Common use of CONVERSION NOTICE Clause in Contracts

CONVERSION NOTICE. The undersigned holder of this Note hereby irrevocably exercises the option to convert this Note, or any portion of the principal amount hereof (which is U.S.$1,000 or an integral multiple of U.S.$1,000 in excess thereof, PROVIDED that the unconverted portion of such principal amount is U.S. $1,000 or any integral multiple of U.S. $1,000 in excess thereof) below designated, into shares of Common Stock in accordance with the terms of the Indenture referred to in this Note, and directs that such shares, together with a check in payment for any fractional share and any Notes representing any unconverted principal amount hereof, be delivered to and be registered in the name of the undersigned unless a different name has been indicated below. If shares of Common Stock or Notes are to be registered in the name of a Person other than the undersigned, (a) the undersigned will pay all transfer taxes payable with respect thereto and (b) signature(s) must be guaranteed by an Eligible Guarantor Institution with membership in an approved signature guarantee program pursuant to Rule 17Ad-15 under the Securities Exchange Act of 1934. Any amount required to be paid by the undersigned on account of interest accompanies this Note. Dated: ------------------------------- ------------------------------------- ------------------------------------- Signature(s) If shares or Notes are to be registered in the name of a Person other than the holder, please print such Person's name and address: --------------------------------------- Name --------------------------------------- Address --------------------------------------- Social Security or other Identification Number, if any --------------------------------------- Signature Guaranteed If only a portion of the Notes is to be converted, please indicate:

CONVERSION NOTICE. The undersigned holder of this Note hereby irrevocably exercises the option to convert this Note, or any portion of the principal amount hereof (which is U.S.$1,000 or an integral multiple of U.S.$1,000 in excess thereof, PROVIDED that the unconverted portion of such principal amount is U.S. $1,000 or any integral multiple of U.S. $1,000 in excess thereof) below designated, into shares of Common Stock in accordance with the terms of the Indenture referred to in this Note, and directs that such shares, together with a check in payment for any fractional share and any Notes representing any unconverted principal amount hereof, be delivered to and be registered in the name of the undersigned unless a different name has been indicated below. If shares of Common Stock or Notes are to be registered in the name of a Person other than the undersigned, (a) the undersigned will pay all transfer taxes payable with respect thereto and (b) signature(s) must be guaranteed by an Eligible Guarantor Institution with membership in an approved signature guarantee program pursuant to Rule 17Ad-15 under the Securities Exchange Act of 1934. Any amount required to be paid by the undersigned on account of interest accompanies this Note. Dated: ------------------------------- ------------------------------------- ------------------------------------- _____________________ ________________________________________ ________________________________________ Signature(s) If shares or Notes are to be registered in the name of a Person other than the holder, please print such Person's name and address: --------------------------------------- _______________________________ Name --------------------------------------- _______________________________ Address --------------------------------------- _______________________________ Social Security or other Identification Number, if any --------------------------------------- Signature Guaranteed If only a portion of the Notes is to be converted, please indicate:

CONVERSION NOTICE. The undersigned holder Holder of this Note hereby irrevocably exercises the option to convert this Note, or any portion of the principal amount hereof (which is U.S.$1,000 $1,000 in principal amount or an integral multiple of U.S.$1,000 in excess thereof$1,000), PROVIDED that the unconverted portion of such principal amount is U.S. $1,000 or any integral multiple of U.S. $1,000 in excess thereof) below designated, into shares of Class A common stock of Lamax Xxxertising Company, $0.001 par value per share (the "Common Stock Stock"), in accordance with the terms of the Indenture referred to in this Note, and directs that such shares, together with a check in payment for any fractional share and any Notes representing any unconverted principal amount hereof, be issued and delivered to and be registered in the name of the undersigned unless a different name has been indicated below. If shares of Common Stock or Notes any portion of this Note not converted are to be registered in the name of a Person other than the undersigned, (a) the undersigned will pay all transfer taxes payable with respect thereto and (b) signature(s) must be guaranteed by an Eligible Guarantor Institution with membership in an approved signature guarantee program pursuant to Rule 17Ad-15 under the Securities Exchange Act of 1934. Any amount required to be paid by the undersigned on account of interest accompanies this Note. Dated: ------------------------------- ------------------------------------- ------------------------------------- ------------------- ------------------------------------ ------------------------------------ Signature(s) If shares or Notes are to be registered in the name of a Person other than the holderHolder, please print such Person's name and address: --------------------------------------- ---------------------------------- Name --------------------------------------- ---------------------------------- Address --------------------------------------- ---------------------------------- Social Security or other Other Taxpayer Identification Number, if any --------------------------------------- Number ---------------------------------- [Signature Guaranteed Guaranteed] If only a portion of the Notes is to be converted, please indicate:: 1. Principal amount to be converted: $ ------------

CONVERSION NOTICE. The undersigned holder Holder of this Note Security hereby irrevocably exercises the option to convert this NoteSecurity, or any portion of the principal amount hereof (which is U.S.$1,000 or an integral multiple of U.S.$1,000 in excess thereof, PROVIDED that the unconverted portion of such principal amount is U.S. $1,000 or any integral multiple of U.S. $1,000 in excess thereofU.S.$1,000) below designated, into shares of Common Stock of the Company in accordance with the terms of the Indenture 31 39 referred to in this NoteSecurity, and directs that such shares, together with a check in payment for any fractional share shares and any Notes Securities representing any unconverted principal amount hereof, be delivered to and be registered in the name of the undersigned unless a different name has been indicated below. If shares of Common Stock or Notes Securities are to be registered in the name of a Person other than the undersigned, (a) the undersigned will pay all transfer taxes payable with respect thereto and (b) signature(s) must be guaranteed by an Eligible Guarantor Institution with membership in an approved signature guarantee program pursuant to Rule 17Ad-15 under the Securities Exchange Act of 1934thereto. Any amount required to be paid by the undersigned on account of interest accompanies this NoteSecurity. Dated: ------------------------------- ------------------------------------- ------------------------------------- Dated:--------------------- --------------------------- --------------------------- Signature(s) If shares or Notes Securities are to be If only a portion of the Security is registered in the name of a Person to be converted, please indicate: other than the holderHolder, please print such Person's name and address: --------------------------------------- Principal amount to be converted: U.S.$ ----------------------------- ---------------------------- Name --------------------------------------- ----------------------------- Address --------------------------------------- ----------------------------- Social Security or other Taxpayer Identification Number, if any --------------------------------------- Signature Guaranteed If only Signature(s) must be guaranteed by a portion commercial bank or trust company or a member firm of a major stock exchange with membership in an approved signature guarantee medallion program pursuant to the Notes is Securities and Exchange Commission Rule 17Ad-15 if shares of Common Stock are to be convertedissued, please indicate:or

