURACY OF REPRESENTATIONS

          (a) Each Seller's representations and warranties in this Agreement
     (considered collectively), and each of these representations and warranties
     (considered individually), were accurate in all material respects as of the
     date of this Agreement, and are accurate in all material respects as of the
     Closing Date as if made on the Closing Date; provided, that each
     representation and warranty that is qualified as to materiality were
     accurate in all respects as of the date of this Agreement, and are accurate
     in all respects as of the Closing Date as if made on the Closing Date.

     6.2  THE SELLERS' PERFORMANCE

          (a) All of the covenants and obligations that each Seller is required
     to perform or to comply with pursuant to this Agreement at or prior to the
     Closing (considered collectively), and each of these covenants and
     obligations (considered individually), have been duly performed and
     complied with in all material respects.

          (b) Each document required to be delivered pursuant to Section 2.4(a)
     and such other documents as the Buyers may reasonably request for the
     purpose of facilitating the consummation or performance of any of the
     Transactions have been delivered.

     6.3  CONSENTS

          All Consents, if any, required in connection with the consummation of
     the Transactions have been obtained and are in full force and effect.

     6.4  ADDITIONAL PURCHASE

          (a) The Buyers shall receive executed share purchase agreements or
     other similar agreements evidencing the acquisition of Ordinary Shares or
     Global Depositary Shares (as applicable) held by the Other Sellers, in each
     case, in a form reasonably satisfactory to the Buyers (the "Additional
     Acquisition Agreements"); and

          (b) The Additional Purchases will be consummated concurrently with the
     purchase and sale of the Shares hereunder in accordance with the terms of
     the Additional Acquisition Agreements.

7.   CONDITIONS PRECEDENT TO THE SELLERS' OBLIGATION TO CLOSE

     Each Seller's obligation to sell the Shares and to take the other actions
required to be taken by such Seller at the Closing is subject to the
satisfaction, at or prior to the Closing, of each of the following conditions
(any of which may be waived by such Seller, in whole or in part):

     7.1  ACCURACY OF REPRESENTATIONS

          Each Buyer's representations and warranties in this Agreement
     (considered collectively), and each of these representations and warranties
     (considered individually), was accurate in all material respects as of the
     date of this Agreement and is accurate in all material respects as of the
     Closing Date as if made on the Closing Date; provided, that each
     representation and warranty that is qualified as to materiality was
     accurate in all respects as of the date of this Agreement, and is accurate
     in all respects as of the Closing Date as if made on the Closing Date.

     7.2  THE BUYERS' PERFORMANCE

          All of the covenants and obligations that each Buyer is required to
     perform or to comply with pursuant to this Agreement at or prior to the
     Closing (considered collectively), and each of these covenants and
     obligations (considered individually), have been performed and complied
     with in all material respects.

8.   GENERAL PROVISIONS

     8.1  EXPENSES

          Each party to this Agreement shall bear its respective expenses
     incurred in connection with the preparation, execution, and performance of
     this Agreement and the Transactions, including all fees and expenses of
     agents, representatives, counsel, and accountants. For the avoidance of
     doubt, the parties agree that none of the Sellers nor the Buyers shall be
     responsible for the fees and expenses payable to Ernst & Young, LLP in
     connection with the due diligence investigation relating to this Agreement
     and the Transactions.

     8.2  ACCESS TO INFORMATION

          (a) Each Seller hereby acknowledges that (i) it knows that each Buyer
     may have material, non-public information regarding the Company and its
     condition (financial and otherwise), results of operations, businesses,
     properties, plans (including plans regarding potential purchases of the
     Shares, which may be for different amounts or types of consideration) and
     prospects (collectively, "Information"); (ii) it has been offered access to
     the Information, and has reviewed such Information as it deems appropriate,
     and that such Information might be material to such Seller's decision to
     sell the Shares or otherwise materially adverse to such Seller's interests.
     Accordingly, such Seller acknowledges and agrees that no Buyer nor any
     other Person shall have any obligation to disclose to such Seller any of
     such Information.

          (b) Each Seller represents and warrants that it has adequate
     information to make an informed decision regarding the sale of the Shares
     and has independently and without reliance upon any Buyer made its own
     analysis and decision to sell the Shares. Each Seller hereby waives and
     releases, to the fullest extent permitted by law, any and all claims and
     causes of action it has or may have against each Buyer, the Company, their
     respective affiliates and controlling persons, and the Representatives of
     each of them, directly or indirectly based upon, relating to or arising out
     of the Transactions, including any claim or cause of action based upon,
     relating to or arising out of nondisclosure of the Information.