CONVERSION NOTICE. The undersigned holder Holder of this Note hereby irrevocably exercises the option to convert this Note, or any portion of the principal amount Principal Amount hereof (which is U.S.$1,000 or an integral multiple of U.S.$1,000 in excess thereof, PROVIDED provided that the unconverted portion of such principal amount Principal Amount is U.S. $1,000 U.S.$1,000 or any integral multiple of U.S. $1,000 U.S.$1,000 in excess thereof) below designated, into shares of Common Stock in accordance with the terms of the Indenture referred to in this Note, and directs that such shares, together with a check in payment for any fractional share share, any other amounts payable to the Holder in connection with such conversion and any Notes representing any unconverted principal amount Principal Amount hereof, be delivered to and be registered in the name of the undersigned unless a different name has been indicated below. If shares of Common Stock or Notes are to be registered in the name of a Person other than the undersigned, (a) the undersigned will pay all transfer taxes payable with respect thereto and (b) signature(s) must be guaranteed by an Eligible Guarantor Institution with membership in an approved signature guarantee program pursuant to Rule 17Ad-15 under the Securities Notes Exchange Act of 1934. Any amount required to be paid by the undersigned on account of interest accompanies this Note. Dated: ------------------------------- ------------------------------------- ------------------------------------- Signature(s) If shares or Notes are to be registered in the name of a Person other than the holderHolder, please print such Person's ’s name and address: --------------------------------------- Name --------------------------------------- Address --------------------------------------- ____________________________________________________________ ____________________________________________________________ (Address) ____________________________________________________________ Social Security or other Identification Number, if any --------------------------------------- ____________________________________________________________ (Signature Guaranteed Guaranteed) If only a portion of the Notes is to be converted, please indicate:

CONVERSION NOTICE. The undersigned holder Holder of this Note Security hereby irrevocably exercises the option to convert this NoteSecurity, or any portion of the principal amount hereof (which is U.S.$1,000 U.S. $1,000 or an integral multiple of U.S.$1,000 U.S. $1,000 in excess thereof, PROVIDED provided that the unconverted portion of such principal amount is U.S. $1,000 or any integral multiple of U.S. $1,000 in excess thereof) below designated, into shares of Common Stock in accordance with the terms of the Indenture referred to in this NoteSecurity, and directs that such shares, together with a check in payment for any fractional share and any Notes Securities representing any unconverted principal amount hereof, be delivered to and be registered in the name of the undersigned unless a different name has been indicated below. If shares of Common Stock or Notes Securities are to be registered in the name of a Person other than the undersigned, (a) the undersigned will pay all transfer taxes payable with respect thereto and (b) signature(s) must be guaranteed by an Eligible Guarantor Institution with membership in an approved signature guarantee program pursuant to Rule 17Ad-15 under the Securities Exchange Act of 1934. Any amount required to be paid by the undersigned on account of interest accompanies this NoteSecurity. Dated: ------------------------------- ------------------------------------- ------------------------------------- ------------- --------------------------- Signature(s) If shares or Notes Securities are to be registered in the name of a Person other than the holderHolder, please print such Person's name and address: --------------------------------------- Name --------------------------------------- Address --------------------------------------- -------------------------- (Name) -------------------------- -------------------------- (Address) -------------------------- Social Security or other Identification Number, if any --------------------------------------- -------------------------- [Signature Guaranteed Guaranteed] If only a portion of the Notes Securities is to be converted, please indicate:

CONVERSION NOTICE. The undersigned holder Holder of this Note hereby irrevocably exercises the option to convert this Note, or any portion of the principal amount hereof (which is U.S.$1,000 $1,000 in principal amount or an integral multiple of U.S.$1,000 in excess thereof$1,000), PROVIDED that the unconverted portion of such principal amount is U.S. $1,000 or any integral multiple of U.S. $1,000 in excess thereof) below designated, into shares of Class A common stock of Lamax Xxxertising Company, $0.001 par value per share (the "Common Stock Stock"), in accordance with the terms of the Indenture referred to in this Note, and directs that such shares, together with a check in payment for any fractional share and any Notes representing any unconverted principal amount hereof, be issued and delivered to and be registered in the name of the undersigned unless a different name has been indicated below. If shares of Common Stock or Notes any portion of this Note not converted are to be registered in the name of a Person other than the undersigned, (a) the undersigned will pay all transfer taxes payable with respect thereto and (b) signature(s) must be guaranteed by an Eligible Guarantor Institution with membership in an approved signature guarantee program pursuant to Rule 17Ad-15 under the Securities Exchange Act of 1934. Any amount required to be paid by the undersigned on account of interest accompanies this Note. Dated: ------------------------------- ------------------------------------- ------------------------------------- Dated --------------- -------------------------------- -------------------------------- Signature(s) If shares or Notes are to be registered in the name of a Person other than the holderHolder, please print such Person's name and address: --------------------------------------- ---------------------------------- Name --------------------------------------- ---------------------------------- Address --------------------------------------- ---------------------------------- Social Security or other Other Taxpayer Identification Number, if any --------------------------------------- Number ---------------------------------- [Signature Guaranteed Guaranteed] If only a portion of the Notes is to be converted, please indicate:

CONVERSION NOTICE. The undersigned holder Holder of this Note hereby irrevocably exercises the option to convert this Note, or any portion of the principal amount Original Principal Amount hereof (which is U.S.$1,000 or an integral multiple of U.S.$1,000 in excess thereof, PROVIDED provided that the unconverted portion of such principal amount Original Principal Amount is U.S. $1,000 or any integral multiple of U.S. $1,000 in excess thereof) below designated, into shares of Common Stock in accordance with the terms of the Indenture referred to in this Note, and directs that such shares, together with a check in payment for any fractional share share, any other amounts payable to the Holder in connection with such conversion and any Notes representing any unconverted principal amount Original Principal Amount hereof, be delivered to and be registered in the name of the undersigned unless a different name has been indicated below. If shares of Common Stock or Notes are to be registered in the name of a Person other than the undersigned, (a) the undersigned will pay all transfer taxes payable with respect thereto and (b) signature(s) must be guaranteed by an Eligible Guarantor Institution with membership in an approved signature guarantee program pursuant to Rule 17Ad-15 under the Securities Notes Exchange Act of 1934. Any amount required to be paid by the undersigned on account of interest accompanies this Note. Dated: ------------------------------- ------------------------------------- ------------------------------------- :______________________ _______________________________________ Signature(s) If shares or Notes are to be registered in the name of a Person other than the holderHolder, please print such Person's name and address: --------------------------------------- __________________________________________________ Name --------------------------------------- Address --------------------------------------- __________________________________________________ (Address) __________________________________________________ Social Security or other Identification Number, if any --------------------------------------- __________________________________________________ (Signature Guaranteed Guaranteed) If only a portion of the Notes is to be converted, please indicate:

CONVERSION NOTICE. The undersigned holder Holder of this Note Security hereby irrevocably exercises the option to convert this NoteSecurity, or any portion of the principal amount hereof (which is U.S.$1,000 or an integral multiple of U.S.$1,000 in excess thereof, PROVIDED that the unconverted portion of such principal amount is U.S. $1,000 or any integral multiple of U.S. $1,000 in excess thereofU.S.$1,000) below designated, into shares of Common Stock of the Company in accordance with the terms of the Indenture referred to in this NoteSecurity, and directs that such shares, together with a check in payment for any fractional share shares and any Notes Securities representing any unconverted principal amount hereof, be delivered to and be registered in the name of the undersigned unless a different name has been indicated below. If shares of Common Stock or Notes Securities are to be registered in the name of a Person other than the undersigned, (a) the undersigned will pay all transfer taxes payable with respect thereto and (b) signature(s) must be guaranteed by an Eligible Guarantor Institution with membership in an approved signature guarantee program pursuant to Rule 17Ad-15 under the Securities Exchange Act of 1934thereto. Any amount required to be paid by the undersigned on account of interest accompanies this NoteSecurity. Dated: ------------------------------- ------------------------------------- ------------------------------------- :____________________ ---------------------------------------- ---------------------------------------- Signature(s) If shares or Notes Securities are to be Signature(s) must be guaranteed by a registered in the name of a Person commercial bank or trust company or a other than the holderHolder, please print member firm of a major stock exchange such Person's name and address: --------------------------------------- with membership in an approved signature guarantee medallion program pursuant to the Securities and Exchange Commission ----------------------------------- Rule 17Ad-15 if shares of Common Stock Name --------------------------------------- are to be issued, or Securities to be delivered, other than to or in the name of the registered Holder. ----------------------------------- Address --------------------------------------- Social Security or other Identification Number, if any --------------------------------------- ---------------------------------------- Signature Guaranteed ----------------------------------- If only a portion of the Notes Security is Social Security or other Taxpayer to be converted, please indicate:: Identification Number, if any Principal amount to be converted: U.S.$_____________________

CONVERSION NOTICE. To: Stone Energy Corporation The undersigned holder owner of this Note hereby Security hereby: (i) irrevocably exercises the option to convert this NoteSecurity, or any the portion of the principal amount hereof (which is U.S.$1,000 or an integral multiple of U.S.$1,000 in excess thereof, PROVIDED that the unconverted portion of such principal amount is U.S. $1,000 or any integral multiple of U.S. $1,000 in excess thereof) below designated, into for shares of Common Stock of Stone Energy Corporation in accordance with the terms of the Indenture referred to in this Note, Security and (ii) directs that such sharesshares of Common Stock deliverable upon the conversion, together with a any check in payment for any fractional share shares and any Notes Security(ies) representing any unconverted principal amount hereof, be issued and delivered to and be the registered in the name of the undersigned holder hereof unless a different name has been indicated below. If shares of Common Stock or Notes are to be delivered registered in the name of a Person other than the undersigned, (a) the undersigned will pay all transfer taxes payable with respect thereto and (b) signature(s) must be guaranteed by an Eligible Guarantor Institution with membership in an approved signature guarantee program pursuant to Rule 17Ad-15 under the Securities Exchange Act of 1934thereto. Any amount required to be paid by the undersigned on account of interest accompanies this NoteSecurity. Dated: ------------------------------- ------------------------------------- ------------------------------------- Signature(s) If Signature Fill in for registration of shares or Notes are if to be registered delivered, and of Securities if to be issued, otherwise than to and in the name of a Person other than the registered holder, please print such Person's name and address: --------------------------------------- Name --------------------------------------- Address --------------------------------------- . Social Security or other Taxpayer Identification Number, if any --------------------------------------- Signature Guaranteed If only a portion of the Notes is Number ___________________________________________ (Name) ___________________________________________ (Please print name and address) Principal amount to be converted, please indicate:: (if less than all) $___________________________________________ Signature Guarantee* * Participant in a recognized Signature Guarantee Medallion Program (or other signature acceptable to the Trustee).