          (c) Each Seller represents that: (i) it is an "accredited investor" as
     defined in Rule 501(a) promulgated under the Securities Act; (ii) that it
     has not acquired the Shares on behalf, or at the request, of the Company or
     any of its affiliates; and (iii) the sale of the Shares by such Seller were
     privately negotiated within an independent transaction and not solicited.

     8.3  PUBLIC ANNOUNCEMENTS

          Subject to applicable Legal Requirements, any public announcement or
     similar publicity with respect to this Agreement or the Transactions shall
     be issued, if at all, at such time and in such manner as the Buyers and the
     Sellers mutually agree.

     8.4  NOTICES

          All notices, consents, waivers, and other communications under this
     Agreement must be in writing and shall be deemed to have been duly given
     when (a) delivered by hand (with written confirmation of receipt), (b) sent
     by telecopier (with written confirmation of receipt), provided that a copy
     is mailed by registered mail, return receipt requested, or (c) when
     received by the addressee, if sent by a nationally recognized overnight
     delivery service (receipt requested), in each case to the appropriate
     addresses and telecopier numbers set forth below (or to such other
     addresses and telecopier numbers as a party may designate by notice to the
     other parties):

               Any Seller:

               Tiger Technology Management, L.L.C
               101 Park Avenue 48th Floor
               New York, NY 10178
               Attention:  Scott Shleifer
               Facsimile No.: (212) 557-1701

               with a copy (which shall not constitute notice) to:

               Gunderson Dettmer Stough Villeneuve Franklin & Hachigian, LLP
               220 West 42nd Street, 20th Floor
               New York, New York 10036
               Attention: Brian C. Hutchings
               Facsimile No.:  (877) 881-3734

               Any Buyer:

               Great Hill Partners, LLC
               One Liberty Square
               Boston, Massachusetts  02109
               Attention:  Michael A. Kumin
               Facsimile No.:  (617) 790-9401

               with a copy (which shall not constitute notice) to:

               Proskauer Rose LLP
               2049 Century Park East, Suite 3200
               Los Angeles, California  90067
               Attention:  Michael A. Woronoff
               Facsimile No.:  (310) 557-2193

     8.5  JURISDICTION; SERVICE OF PROCESS

          Subject to Section 8.6, the parties hereto irrevocably submit, in any
     legal action or proceeding relating to this Agreement, to the jurisdiction
     of the courts of the United States or the State of New York sitting in the
     Borough of Manhattan, in The City of New York and consent that any such
     action or proceeding may be brought in such courts and waive any objection
     that they may now or hereafter have to the venue of such action or
     proceeding in any such court or that such action or proceeding was brought
     in an inconvenient forum. Process in any action or proceeding referred to
     in the preceding sentence may be served on any party anywhere in the world.

     8.6  ARBITRATION

          Any dispute, claim or controversy arising out of or relating to this
     Agreement or the Breach, termination, enforcement, interpretation or
     validity thereof, including the determination of the scope or applicability
     of this Agreement to arbitrate, shall be determined by arbitration in New
     York, New York), before a mutually-agreed upon arbitrator. The arbitration
     shall be administered by JAMS pursuant to its Comprehensive Arbitration
     Rules and Procedures. The arbitrator shall not have any power to alter,
     amend, modify or change any of the terms of this Agreement nor to grant any
     remedy which is either prohibited by the terms of this Agreement, or not
     available in a court of law. The arbitrator shall issue a written reasoned
     award and decision that shall be consistent with and supported by the facts
     and the law within 90 days from the date the arbitration proceedings are
     initiated. Judgment on the award of the arbitrator may be entered in any
     court having jurisdiction thereof. This clause shall not preclude parties
     from seeking provisional remedies in aid of arbitration from a court of
     appropriate jurisdiction. The costs of the arbitration, including any
     administration fee, the arbitrator's fee, and costs for the use of
     facilities during the hearings, shall be borne by the non-prevailing party.
     Attorneys' fees may be awarded to the prevailing or most prevailing party
     at the discretion of the arbitrator.

     8.7  FURTHER ASSURANCES

          The parties agree (a) to furnish upon request to each other such
     further information, (b) to execute and deliver to each other such other
     documents, and (c) to do such other acts and things, all as the other party
     may reasonably request for the purpose of carrying out the intent of this
     Agreement and the documents referred to in this Agreement.