CONVERSION NOTICE. The undersigned holder Holder of this Note hereby irrevocably exercises the option to convert this Note, or any portion of the principal amount hereof (which is U.S.$1,000 $1,000 in principal amount or an integral multiple of U.S.$1,000 in excess thereof$1,000), PROVIDED that the unconverted portion of such principal amount is U.S. $1,000 or any integral multiple of U.S. $1,000 in excess thereof) below designated, into shares of common stock of Providian Financial Corporation, $0.01 par value per share (the "Common Stock Stock"), in accordance with the terms of the Indenture referred to in this Note, and directs that such shares, together with a check in payment for any fractional share and any Notes representing any unconverted portion of the principal amount hereof, be issued and delivered to and be registered in the name of the undersigned unless a different name has been indicated below. If shares of Common Stock or Notes any portion of this Note not converted are to be registered in the name of a Person other than the undersigned, (a) the undersigned will pay all transfer taxes payable with respect thereto and (b) signature(s) must be guaranteed by an Eligible Guarantor Institution with membership in an approved signature guarantee program pursuant to Rule 17Ad-15 under the Securities Exchange Act of 1934. Any amount required to be paid by the undersigned on account of interest accompanies this Note. Dated: ------------------------------- ------------------------------------- ------------------------------------- Dated _________________ ______________________________________________ ______________________________________________ Signature(s) If shares or Notes are to be registered in the name of a Person other than the holderHolder, please print such Person's name and address: --------------------------------------- ____________________________________ Name --------------------------------------- ____________________________________ Address --------------------------------------- ____________________________________ Social Security or other Other Taxpayer Identification Number, if any --------------------------------------- Number ____________________________________ [Signature Guaranteed Guaranteed] If only a portion of the Notes is to be converted, please indicate:

CONVERSION NOTICE. TO PERSONNEL GROUP OF AMERICA, INC. The undersigned holder registered owner of this Note Security hereby irrevocably exercises the option to convert this NoteSecurity, or any the portion of the principal amount hereof (which is U.S.$1,000 or an integral multiple of U.S.$1,000 in excess thereof, PROVIDED that the unconverted portion of such principal amount is U.S. $1,000 or any integral a multiple of U.S. $1,000 in excess thereof) below designateddesignated below, into shares of Common Stock in accordance with the terms of the Indenture referred to in this NoteSecurity, and directs that such sharesthe shares issuable and deliverable upon the conversion, together with a any check in payment for any a fractional share and any Notes Security representing any unconverted principal amount hereof, be issued and delivered to and be the registered in the name of the undersigned owner hereof unless a different name has been indicated provided below. If this Notice is being delivered on a date after the close of business on a Regular Record Date and prior to the close of business on the related Interest Payment Date, this Notice is accompanied by payment in funds acceptable to the Company, of an amount equal to the interest payable on such Interest Payment Date on the principal of this Security to be converted (unless this Security has been called for redemption). If shares or any portion of Common Stock or Notes this Security not converted are to be registered issued in the name of a Person person other than the undersigned, (a) the undersigned will pay all transfer taxes payable with respect thereto and (b) signature(s) must be guaranteed by an Eligible Guarantor Institution with membership in an approved signature guarantee program pursuant to Rule 17Ad-15 under the Securities Exchange Act of 1934thereto. Any amount required to be paid by the undersigned on account of interest accompanies this NoteSecurity. Dated: ------------------------------- ------------------------------------- ------------------------------------- --------------------------------------- --------------------------------------- Signature(s) If ) C. Rule 17Ad-15, if shares or Notes of Common Stock are to be registered delivered, or Securities to be issued, other than to and in the name of a Person other than the holder, please print such Person's name and address: --------------------------------------- Name --------------------------------------- Address --------------------------------------- Social Security or other Identification Number, if any --------------------------------------- registered owner. ------------------------------------- Signature Guaranteed If only a portion of the Notes is to be converted, please indicate:Guarantee

CONVERSION NOTICE. TO: KERR-XxXXX XXXPORATION Kerr-XxXxx Xxxter Oklaxxxx Xxxx, Xxxxxxxx 00000 The undersigned holder registered owner of this Note Debenture hereby irrevocably exercises the option to convert this NoteDebenture, or any the portion of the principal amount hereof (which is U.S.$1,000 $1,000 principal amount or an integral multiple of U.S.$1,000 in excess thereof, PROVIDED that the unconverted portion of such principal amount is U.S. $1,000 or any integral multiple of U.S. $1,000 in excess thereof) below designated, into shares of Common Stock in accordance with the terms of the Indenture referred to in this NoteDebenture, and directs that the shares issuable and deliverable upon such sharesconversion, together with a any check in payment for any fractional share shares and any Notes Debentures representing any unconverted principal amount hereof, be issued and delivered to and be the registered in the name of the undersigned holder hereof unless a different name has been indicated below. If shares or any portion of Common Stock or Notes this Debenture not converted are to be registered issued in the name of a Person person other than the undersigned, (a) the undersigned will pay all transfer taxes payable with respect thereto and (b) signature(s) must be guaranteed by an Eligible Guarantor Institution with membership in an approved signature guarantee program pursuant to Rule 17Ad-15 under the Securities Exchange Act of 1934thereto. Any amount required to be paid by to the undersigned on account of interest accompanies this NoteDebenture. Dated: ------------------------------- ------------------------------------- ------------------------------------- Signature(sYour Name: --------------------- --------------------------------- (Print your name exactly as it appears on the face of this Debenture) If shares or Notes are to be registered in Your Signature: ----------------------------- (Sign exactly as your name appears on the name face of a Person other than the holder, please print such Person's name and addressthis Debenture) Signature Guarantee*: --------------------------------------- Name --------------------------------------- Address --------------------------------------- ----------------------- Social Security or other Taxpayer Identification Number, if any --------------------------------------- Signature Guaranteed If only a portion of the Notes is : ---------------------- Principal amount to be converted, please indicate:converted (if less than all): $ * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee).