     8.8  WAIVER

          The rights and remedies of the parties to this Agreement are
     cumulative and not alternative. Neither the failure nor any delay by any
     party in exercising any right, power, or privilege under this Agreement or
     the documents referred to in this Agreement shall operate as a waiver of
     such right, power, or privilege, and no single or partial exercise of any
     such right, power, or privilege shall preclude any other or further
     exercise of such right, power, or privilege or the exercise of any other
     right, power, or privilege. To the maximum extent permitted by applicable
     law (a) no claim or right arising out of this Agreement or the documents
     referred to in this Agreement can be discharged by one party, in whole or
     in part, by a waiver or renunciation of the claim or right unless in
     writing signed by the other party; (b) no waiver that may be given by a
     party shall be applicable except in the specific instance for which it is
     given; and (c) no notice to or demand on one party shall be deemed to be a
     waiver of any obligation of such party or of the right of the party giving
     such notice or demand to take further action without notice or demand as
     provided in this Agreement or the documents referred to in this Agreement.

     8.9  ENTIRE AGREEMENT AND MODIFICATION

          This Agreement supersedes all prior agreements between the parties
     with respect to its subject matter and constitutes (along with the
     documents referred to in this Agreement) a complete and exclusive statement
     of the terms of the agreement between the parties with respect to its
     subject matter. This Agreement may not be amended except by a written
     agreement executed by the party to be charged with the amendment.

     8.10 ASSIGNMENTS, SUCCESSORS, AND NO THIRD-PARTY RIGHTS

          None of the parties may assign any of its rights under this Agreement
     without the prior consent of the other parties, which shall not be
     unreasonably withheld, except that any Buyer may assign any of its rights
     under this Agreement to any affiliate of any Buyer. Subject to the
     preceding sentence, this Agreement shall apply to, be binding in all
     respects upon, and inure to the benefit of the successors and permitted
     assigns of the parties. Nothing expressed or referred to in this Agreement
     shall be construed to give any Person other than the parties to this
     Agreement, RBC (to the extent set forth in Section 8.14) any legal or
     equitable right, remedy, or claim under or with respect to this Agreement
     or any provision of this Agreement. This Agreement and all of its
     provisions and conditions are for the sole and exclusive benefit of the
     parties to this Agreement and their successors and assigns.

     8.11 SEVERABILITY

          If any provision of this Agreement is held invalid or unenforceable by
     any court of competent jurisdiction, the other provisions of this Agreement
     shall remain in full force and effect. Any provision of this Agreement held
     invalid or unenforceable only in part or degree shall remain in full force
     and effect to the extent not held invalid or unenforceable.

     8.12 SECTION HEADINGS, CONSTRUCTION

          The headings of sections in this Agreement are provided for
     convenience only and shall not affect its construction or interpretation.
     All references to "Section" or "Sections" refer to the corresponding
     section or sections of this Agreement. All words used in this Agreement
     shall be construed to be of such gender or number as the circumstances
     require. Unless otherwise expressly provided, the word "including" does not
     limit the preceding words or terms. Neither this Agreement nor any
     uncertainty or ambiguity herein shall be construed or resolved against any
     party, whether under any rule of construction or otherwise. No party to
     this Agreement shall be considered the draftsman.

     8.13 GOVERNING LAW

          This Agreement and any claims related to the subject matter hereof
     shall be governed by and construed in accordance with the internal laws of
     the State of New York; provided, that the provisions of Section 5.1 shall
     be governed by the laws of England and Wales.

     8.14 ACKNOWLEDGMENT REGARDING RBC

          Each of the parties hereto acknowledges that: (i) RBC is not an
     "underwriter" as such term is defined in Section 2(a)(11) of the Securities
     Act, and (ii) RBC is not acting as agent for the Sellers or any Buyer. Each
     party hereto further acknowledges that the provisions of Section 4.3 and
     this Section 8.14 are for the benefit of, and may be enforced by, RBC.

     8.15 COUNTERPARTS

          This Agreement may be executed in one or more counterparts, each of
     which shall be deemed to be an original copy of this Agreement and all of
     which, when taken together, shall be deemed to constitute one and the same
     agreement.

                           [signature page to follow]


IN WITNESS WHEREOF, the parties have executed and delivered this Agreement as of
the date first written above.