CONVERSION NOTICE. To: CLEAR CHANNEL COMMUNICATIONS, INC. The undersigned holder registered owner of this Note hereby irrevocably exercises the option to convert this Note, or any the portion of the principal amount hereof (which is U.S.$1,000 $1,000 or an integral multiple of U.S.$1,000 in excess thereof, PROVIDED that the unconverted portion of such principal amount is U.S. $1,000 or any integral multiple of U.S. $1,000 in excess thereof) below designated, into shares of Common Stock of Clear Channel Communications, Inc. in accordance with the terms of the Indenture referred to in this Note, and directs that the shares issuable and deliverable upon such sharesconversion, together with a any check in payment for any fractional share shares and any Notes representing any unconverted principal amount hereof, be issued and delivered to and be the registered in the name of the undersigned Holder hereof unless a different name has been indicated below. If shares or any portion of Common Stock or Notes this Note not converted are to be registered issued in the name of a Person other than the undersigned, (a) the undersigned will check the appropriate box below and pay all transfer taxes payable with respect thereto and (b) signature(s) must be guaranteed by an Eligible Guarantor Institution with membership in an approved signature guarantee program pursuant to Rule 17Ad-15 under the Securities Exchange Act of 1934thereto. Any amount required to be paid by to the undersigned on account of interest accompanies this Note. Dated: ------------------------------- ------------------------------------- ------------------------------------- ------------------ ------------- ------------- Signature(s) If Signature(s) must be guaranteed by an eligible Guarantor Institution (banks, stock brokers, savings and loan associations and credit unions) with membership in an approved signature guarantee medallion program pursuant to Securities and Exchange Commission Rule 17Ad-15 if shares or Notes of Common Stock are to be registered issued, or Notes to be delivered, other than to and in the name of a Person other than the holder, please print such Person's name and address: --------------------------------------- Name --------------------------------------- Address --------------------------------------- Social Security or other Identification Number, if any --------------------------------------- registered Holder. ------------- Signature Guaranteed If only a portion of the Notes is to be converted, please indicate:Guarantee

CONVERSION NOTICE. If (i) Registered Security or (ii) Bearer Security of denomination U.S. $10,000: The undersigned holder of this Note Security hereby irrevocably exercises the option to convert this NoteSecurity, or any portion of the principal amount hereof (which is U.S.$1,000 or an integral multiple of U.S.$1,000 in excess thereof, PROVIDED that the unconverted portion of such principal amount is U.S. $1,000 or any an integral multiple of U.S. $1,000 in excess thereof) below designated, into shares of Common Stock of ThermoLase Corporation (the "Company") in accordance with the terms of the Indenture referred to in this NoteSecurity, and (ii) directs that such shares, together with a check in payment for any fractional share and any Notes Securities representing any unconverted principal amount hereof, be delivered to and be registered (if a Registered Security) in the name of the undersigned unless a different name has been indicated below. If shares or Securities are to be registered in the name of Common Stock a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto. Signature [MUST BE GUARANTEED IF STOCK IS TO BE ISSUED IN A NAME OTHER THAN THE REGISTERED HOLDER OF THE SECURITY] Dated: _________________ If shares or Notes Securities are to be registered in the name of a Person other than the undersigned, (a) the undersigned will pay all transfer taxes payable with respect thereto and (b) signature(s) must be guaranteed by an Eligible Guarantor Institution with membership in an approved signature guarantee program pursuant to Rule 17Ad-15 under the Securities Exchange Act of 1934. Any amount required to be paid by the undersigned on account of interest accompanies this Note. Dated: ------------------------------- ------------------------------------- ------------------------------------- Signature(s) If shares or Notes are to be registered in the name of a Person other than the holder, please print such Personperson's name and address: --------------------------------------- Name --------------------------------------- Address --------------------------------------- Social Security or other Identification Numberaddress and, if any --------------------------------------- Signature Guaranteed this is a Restricted Security, complete Transfer Notice: ___________________________ ___________________________ ___________________________ HOLDER Please print name and address of holder: ___________________________ ___________________________ ___________________________ If only a portion of the Notes Securities is to be converted, please indicate:

CONVERSION NOTICE. The undersigned holder Holder of this Note hereby irrevocably exercises the option to convert this Note, or any portion of the principal amount hereof (which is U.S.$1,000 or an integral multiple of U.S.$1,000 in excess thereof, PROVIDED provided that the unconverted portion of such principal amount is U.S. $1,000 or any integral multiple of U.S. $1,000 in excess thereof) below designated, into shares of Common Stock in accordance with the terms of the Indenture referred to in this Note, and directs that such shares, together with a check in payment for any fractional share and any Notes representing any unconverted principal amount hereof, be delivered to and be registered in the name of the undersigned unless a different name has been indicated below. If shares of Common Stock or Notes are to be registered in the name of a Person other than the undersigned, (a) the undersigned will pay all transfer taxes payable with respect thereto and (b) signature(s) must be guaranteed by an Eligible Guarantor Institution with membership in an approved signature guarantee program pursuant to Rule 17Ad-15 under the Securities Exchange Act of 1934. Any amount required to be paid by the undersigned on account of interest accompanies this Note. Dated: ------------------------------- ------------------------------------- ------------------------------------- ------------ ---------------------------------------------------------- Signature(s) If shares or Notes are to be registered in the name of a Person other than the holderHolder, please print such Person's name and address: --------------------------------------- Name --------------------------------------- Address --------------------------------------- -------------------------------- (Name) -------------------------------- -------------------------------- (Address) -------------------------------- Social Security or other Identification Number, if any --------------------------------------- -------------------------------- [Signature Guaranteed Guaranteed] If only a portion of the Notes is to be converted, please indicate:

CONVERSION NOTICE. The undersigned holder Holder of this Note Security hereby irrevocably exercises the option to convert this NoteSecurity, or any portion of the principal amount hereof (which is U.S.$1,000 or an integral multiple of U.S.$1,000 in excess thereofU.S.$1,000, PROVIDED that the unconverted portion of such principal amount is U.S. $1,000 U.S.$1,000 or any integral multiple thereof, and that the date of U.S. $1,000 in excess thereofexercise of this conversion is on or after 90 days from the date of the Indenture, dated July 31, 1997) below designated, into shares of Common Stock of the Issuer in accordance with the terms of the Indenture referred to in this NoteSecurity, and directs that such shares, together with a check in payment for any fractional share shares and any Notes Securities representing any unconverted principal amount hereof, be delivered to and be registered in the name of the undersigned unless a different name has been indicated below. If shares of Common Stock or Notes Securities are to be registered in the name of a Person other than the undersigned, (a) the undersigned will pay all transfer taxes payable with respect thereto and (b) signature(s) must be guaranteed by an Eligible Guarantor Institution with membership in an approved signature guarantee program pursuant to Rule 17Ad-15 under the Securities Exchange Act of 1934thereto. Any amount required to be paid by the undersigned on account of interest accompanies this NoteSecurity. Dated: ------------------------------- ------------------------------------- ------------------------------------- Signature(s) --------------------- If shares or Notes Securities are to be registered in the name of a Person other than the holderHolder, please print such Person's name and address: --------------------------------------- --------------------------- Name --------------------------------------- --------------------------- Address --------------------------------------- --------------------------- Social Security or other Taxpayer Identification Number, if any --------------------------------------- Signature Guaranteed --------------------------- --------------------------- *Signature(s) If only a portion of the Notes Security is to be converted, please indicate:

CONVERSION NOTICE. TO: GETTY IMAGES, INC. THE BANK OF NEW YORK The undersigned holder registered owner of this Note hereby irrevocably exercises the option to convert this Note, or any the portion of the principal amount hereof thereof (which is U.S.$1,000 $1,000 or an integral multiple of U.S.$1,000 in excess thereof, PROVIDED that the unconverted portion of such principal amount is U.S. $1,000 or any integral multiple of U.S. $1,000 in excess thereof) below designated, into shares of Common Stock of Getty Images, Inc. in accordance with the terms of the Indenture referred to in this Note, and directs that the shares issuable and deliverable upon such sharesconversion, together with a any check in payment for any fractional share shares and any Notes representing any unconverted principal amount hereof, be issued and delivered to and be the registered in the name of the undersigned holder hereof unless a different name has been indicated below. If shares or any portion of Common Stock or Notes this Note not converted are to be registered issued in the name of a Person person other than the undersigned, (a) the undersigned will provide the appropriate information below and pay all transfer taxes payable with respect thereto and (b) signature(s) must be guaranteed by an Eligible Guarantor Institution with membership in an approved signature guarantee program pursuant to Rule 17Ad-15 under the Securities Exchange Act of 1934thereto. Any amount required to be paid by the undersigned on account of interest accompanies this Note. Dated: ------------------------------- ------------------------------------- ------------------------------------- ------------------------ ----------------------------- ----------------------------- Signature(s) If shares Signature(s) must be guaranteed by an "eligible guarantor institution" meeting the requirements of the Note registrar, which requirements include membership or Notes are to be registered participation in the name Security Transfer Agent Medallion Program ("STAMP") or such other "signature guarantee program" as may be determined by the Note registrar in addition to, or in substitution for, STAMP, all in accordance with the Securities Exchange Act of a Person other than the holder1934, please print such Person's name and address: --------------------------------------- Name --------------------------------------- Address --------------------------------------- Social Security or other Identification Number, if any --------------------------------------- as amended. ------------------------------- Signature Guaranteed If only a portion of the Notes is to be converted, please indicate:Guarantee

CONVERSION NOTICE. The undersigned holder of this Note Debenture hereby irrevocably exercises the option to convert this NoteDebenture, or any portion of the principal amount hereof (which is U.S.$1,000 or an integral multiple of U.S.$1,000 in excess thereof, PROVIDED that the unconverted portion of such principal amount is U.S. $1,000 or any integral multiple of U.S. $1,000 in excess thereofSF ) below designated, into shares of Common Stock Shares in accordance with the terms of the Indenture referred to in this NoteDebenture, delivers herewith the amount of interest payable on the next Interest Payment Date if this conversion is made between the Record Date for such Interest Payment Date and such Interest Payment Date, and directs that such shares, together with a check in payment for any fractional share and any Notes Debentures representing any unconverted principal amount hereof, be delivered to and be registered in the name of the undersigned unless a different name has been indicated below. If shares of the Common Stock or Notes Shares are to be registered in the name of a Person person other than the undersigned, (a) the undersigned will pay all transfer taxes payable with respect thereto and thereto. Dated: ______________________________ (b) signature(s) Signature must be guaranteed by an Eligible Guarantor Institution with membership in an approved signature guarantee program pursuant to Rule 17Ad-15 under the Securities Exchange Act a bank or stockbroker who is a member of 1934. Any amount required to be paid by the undersigned on account of interest accompanies this Note. Dated: ------------------------------- ------------------------------------- ------------------------------------- Signature(sa national stock exchange) If shares or Notes are to be registered in the name of a Person other than the holder, please print such Person's name and address: --------------------------------------- Name --------------------------------------- Address --------------------------------------- Social Security or other Identification Number, if any --------------------------------------- Signature Guaranteed Debentures If only a portion of the Notes are to be registered in Debentures is to be converted, the name of a Person please indicate:: other than the Debentureholder, please 1. Principal Amount to print such Person's be converted: name and address, and SF taxpayer identification number, if applicable: 2. Amount and denomination of Registered Debentures representing unconverted principal amount to be _______________________ issued: _______________________ Amount: SF

CONVERSION NOTICE. The undersigned holder Holder of this Note hereby irrevocably exercises the option to convert this Note, or any portion of the principal amount hereof (which is U.S.$1,000 $1,000 in principal amount or an integral multiple of U.S.$1,000 in excess thereof$1,000), PROVIDED that the unconverted portion of such principal amount is U.S. $1,000 or any integral multiple of U.S. $1,000 in excess thereof) below designated, into shares of Class A common stock of Xxxxx Advertising Company, $0.001 par value per share (the "Common Stock Stock"), in accordance with the terms of the Indenture referred to in this Note, and directs that such shares, together with a check in payment for any fractional share and any Notes representing any unconverted principal amount hereof, be issued and delivered to and be registered in the name of the undersigned unless a different name has been indicated below. If shares of Common Stock or Notes any portion of this Note not converted are to be registered in the name of a Person other than the undersigned, (a) the undersigned will pay all transfer taxes payable with respect thereto and (b) signature(s) must be guaranteed by an Eligible Guarantor Institution with membership in an approved signature guarantee program pursuant to Rule 17Ad-15 under the Securities Exchange Act of 1934. Any amount required to be paid by the undersigned on account of interest accompanies this Note. Dated: ------------------------------- ------------------------------------- ------------------------------------- ___________________________ _________________________________ _________________________________ Signature(s) If shares or Notes are to be registered in the name of a Person other than the holderHolder, please print such Person's name and address: --------------------------------------- _________________________________ Name --------------------------------------- _________________________________ Address --------------------------------------- _________________________________ Social Security or other Other Taxpayer Identification Number, if any --------------------------------------- Number _________________________________ [Signature Guaranteed Guaranteed] If only a portion of the Notes is to be converted, please indicate:

CONVERSION NOTICE. The undersigned holder Holder of this Note Security hereby irrevocably exercises the option to convert this NoteSecurity, or any portion of the principal amount hereof (which is U.S.$1,000 or an integral multiple of U.S.$1,000 in excess thereof, PROVIDED U.S. $1,000 provided that the unconverted portion of such principal amount is U.S. $1,000 or any an integral multiple of U.S. $1,000 in excess thereof1,000) below designated, into shares of Common Stock in accordance with the terms of the Indenture referred to in this NoteSecurity, and directs that such shares, together with a check in payment for any fractional share and any Notes Securities representing any unconverted principal amount hereof, be delivered to and be registered in the name of the undersigned unless a different name has been indicated below. If shares of Common Stock or Notes Securities are to be registered in the name of a Person other than the undersigned, (a) the undersigned will pay all transfer taxes payable with respect thereto and (b) signature(s) must be guaranteed by an Eligible Guarantor Institution with membership in an approved signature guarantee program pursuant to Rule 17Ad-15 under the Securities Exchange Act of 1934. Any amount required to be paid by the undersigned on account of interest accompanies this NoteSecurity. Dated: ------------------------------- ------------------------------------- ------------------------------------- :__________________ ________________________ Signature(s) If shares or Notes Securities are to be registered in the name of a Person other than the holderHolder, please print such Person's name and address: --------------------------------------- Name --------------------------------------- Address --------------------------------------- _______________________ (Name) _______________________ _______________________ (Address) Social Security or other Identification Number, if any --------------------------------------- _______________________ [Signature Guaranteed Guaranteed] If only a portion of the Notes Securities is to be converted, please indicate:

CONVERSION NOTICE. The undersigned holder Holder of this Note hereby irrevocably exercises the option to convert this Note, or any portion of the principal amount hereof (which is U.S.$1,000 or an integral multiple of U.S.$1,000 in excess thereof, PROVIDED provided that the unconverted portion of such principal amount is U.S. $1,000 or any integral multiple of U.S. $1,000 in excess thereof) below designated, into shares of Common Stock in accordance with the terms of the Indenture referred to in this Note, and directs that such shares, together with a check in payment for any fractional share and any Notes representing any unconverted principal amount hereof, be delivered to and be registered in the name of the undersigned unless a different name has been indicated below. If shares of Common Stock or Notes are to be registered in the name of a Person other than the undersigned, (a) the undersigned will pay all transfer taxes payable with respect thereto and (b) signature(s) must be guaranteed by an Eligible Guarantor Institution with membership in an approved signature guarantee program pursuant to Rule 17Ad-15 under the Securities Exchange Act of 1934. Any amount required to be paid by the undersigned on account of interest accompanies this Note. Dated: ------------------------------- ------------------------------------- ------------------------------------- _________________________________________________________________________ Signature(s) If shares or Notes are to be registered in the name of a Person other than the holderHolder, please print such Person's name and address: --------------------------------------- Name --------------------------------------- Address --------------------------------------- ______________________________________________ (Name) ______________________________________________ ______________________________________________ (Address) ______________________________________________ Social Security or other Identification Number, if any --------------------------------------- ______________________________________________ [Signature Guaranteed Guaranteed] If only a portion of the Notes is to be converted, please indicate:

CONVERSION NOTICE. The undersigned holder Holder of this Note hereby irrevocably exercises the option to convert delivers this Note, or any portion of the principal amount hereof (which is U.S.$1,000 or an integral multiple of U.S.$1,000 in excess thereof, PROVIDED that the unconverted portion of such principal amount is U.S. $1,000 or any integral multiple of U.S. $1,000 in excess thereof) below designated, Note for conversion into shares of Common Stock in accordance with the terms of the Indenture referred to in this Note, and directs that such shares, together with a check in payment for any fractional share and any Notes representing any unconverted principal amount hereof, be delivered to and be registered in the name of the undersigned unless a different name has been indicated below. If shares of Common Stock or Notes are to be registered in the name of a Person other than the undersigned, (a) the undersigned will pay all applicable transfer taxes payable with respect thereto and (b) signature(s) must be guaranteed by an Eligible Guarantor Institution with membership in an approved signature guarantee program pursuant to Rule 17Ad-15 under the Securities Exchange Act of 1934. Any amount required to be paid by the undersigned on account of interest accompanies this Note. Dated: ------------------------------- ------------------------------------- ------------------------------------- _________________ ______________________________________________ Signature(s)* Signature(s) must be guaranteed by an Eligible Guarantor Institution with membership in an approved signature guarantee program pursuant to Rule 17Ad-15 under the Securities Exchange Act of 1934. ______________________________________________ Signature Guaranteed If shares or Notes are to be registered in the name of a Person other than the holderHolder, please print such Person's name and address: --------------------------------------- Name --------------------------------------- Address --------------------------------------- Name: ________________________________________ Address: ________________________________________ ________________________________________ ________________________________________ Social Security or other Identification Number, if any:________________ *NOTICE: The signature to the foregoing Election must correspond to the name as written upon the face of this Note in every particular, without alteration or any --------------------------------------- Signature Guaranteed If only a portion of the Notes is to be converted, please indicate:change whatsoever.