                                        THE BUYERS:

                                        GREAT HILL INVESTORS LLC


                                        /s/   Christopher S. Gaffney
                                        ------------------------------------
                                        By:   Christopher S. Gaffney
                                        Its:  Manager


                                        GREAT HILL EQUITY PARTNERS II LIMITED
                                        PARTNERSHIP

                                        By: GREAT HILL PARTNERS GP II, LLC, its
                                        General Partner


                                        /s/   Christopher S. Gaffney
                                        ------------------------------------
                                        By:   Christopher S. Gaffney
                                        Its:  Manager


                                        GREAT HILL AFFILIATE PARTNERS II LIMITED
                                        PARTNERSHIP

                                        By: GREAT HILL PARTNERS GP II, LLC, its
                                        General Partner


                                        /s/   Christopher S. Gaffney
                                        ------------------------------------
                                        By:   Christopher S. Gaffney
                                        Its:  Manager


                                        THE SELLERS:


                                        TIGER GLOBAL, L.P.

                                        By: TIGER GLOBAL MANAGEMENT, L.L.C.
                                        its investment manager

                                        /s/  Jonathan Locker
                                        ------------------------------------
                                        By:  Jonathan Locker
                                        Its: Managing Director


                                        TIGER GLOBAL II, L.P.

                                        By: TIGER GLOBAL MANAGEMENT, L.L.C.
                                        its investment manager


                                        /s/  Jonathan Locker
                                        ------------------------------------
                                        By:  Jonathan Locker
                                        Its: Managing Director


                                        TIGER GLOBAL, LTD.

                                        By: TIGER GLOBAL MANAGEMENT, L.L.C.
                                        its investment manager


                                        /s/  Jonathan Locker
                                        ------------------------------------
                                        By:  Jonathan Locker
                                        Its: Managing Director



                                    EXHIBIT A

For Great Hill Investors, LLC:

Number of Global Depositary Shares Transferred: 22,954


For Great Hill Equity Partners II, LP:

Number of Global Depositary Shares Transferred: 1,904,488


For Great Hill Affiliate Partners II, LP:

Number of Global Depositary Shares Transferred: 72,558


                                    EXHIBIT B
                               Ownership of Shares

Tiger Global, L.P.            1,576,400

Tiger Global II, L.P.            38,200

Tiger Global, Ltd               385,400

Total                         2,000,000


Exhibit B
---------

                                    AGREEMENT
                                    ---------

     The undersigned agree that this Schedule 13D dated December 12, 2005
relating to the Ordinary Shares par value 0.01 pound per share of Spark Networks
plc shall be filed on behalf of the undersigned.


Tiger Global Management, LLC*

By: /s/ Charles P. Coleman III
---------------------------
Name: Charles P. Coleman III
Title: Managing Member

/s/ Charles P. Coleman III *
---------------------------
    Charles P. Coleman III


Tiger Global, L.P. *
By:  Tiger Global Performance, LLC, its general partner

By: /s/ Charles P. Coleman III
---------------------------
Name: Charles P. Coleman III
Title: Managing Member


Tiger Global II, L.P. *
By: Tiger Global Performance, LLC, its general partner

By: /s/ Charles P. Coleman III
---------------------------
Name: Charles P. Coleman III
Title: Managing Member


Tiger Global, Ltd. *

By: /s/ Charles P. Coleman III
---------------------------
Name: Charles P. Coleman III
Title: Director

*    Each of the Reporting Persons specifically disclaims beneficial ownership
     in the Ordinary Shares reported herein except to the extent of the
     Reporting Person's pecuniary interest therein.


Exhibit C
---------

                           TRANSACTIONS IN the SHARES
                           --------------------------

Transactions in the Ordinary Shares by Tiger Global, L.P.

--------------------------------------------------------------------------
   Date of Transaction       Number of Shares         Price per Share
                                 Purchase/(Sold)
--------------------------------------------------------------------------
       12/01/2005               (1,576,400)                $5.35
--------------------------------------------------------------------------

Transactions in the Ordinary Shares by Tiger Global II, L.P.

--------------------------------------------------------------------------
   Date of Transaction       Number of Shares         Price per Share
                                 Purchase/(Sold)
--------------------------------------------------------------------------
       12/01/2005                (38,200)                  $5.35
--------------------------------------------------------------------------

Transactions in the Ordinary Shares by Tiger Global, Ltd.

--------------------------------------------------------------------------
   Date of Transaction       Number of Shares         Price per Share
                                 Purchase/(Sold)
--------------------------------------------------------------------------
       12/01/2005                (385,400)                 $5.35
--------------------------------------------------------------------------

03559.0001 #625172v4