CONVERSION NOTICE. The undersigned holder Holder of this Note hereby irrevocably exercises the option to convert this Note, or any portion of the principal amount hereof (which is U.S.$1,000 $1,000 in principal amount or an integral multiple of U.S.$1,000 in excess thereof$1,000), PROVIDED that the unconverted portion of such principal amount is U.S. $1,000 or any integral multiple of U.S. $1,000 in excess thereof) below designated, into shares of Class A common stock of Xxxxx Advertising Company, $0.001 par value per share (the "Common Stock Stock"), in accordance with the terms of the Indenture referred to in this Note, and directs that such shares, together with a check in payment for any fractional share and any Notes representing any unconverted principal amount hereof, be issued and delivered to and be registered in the name of the undersigned unless a different name has been indicated below. If shares of Common Stock or Notes any portion of this Note not converted are to be registered in the name of a Person other than the undersigned, (a) the undersigned will pay all transfer taxes payable with respect thereto and (b) signature(s) must be guaranteed by an Eligible Guarantor Institution with membership in an approved signature guarantee program pursuant to Rule 17Ad-15 under the Securities Exchange Act of 1934. Any amount required to be paid by the undersigned on account of interest accompanies this Note. Dated: ------------------------------- ------------------------------------- ------------------------------------- :_________________ ________________________________ ________________________________ Signature(s) If shares or Notes are to be registered in the name of a Person other than the holderHolder, please print such Person's name and address: --------------------------------------- ________________________________ Name --------------------------------------- ________________________________ Address --------------------------------------- ________________________________ Social Security or other Other Taxpayer Identification Number, if any --------------------------------------- Number ________________________________ [Signature Guaranteed Guaranteed] If only a portion of the Notes is to be converted, please indicate:

CONVERSION NOTICE. To: Xxxxxxxx Petroleum Corporation The undersigned holder owner of this Note hereby Security hereby: (i) irrevocably exercises the option to convert this NoteSecurity, or any the portion of the principal amount hereof (which is U.S.$1,000 or an integral multiple of U.S.$1,000 in excess thereof, PROVIDED that the unconverted portion of such principal amount is U.S. $1,000 or any integral multiple of U.S. $1,000 in excess thereof) below designated, into for shares of Common Stock of Xxxxxxxx Petroleum Corporation in accordance with the terms of the Indenture referred to in this Note, Security and (ii) directs that such sharesshares of Common Stock deliverable upon the conversion, together with a any check in payment for any fractional share shares and any Notes Security(ies) representing any unconverted principal amount hereof, be issued and delivered to and be the registered in the name of the undersigned holder hereof unless a different name has been indicated below. If shares of Common Stock or Notes are to be delivered registered in the name of a Person person other than the undersigned, (a) the undersigned will pay all transfer taxes payable with respect thereto and (b) signature(s) must be guaranteed by an Eligible Guarantor Institution with membership in an approved signature guarantee program pursuant to Rule 17Ad-15 under the Securities Exchange Act of 1934thereto. Any amount required to be paid by the undersigned on account of interest accompanies this NoteSecurity. Dated: ______________________ ------------------------------- ------------------------------------- ------------------------------------- Signature(s) If Signature Fill in for registration of shares or Notes are if to be registered delivered, and of Securities if to be issued, otherwise than to and in the name of a Person other than the registered holder, please print such Person's name and address: --------------------------------------- Name --------------------------------------- Address --------------------------------------- . ----------------------------- Social Security or other Taxpayer Identification Number, if any --------------------------------------- Signature Guaranteed If only a portion of the Notes is Number ------------------------------------ (Name) ------------------------------------ (Please print name and address) Principal amount to be converted, please indicate:: (if less than all) $-------------------------------------- Signature Guarantee* --------------------------------------- *Participant in a recognized Signature Guarantee Medallion Program (or other signature acceptable to the Trustee). ARTICLE THREE

CONVERSION NOTICE. To: CORESTAFF, INC. The undersigned holder registered owner of this Note hereby irrevocably exercises the option to convert this Note, or any the portion of the principal amount hereof (which is U.S.$1,000 $1,000 principal amount at maturity or an integral multiple of U.S.$1,000 in excess thereof, PROVIDED that the unconverted portion of such principal amount is U.S. $1,000 or any integral multiple of U.S. $1,000 in excess thereof) below designated, into shares of Common Stock of CORESTAFF, Inc. in accordance with the terms of the Indenture referred to in this Note, and directs that the shares issuable and deliverable upon such sharesconversion, together with a any check in payment for any fractional share shares and any Notes representing any unconverted principal amount hereof, be issued and delivered to and be the registered in the name of the undersigned holder hereof unless a different name has been indicated below. If shares or any portion of Common Stock or Notes this Note not converted are to be registered issued in the name of a Person person other than the undersigned, (a) the undersigned will check the appropriate box below and pay all transfer taxes payable with respect thereto and (b) signature(s) must be guaranteed by an Eligible Guarantor Institution with membership in an approved signature guarantee program pursuant to Rule 17Ad-15 under the Securities Exchange Act of 1934thereto. Any amount required to be paid by to the undersigned on account of interest accompanies this Note. Dated: ------------------------------- ------------------------------------- ------------------------------------- * Sign exactly as name appears on the other side of the Note: ---------------------------------------- Signature(s) If ---------------------------------------- Signature Guarantee Fill in for registration of shares or Notes are of Common Stock if to be registered issued, and Notes if to be delivered, other than to and in the name of a Person other than the registered holder: --------------------------------- (Name) --------------------------------- (Street Address) --------------------------------- (City, please State and Zip Code) Please print such Person's name and address: --------------------------------------- Name --------------------------------------- Address --------------------------------------- address Principal amount at maturity to be converted (if less than all): $___________ ---------------------------------- Social Security or other Other Taxpayer Identification Number, if any --------------------------------------- Signature Guaranteed If only a portion of the Notes is to be converted, please indicate: