Common use of Unit Legend Clause in Contracts

Unit Legend. Each Warrant issued prior to the Separation Date shall bear a legend in substantially the following form: "THE WARRANTS EVIDENCED BY THIS CERTIFICATE ARE INITIALLY ISSUED AS PART OF AN ISSUANCE OF UNITS (THE "UNITS"), EACH OF WHICH CONSISTS OF $1,000 PRINCIPAL AMOUNT OF THE 13 3/8% SENIOR SUBORDINATED NOTES DUE 2009 OF O'SUXXXXXX XXXUSTRIES, INC. (THE "NOTES"), ONE WARRANT (THE "COMMON WARRANTS") INITIALLY ENTITLING THE HOLDER THEREOF TO PURCHASE 0.9327 SHARES OF COMMON STOCK AND ONE WARRANT (THE "PREFERRED WARRANTS") INITIALLY ENTITLING THE HOLDER THEREOF TO PURCHASE 0.3927 SHARES OF SERIES B JUNIOR PREFERRED STOCK, IN EACH CASE WITH A PAR VALUE OF $0.01 PER SHARE, OF O'SUXXXXXX XXXUSTRIES HOLDINGS, INC. PRIOR TO THE EARLIEST TO OCCUR OF (I) 180 DAYS AFTER THE CLOSING OF THE OFFERING OF THE UNITS, (ii) THE DATE ON WHICH An exchange offer REGISTRATION STATEMENT FOR THE NOTES IS DECLARED EFFECTIVE UNDER THE SECURITIES ACT, (Iii) THE DATE ON WHICH A SHELF REGISTRATION STATEMENT for THE NOTES IS DECLARED EFFECTIVE UNDER THE SECURITIES ACT, (iV) SUCH DATE AS lehmxx xxxthers inc., IN ITS SOLE DISCRETION, SHALL DETERMINE AND (V) IN THE EVENT THE COMPANY IS REQUIRED TO PURCHASE NOTES PURSUANT TO the terms OF THE INDENTURE GOVERNING THE NOTES, THE DATE THE COMPANY MAILS NOTICE OF SUCH OFFER TO THE HOLDERS OF THE NOTES. THE WARRANTS EVIDENCED BY THIS CERTIFICATE MAY NOT BE TRANSFERRED OR EXCHANGED SEPARATELY FROM, BUT MAY BE TRANSFERRED OR EXCHANGED ONLY TOGETHER WITH, THE NOTES."

Unit Legend. Each Warrant issued prior to the Separation Date shall bear a legend in substantially the following form: "THE WARRANTS EVIDENCED BY THIS CERTIFICATE ARE INITIALLY ISSUED AS PART OF AN ISSUANCE OF UNITS (THE "UNITS"), EACH OF WHICH CONSISTS CONSIST OF $1,000 PRINCIPAL AMOUNT AT MATURITY OF THE 13 3/813-1/4% SENIOR SUBORDINATED NOTES DUE 2009 OF O'SUXXXXXX XXXUSTRIES, INC. INSTRON CORPORATION (THE "NOTES"), ) AND ONE WARRANT (THE "COMMON WARRANTS") INITIALLY ENTITLING THE HOLDER THEREOF TO PURCHASE 0.9327 SHARES 0.5109 OF COMMON STOCK AND ONE WARRANT (THE "PREFERRED WARRANTS") INITIALLY ENTITLING THE HOLDER THEREOF TO PURCHASE 0.3927 SHARES OF SERIES B JUNIOR PREFERRED STOCKA SHARE, IN EACH CASE WITH A PAR VALUE OF $0.01 PER SHARE, OF O'SUXXXXXX XXXUSTRIES HOLDINGS, INCINSTRON CORPORATION. PRIOR TO THE EARLIEST TO OCCUR OF (I) 180 DAYS AFTER THE CLOSING OF THE OFFERING OF THE UNITS, (iiII) THE DATE ON WHICH An exchange offer A REGISTRATION STATEMENT WITH RESPECT TO A REGISTERED EXCHANGE OFFER FOR THE NOTES IS DECLARED EFFECTIVE UNDER THE SECURITIES ACT, (IiiIII) THE DATE ON WHICH A SHELF REGISTRATION STATEMENT for WITH RESPECT TO THE NOTES IS DECLARED EFFECTIVE UNDER THE SECURITIES ACT, (iVIV) SUCH DATE AS lehmxx xxxthers inc.16 18 DONAXXXXX, XXFKXX & XENRXXXX XXXURITIES CORPORATION, IN ITS SOLE DISCRETION, SHALL DETERMINE AND (V) IN THE EVENT THE COMPANY IS REQUIRED TO PURCHASE NOTES PURSUANT TO the terms SECTION 4.10 OR 4.15 OF THE INDENTURE GOVERNING THE NOTES, THE DATE THE COMPANY MAILS NOTICE OF SUCH OFFER TO THE HOLDERS OF THE NOTES. , THE WARRANTS EVIDENCED BY THIS CERTIFICATE MAY NOT BE TRANSFERRED OR EXCHANGED SEPARATELY FROM, BUT MAY BE TRANSFERRED OR EXCHANGED ONLY TOGETHER WITH, THE NOTES."

Unit Legend. Each Warrant issued prior to the Separation Date shall bear a legend in substantially the following form: "THE WARRANTS EVIDENCED BY THIS CERTIFICATE ARE INITIALLY ISSUED AS PART OF AN ISSUANCE OF 295,000 UNITS (THE "UNITS"), EACH OF WHICH CONSISTS OF $1,000 PRINCIPAL AMOUNT AT MATURITY OF THE 13 3/814% SENIOR SUBORDINATED DISCOUNT NOTES DUE 2009 2010 OF O'SUXXXXXX XXXUSTRIESHORIZON PCS, INC. (THE "NOTES"), ) AND ONE WARRANT (THE "COMMON WARRANTS") INITIALLY ENTITLING THE HOLDER THEREOF TO PURCHASE 0.9327 12.90 SHARES OF CLASS A COMMON STOCK AND ONE WARRANT (THE "PREFERRED WARRANTS") INITIALLY ENTITLING THE HOLDER THEREOF TO PURCHASE 0.3927 SHARES OF SERIES B JUNIOR PREFERRED STOCK, IN EACH CASE WITH A PAR VALUE OF $0.01 .0001 PER SHARE, OF O'SUXXXXXX XXXUSTRIES HOLDINGSHORIZON PCS, INC. "PRIOR TO THE EARLIEST TO OCCUR OF (I) 180 DAYS AFTER THE CLOSING OF THE OFFERING OF THE UNITS, (iiII) THE DATE ON WHICH An exchange offer A REGISTRATION STATEMENT WITH RESPECT TO A REGISTERED EXCHANGE OFFER FOR THE NOTES IS DECLARED EFFECTIVE UNDER THE ACT, (III) THE DATE A SHELF REGISTRATION STATEMENT WITH RESPECT TO THE NOTES IS DECLARED EFFECTIVE UNDER THE SECURITIES ACT, (IiiIV) THE DATE ON WHICH OCCURRENCE OF A SHELF REGISTRATION STATEMENT for THE NOTES IS DECLARED EFFECTIVE UNDER THE SECURITIES ACT, CHANGE OF CONTROL OR AN EVENT OF DEFAULT (iV) SUCH DATE EACH AS lehmxx xxxthers inc., DEFINED IN ITS SOLE DISCRETION, SHALL DETERMINE AND (V) IN THE EVENT THE COMPANY IS REQUIRED TO PURCHASE NOTES PURSUANT TO the terms OF THE INDENTURE GOVERNING THE NOTES) AND (V) SUCH DATE AS DONALDSON, THE DATE THE COMPANY MAILS NOTICE OF SUCH OFFER TO THE HOLDERS OF THE NOTES. LUFKIN & JENRETTE XXXXRITIEX XXXXXRATION (OR ITS SUCCESSOR OR ASSIGN) IN ITS SOLE DISCRETION SHALL DETERMINE, THE WARRANTS EVIDENCED BY THIS CERTIFICATE MAY NOT BE TRANSFERRED OR EXCHANGED SEPARATELY FROM, BUT MAY BE TRANSFERRED OR EXCHANGED ONLY TOGETHER WITH, THE NOTES."

Unit Legend. Each Warrant Note issued prior to the Separation Date shall bear a legend in substantially the following formlegend (the "Unit Legend") on the face thereof: "THE WARRANTS NOTES EVIDENCED BY THIS CERTIFICATE ARE INITIALLY ISSUED AS PART OF AN ISSUANCE OF UNITS (THE "UNITS"), EACH OF WHICH CONSISTS CONSIST OF $1,000 PRINCIPAL AMOUNT OF THE 13 3/8% SENIOR SUBORDINATED NOTES DUE 2009 OF O'SUXXXXXX XXXUSTRIES, INC. AND ONE (THE "NOTES"), ONE 1) WARRANT (THE "COMMON WARRANTS") INITIALLY ENTITLING THE HOLDER THEREOF TO PURCHASE 0.9327 SHARES OF COMMON STOCK AND ONE WARRANT (THE "PREFERRED WARRANTS") INITIALLY ENTITLING THE HOLDER THEREOF TO PURCHASE 0.3927 SHARES OF SERIES B JUNIOR PREFERRED STOCK6.73833 SHARES, IN EACH CASE WITH A PAR VALUE OF $0.01 .001 PER SHARE, OF O'SUXXXXXX XXXUSTRIES HOLDINGS, INCTHE COMPANY. PRIOR TO THE CLOSE OF BUSINESS UPON THE EARLIEST TO OCCUR OF (I) 180 DAYS AFTER FOLLOWING THE CLOSING OF THE OFFERING OF THE UNITSDATE, (iiII) THE DATE ON WHICH An exchange offer THE EXCHANGE OFFER REGISTRATION STATEMENT FOR THE NOTES IS DECLARED EFFECTIVE UNDER THE SECURITIES ACT, (IiiIII) THE DATE ON WHICH A THE SHELF REGISTRATION STATEMENT for THE NOTES IS DECLARED EFFECTIVE UNDER THE SECURITIES ACT, (iVIV) SUCH DATE AS lehmxx xxxthers inc., IN ITS SOLE DISCRETION, THE INITIAL PURCHASER SHALL DETERMINE AND (V) IN THE EVENT THE COMPANY IS REQUIRED TO PURCHASE NOTES PURSUANT TO the terms A CHANGE OF THE INDENTURE GOVERNING THE NOTESCONTROL OCCURS, THE DATE THE COMPANY MAILS THE REQUIRED NOTICE OF SUCH OFFER THEREOF TO THE HOLDERS OF NOTE HOLDERS, THE NOTES. THE WARRANTS NOTES EVIDENCED BY THIS CERTIFICATE MAY NOT BE TRANSFERRED OR EXCHANGED SEPARATELY FROM, BUT MAY BE TRANSFERRED OR EXCHANGED ONLY TOGETHER WITH, THE NOTESWARRANTS."

Unit Legend. Each Warrant issued prior to the Separation Date shall bear a legend in substantially the following form: "THE WARRANTS EVIDENCED BY THIS CERTIFICATE ARE INITIALLY ISSUED AS PART OF AN ISSUANCE OF UNITS (THE "UNITS"), EACH OF WHICH CONSISTS CONSIST OF $1,000 PRINCIPAL AMOUNT AT MATURITY OF THE 13 3/812% SENIOR SUBORDINATED NOTES DUE 2009 OF O'SUXXXXXX XXXUSTRIES, INC. (THE "NOTES"), ) OF XXXXXXX CORPORATION AND ONE WARRANT (THE "COMMON WARRANTS") INITIALLY ENTITLING THE HOLDER THEREOF TO PURCHASE 0.9327 SHARES OF 1.22987 [COMMON STOCK AND ONE WARRANT (THE "PREFERRED WARRANTS") INITIALLY ENTITLING THE HOLDER THEREOF TO PURCHASE 0.3927 SHARES OF SERIES B JUNIOR PREFERRED STOCKSHARES, IN EACH CASE WITH A PAR VALUE OF $0.01 PER SHARE, OF O'SUXXXXXX XXXUSTRIES HOLDINGSVIKING MERGER SUB, INC. .] [SHARES, PAR VALUE $0.01 PER SHARE, OF XXXXXXX CORPORATION CLASS B COMMON STOCK] PRIOR TO THE EARLIEST TO OCCUR OF (I) 180 DAYS AFTER THE CLOSING OF THE OFFERING OF THE UNITS, (iiII) THE DATE ON WHICH An exchange offer A REGISTRATION STATEMENT WITH RESPECT TO A REGISTERED EXCHANGE OFFER FOR THE NOTES IS DECLARED EFFECTIVE UNDER THE UNITED STATES SECURITIES ACT OF 1933 (THE "SECURITIES ACT"), (IiiIII) THE DATE ON WHICH A SHELF REGISTRATION STATEMENT for WITH RESPECT TO THE NOTES OR THE WARRANTS IS DECLARED EFFECTIVE UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), (iVIV) SUCH DATE AS lehmxx xxxthers inc.XXXXXXXXX, LUFKIN & XXXXXXXX SECURITIES CORPORATION IN ITS SOLE DISCRETION, DISCRETION SHALL DETERMINE AND (V) THE DATE ON WHICH THE ISSUER OF the NOTES GIVES THE NOTICE REQUIRED BY THE INDENTURE GOVERNING THE NOTES UPON THE OCCURRENCE OF A CHANGE OF CONTROL (AS DEFINED IN THE EVENT THE COMPANY IS REQUIRED TO PURCHASE NOTES PURSUANT TO the terms OF THE INDENTURE GOVERNING THE NOTES), THE DATE THE COMPANY MAILS NOTICE OF SUCH OFFER TO THE HOLDERS OF THE NOTES. THE WARRANTS EVIDENCED BY THIS CERTIFICATE MAY NOT BE TRANSFERRED OR EXCHANGED SEPARATELY FROM, BUT MAY BE TRANSFERRED OR EXCHANGED ONLY TOGETHER WITH, THE NOTES."

Unit Legend. Each Warrant Note issued prior to the Separation Date shall will bear a legend in substantially the following formlegend (the "Unit Legend") on the face thereof: "THE WARRANTS NOTES EVIDENCED BY THIS CERTIFICATE ARE INITIALLY ISSUED AS PART OF AN ISSUANCE OF UNITS (THE "UNITS"), EACH OF WHICH CONSISTS CONSIST OF $1,000 PRINCIPAL AMOUNT at maturity OF THE 13 3/8% SENIOR SUBORDINATED NOTES DUE 2009 OF O'SUXXXXXX XXXUSTRIES, INC. (THE "NOTES"), AND ONE WARRANT (THE "COMMON WARRANTSWARRANT") INITIALLY ENTITLING THE HOLDER THEREOF TO PURCHASE 0.9327 109.80889 SHARES OF CLASS A COMMON STOCK AND ONE WARRANT (THE "PREFERRED WARRANTS") INITIALLY ENTITLING THE HOLDER THEREOF TO PURCHASE 0.3927 SHARES OF SERIES B JUNIOR PREFERRED STOCK, IN EACH CASE WITH A PAR VALUE OF $0.01 PER SHARE, OF O'SUXXXXXX XXXUSTRIES HOLDINGS, INCTHE COMPANY. PRIOR TO THE CLOSE OF BUSINESS UPON THE EARLIEST TO OCCUR OF (I1) 180 DAYS AFTER THE CLOSING OF THE OFFERING OF THE UNITSOCTOBER 26, 2004, (ii2) the effectiveness of any registration statement with respect to any Exchange Offer for the Notes, (3) THE DATE ON WHICH An exchange offer REGISTRATION STATEMENT FOR THE NOTES IS DECLARED EFFECTIVE UNDER THE SECURITIES ACT, (Iii) THE DATE ON WHICH EFFECTIVENESS OF A SHELF REGISTRATION STATEMENT for RELATING TO THE NOTES IS DECLARED EFFECTIVE UNDER THE SECURITIES ACTNOTES, (iV4) SUCH DATE AS lehmxx xxxthers inc.THE INITIAL PURCHASERS IN THEIR SOLE DISCRETION SHALL DETERMINE, IN ITS SOLE DISCRETION, SHALL DETERMINE AND OR (V5) IN THE EVENT THE COMPANY IS REQUIRED TO PURCHASE NOTES PURSUANT TO the terms OCCURRENCE OF THE INDENTURE GOVERNING THE NOTESA CHANGE OF CONTROL, THE DATE THE COMPANY MAILS NOTICE OF SUCH OFFER TO THE HOLDERS OF THE NOTES. THE WARRANTS NOTES EVIDENCED BY THIS CERTIFICATE MAY NOT BE TRANSFERRED OR EXCHANGED SEPARATELY FROM, BUT MAY BE TRANSFERRED OR EXCHANGED ONLY TOGETHER WITH, THE NOTESWARRANTS."" Notwithstanding such legend, units initially issued in reliance on Regulation S will separate immediately upon issuance and shall not bear such legend thereafter.

Unit Legend. Each Warrant issued prior to the Separation Date shall bear a legend in substantially the following form: "THE WARRANTS EVIDENCED BY THIS CERTIFICATE ARE INITIALLY ISSUED AS PART OF AN ISSUANCE OF UNITS (THE "UNITS"), EACH OF WHICH CONSISTS CONSIST OF $1,000 PRINCIPAL AMOUNT AT MATURITY OF THE 13 3/81/2% SENIOR SUBORDINATED NOTES DUE 2009 OF O'SUXXXXXX XXXUSTRIES, INC. (THE "NOTES")) OF CHARLES RIVER LABORATORIES, INC. AND ONE WARRANT (THE "COMMON WARRANTSWARRANXX") INITIALLY XXITIALLY ENTITLING THE HOLDER THEREOF TO PURCHASE 0.9327 SHARES OF COMMON STOCK AND ONE WARRANT (THE "PREFERRED WARRANTS") INITIALLY ENTITLING THE HOLDER THEREOF TO PURCHASE 0.3927 SHARES OF SERIES B JUNIOR PREFERRED STOCK3.94244 SHARES, IN EACH CASE WITH A PAR VALUE OF $0.01 PER SHARE, OF O'SUXXXXXX XXXUSTRIES CHARLES RIVER LABORATORIES HOLDINGS, INC. PRIOR TO XXXXX XO THE EARLIEST TO OCCUR OF (I) 180 DAYS AFTER THE CLOSING OF THE OFFERING OF THE UNITS, (ii) THE DATE ON WHICH An exchange offer A REGISTRATION STATEMENT WITH RESPECT TO A REGISTERED EXCHANGE OFFER FOR THE NOTES IS DECLARED EFFECTIVE UNDER THE UNITED STATES SECURITIES ACT OF 1933 (THE "SECURITIES ACT"), (Iii) THE DATE ON WHICH A SHELF REGISTRATION STATEMENT for WITH RESPECT TO THE NOTES IS DECLARED EFFECTIVE UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), (iV) SUCH DATE AS lehmxx xxxthers inc.DONALDSON, LUFKIN & JENRETTE SECURITIES CORPORATION IN ITS SOLE DISCRETION, SOXX XXXXXXTION SHALL DETERMINE XXXXXXXXE AND (V) THE OCCURRENCE OF A CHANGE OF CONTROL (AS DEFINED IN THE EVENT THE COMPANY IS REQUIRED TO PURCHASE NOTES PURSUANT TO the terms OF THE INDENTURE GOVERNING THE NOTES), THE DATE THE COMPANY MAILS NOTICE OF SUCH OFFER TO THE HOLDERS OF THE NOTES. THE WARRANTS EVIDENCED BY THIS CERTIFICATE MAY NOT BE TRANSFERRED OR EXCHANGED SEPARATELY FROM, BUT MAY BE TRANSFERRED OR EXCHANGED ONLY TOGETHER WITH, THE NOTES."

Unit Legend. Each Warrant Note issued prior to the Separation Date shall bear a legend in substantially the following formlegend (the "Unit Legend") on the face thereof: "THE WARRANTS NOTES EVIDENCED BY THIS CERTIFICATE ARE INITIALLY ISSUED AS PART OF AN ISSUANCE OF UNITS (THE "UNITS"), EACH OF WHICH CONSISTS CONSIST OF $1,000 PRINCIPAL AMOUNT OF THE 13 3/8% SENIOR SUBORDINATED NOTES DUE 2009 OF O'SUXXXXXX XXXUSTRIES, INC. (THE "NOTES"), AND ONE WARRANT (THE "COMMON WARRANTS") INITIALLY ENTITLING THE HOLDER THEREOF TO PURCHASE 0.9327 SHARES OF COMMON STOCK AND ONE WARRANT (THE "PREFERRED WARRANTS") INITIALLY ENTITLING THE HOLDER THEREOF TO PURCHASE 0.3927 SHARES OF SERIES B JUNIOR PREFERRED STOCK8.024815 SHARES, IN EACH CASE WITH A PAR VALUE OF $0.01 ___ PER SHARE, OF O'SUXXXXXX XXXUSTRIES HOLDINGS, XM SATELLITE RADIO HOLDINGS INC. PRIOR TO THE CLOSE OF BUSINESS UPON THE EARLIEST TO OCCUR OF (Ii) 180 DAYS AFTER THE CLOSING COMMENCEMENT OF AN EXCHANGE OFFER OR THE OFFERING EFFECTIVENESS OF A SHELF REGISTRATION STATEMENT RELATING TO THE UNITSNOTES, (ii) THE DATE ON WHICH An exchange offer REGISTRATION STATEMENT FOR THE NOTES IS DECLARED EFFECTIVE UNDER THE SECURITIES ACTSEPTEMBER 11, 2000 OR (Iii) THE DATE ON WHICH A SHELF REGISTRATION STATEMENT for THE NOTES IS DECLARED EFFECTIVE UNDER THE SECURITIES ACT, (iViii) SUCH DATE AS lehmxx xxxthers inc.BEAR, IN ITS SOLE DISCRETIONXXXXXXX & CO. INC. AND XXXXXXXXX, LUFKIN & XXXXXXXX SECURITIES CORPORATION SHALL DETERMINE AND (V) IN THE EVENT THE COMPANY IS REQUIRED TO PURCHASE NOTES PURSUANT TO the terms OF THE INDENTURE GOVERNING THE NOTESDETERMINE, THE DATE THE COMPANY MAILS NOTICE OF SUCH OFFER TO THE HOLDERS OF THE NOTES. THE WARRANTS NOTES EVIDENCED BY THIS CERTIFICATE MAY NOT BE TRANSFERRED OR EXCHANGED SEPARATELY FROM, BUT MAY BE TRANSFERRED OR EXCHANGED ONLY TOGETHER WITH, THE NOTESWARRANTS."

Unit Legend. Each Warrant issued prior to the Separation Date shall bear a legend in substantially the following form: "THE WARRANTS EVIDENCED BY THIS CERTIFICATE ARE INITIALLY ISSUED AS PART OF AN ISSUANCE OF 160,000 UNITS (THE "UNITS"), EACH OF WHICH CONSISTS OF $1,000 PRINCIPAL AMOUNT AT MATURITY OF THE 13 3/814% SENIOR SUBORDINATED NOTES DUE 2009 2011 OF O'SUXXXXXX XXXUSTRIESIWO HOLDINGS, INC. (THE "NOTES"), ) AND ONE WARRANT (THE "COMMON WARRANTS") INITIALLY ENTITLING THE HOLDER THEREOF TO PURCHASE 0.9327 12.50025 SHARES OF CLASS C COMMON STOCK AND ONE WARRANT (THE "PREFERRED WARRANTS") INITIALLY ENTITLING THE HOLDER THEREOF TO PURCHASE 0.3927 SHARES OF SERIES B JUNIOR PREFERRED STOCK, IN EACH CASE WITH A PAR VALUE OF $0.01 PER SHARE, OF O'SUXXXXXX XXXUSTRIES IWO HOLDINGS, INC. "PRIOR TO THE EARLIEST TO OCCUR OF (I) 180 DAYS AFTER THE CLOSING OF THE OFFERING OF THE UNITS, (iiII) THE DATE ON WHICH An exchange offer A REGISTRATION STATEMENT WITH RESPECT TO A REGISTERED EXCHANGE OFFER FOR THE NOTES IS DECLARED EFFECTIVE UNDER THE ACT, (III) THE DATE A SHELF REGISTRATION STATEMENT WITH RESPECT TO THE NOTES IS DECLARED EFFECTIVE UNDER THE SECURITIES ACT, (IiiIV) THE DATE ON WHICH OCCURRENCE OF A SHELF REGISTRATION STATEMENT for THE NOTES IS DECLARED EFFECTIVE UNDER THE SECURITIES ACT, CHANGE OF CONTROL OR AN EVENT OF DEFAULT (iV) SUCH DATE EACH AS lehmxx xxxthers inc., DEFINED IN ITS SOLE DISCRETION, SHALL DETERMINE AND (V) IN THE EVENT THE COMPANY IS REQUIRED TO PURCHASE NOTES PURSUANT TO the terms OF THE INDENTURE GOVERNING THE NOTES) AND (V) SUCH DATE AS CREDIT SUISSE FIRST BOSTON CORPORATION (OR ITS SUCCESSOR OR ASSIGN) IN ITS SOLE DISCRETION SHALL DETERMINE, THE DATE THE COMPANY MAILS NOTICE OF SUCH OFFER TO THE HOLDERS OF THE NOTES. THE WARRANTS EVIDENCED BY THIS CERTIFICATE MAY NOT BE TRANSFERRED OR EXCHANGED SEPARATELY FROM, BUT MAY BE TRANSFERRED OR EXCHANGED ONLY TOGETHER WITH, THE NOTES."

Unit Legend. Each Warrant Note issued prior to the Separation Date shall bear a legend in substantially the following formlegend (the "Unit Legend") on the face thereof: "THE WARRANTS NOTES EVIDENCED BY THIS CERTIFICATE ARE INITIALLY ISSUED AS PART OF AN ISSUANCE OF UNITS (THE "UNITS"), EACH OF WHICH CONSISTS CONSIST OF $1,000 PRINCIPAL AMOUNT AT MATURITY OF THE 13 3/8% SENIOR SUBORDINATED NOTES DUE 2009 OF O'SUXXXXXX XXXUSTRIES, INC. (THE "NOTES"), AND ONE WARRANT (THE EACH, A "COMMON WARRANTSWARRANT") INITIALLY ENTITLING THE HOLDER THEREOF TO PURCHASE 0.9327 SHARES OF COMMON STOCK AND ONE WARRANT (THE "PREFERRED WARRANTS") INITIALLY ENTITLING THE HOLDER THEREOF TO PURCHASE 0.3927 SHARES OF SERIES B JUNIOR PREFERRED STOCK6.4792 SHARES, IN EACH CASE WITH A PAR VALUE OF $0.01 0.001 PER SHARE, OF O'SUXXXXXX XXXUSTRIES HOLDINGS, INCTHE COMPANY. PRIOR TO THE NOTES AND WARRANTS WILL BE AUTOMATICALLY SEPARATED UPON THE EARLIEST TO OCCUR OF (Ii) 180 90 DAYS AFTER FROM THE CLOSING DATE OF THE OFFERING OF THE UNITSISSUANCE, (ii) THE DATE ON WHICH An exchange offer REGISTRATION STATEMENT FOR THE NOTES IS DECLARED EFFECTIVE UNDER THE SECURITIES ACT, (Iii) THE DATE ON WHICH A SHELF REGISTRATION STATEMENT for THE NOTES IS DECLARED EFFECTIVE UNDER THE SECURITIES ACT, (iV) SUCH DATE AS lehmxx xxxthers inc.THE INITIAL PURCHASERS MAY, IN ITS SOLE THEIR DISCRETION, SHALL DETERMINE AND DEEM APPROPRIATE, (Viii) IN THE EVENT OF A CHANGE OF CONTROL (AS DEFINED IN THE COMPANY IS REQUIRED TO PURCHASE NOTES PURSUANT TO the terms OF THE INDENTURE GOVERNING THE NOTESINDENTURE), THE DATE THE COMPANY MAILS NOTICE OF SUCH OFFER THEREOF TO THE HOLDERS OF NOTES, (iv) THE NOTESDATE ON WHICH THE EXCHANGE OFFER (AS DEFINED IN THE INDENTURE) IS CONSUMMATED AND (v) THE DATE ON WHICH THE SHELF REGISTRATION STATEMENT (AS DEFINED IN THE INDENTURE) IS DECLARED EFFECTIVE. THE WARRANTS NOTES EVIDENCED BY THIS CERTIFICATE MAY NOT BE TRANSFERRED OR EXCHANGED SEPARATELY SEPARATED FROM, BUT MAY BE TRANSFERRED OR EXCHANGED ONLY TOGETHER WITHTOGETHER, WITH THE NOTESWARRANTS UNTIL THE SEPARATION DATE."

Unit Legend. Each Warrant issued prior to the Separation Date shall bear a legend in substantially the following form: "THE WARRANTS EVIDENCED BY “THIS CERTIFICATE ARE SECURITY WAS INITIALLY ISSUED AS PART OF AN ISSUANCE OF UNITS (THE "“UNITS"”), EACH OF WHICH CONSISTS OF $1,000 PRINCIPAL AMOUNT OF EITHER THE 13 3/8COMPANY’S 12% SENIOR SUBORDINATED SECURED NOTES DUE 2009 OF O'SUXXXXXX XXXUSTRIES, INC. 2008 OR SENIOR SECURED FLOATING RATE NOTES DUES 2008 (THE "“NOTES"), ONE WARRANT (THE "COMMON WARRANTS"”) INITIALLY ENTITLING THE HOLDER THEREOF TO PURCHASE 0.9327 SHARES OF COMMON STOCK AND ONE WARRANT TO PURCHASE ONE SHARE OF THE COMPANY’S COMMON STOCK (THE "PREFERRED “WARRANTS") INITIALLY ENTITLING THE HOLDER THEREOF TO PURCHASE 0.3927 SHARES OF SERIES B JUNIOR PREFERRED STOCK, IN EACH CASE WITH A PAR VALUE OF $0.01 PER SHARE, OF O'SUXXXXXX XXXUSTRIES HOLDINGS, INC”). PRIOR TO THE EARLIEST TO OCCUR OF (I) 180 DAYS AFTER THE CLOSING OF THE OFFERING OF THE UNITS, (iiII) THE DATE ON WHICH An exchange offer A REGISTRATION STATEMENT FOR A REGISTERED EXCHANGE OFFER WITH RESPECT TO THE NOTES IS DECLARED EFFECTIVE UNDER THE SECURITIES ACT, (IiiIII) THE DATE ON WHICH A SHELF REGISTRATION STATEMENT for WITH RESPECT TO THE NOTES WARRANT SHARES IS DECLARED EFFECTIVE UNDER THE SECURITIES ACT, AND (iVIV) SUCH DATE AS lehmxx xxxthers inc.XXXXXXXXX & COMPANY, INC. IN ITS SOLE DISCRETION, DISCRETION SHALL DETERMINE AND (V) IN THE EVENT THE COMPANY IS REQUIRED TO PURCHASE NOTES PURSUANT TO the terms OF THE INDENTURE GOVERNING THE NOTESDETERMINE, THE DATE THE COMPANY MAILS NOTICE OF SUCH OFFER TO THE HOLDERS OF THE NOTES. THE WARRANTS SECURITY EVIDENCED BY THIS CERTIFICATE MAY NOT BE TRANSFERRED OR EXCHANGED SEPARATELY FROM, BUT MAY BE TRANSFERRED OR EXCHANGED ONLY TOGETHER WITH, THE NOTESAS A UNIT."”

Unit Legend. Each Warrant issued prior to the Separation Date shall bear a legend in substantially the following form: "THE WARRANTS SECURITY EVIDENCED BY THIS CERTIFICATE ARE IS INITIALLY ISSUED AS PART OF AN ISSUANCE OF UNITS (THE "UNITS"), EACH OF WHICH CONSISTS OF $1,000 PRINCIPAL AMOUNT AT MATURITY OF THE 13 3/89.000% SENIOR SUBORDINATED SECURED NOTES DUE 2009 OF O'SUXXXXXX XXXUSTRIES, INC. 2008 (THE "NOTES")) OF BARNEY'S, INC. AND ONE WARRANT (THE "COMMON WARRANTS") INITIALLY ENTITLING THE HOLDER THEREOF TO PURCHASE 0.9327 SHARES OF COMMON STOCK AND ONE WARRANT (THE "PREFERRED WARRANTS") INITIALLY ENTITLING THE HOLDER THEREOF TO PURCHASE 0.3927 SHARES OF SERIES B JUNIOR PREFERRED STOCK, IN EACH CASE WITH A PAR VALUE OF $0.01 PER SHARE, OF O'SUXXXXXX XXXUSTRIES HOLDINGSBARNEYS NEW YORK, INC. PRIOR TO THE EARLIEST TO OCCUR OF (I) 180 DAYS AFTER THE CLOSING OF THE OFFERING OF THE UNITS, (iiII) THE DATE ON WHICH An exchange offer A REGISTRATION STATEMENT WITH RESPECT TO A REGISTERED EXCHANGE OFFER FOR THE NOTES IS DECLARED EFFECTIVE UNDER THE SECURITIES ACT, (IiiIII) THE DATE ON WHICH A SHELF REGISTRATION STATEMENT for WITH RESPECT TO THE NOTES WARRANT SHARES IS DECLARED EFFECTIVE UNDER THE SECURITIES ACT, AND (iVIV) SUCH DATE AS lehmxx xxxthers inc.JEFFERIES & COMPANY, INC. IN ITS SOLE DISCRETIONDISCRETION SHALL DETERMINE, SHALL DETERMINE AND (V) IN THX DATE WE MAIL THE EVENT REQUISITE NOTICE TO THE COMPANY IS REQUIRED TO PURCHASE NOTES PURSUANT TO the terms OF THE INDENTURE GOVERNING THE NOTESHOLDERS, THE DATE THE COMPANY MAILS NOTICE OF SUCH OFFER TO THE HOLDERS OF THE NOTES. THE WARRANTS SECURITY EVIDENCED BY THIS CERTIFICATE MAY NOT BE TRANSFERRED OR EXCHANGED SEPARATELY FROM, BUT MAY BE TRANSFERRED OR EXCHANGED ONLY TOGETHER WITH, THE NOTESAS A UNIT."

Unit Legend. Each Warrant issued prior to the Separation Date shall bear a legend in substantially the following form: "THE WARRANTS EVIDENCED BY THIS CERTIFICATE ARE INITIALLY ISSUED AS PART OF AN ISSUANCE OF UNITS (THE "UNITS"), EACH OF WHICH CONSISTS OF $1,000 PRINCIPAL AMOUNT OF THE 13 3/8% SENIOR SUBORDINATED NOTES DUE 2009 OF O'SUXXXXXX XXXUSTRIES, INC. (THE "NOTES"), ONE WARRANT (THE "COMMON WARRANTS") INITIALLY ENTITLING THE HOLDER THEREOF TO PURCHASE 0.9327 SHARES OF COMMON STOCK AND ONE WARRANT (THE "PREFERRED WARRANTS") INITIALLY ENTITLING THE HOLDER THEREOF TO PURCHASE 0.3927 SHARES OF SERIES B JUNIOR PREFERRED STOCK, IN EACH CASE WITH A PAR VALUE OF $0.01 PER SHARE, OF O'SUXXXXXX XXXUSTRIES HOLDINGS, INC. PRIOR TO THE EARLIEST TO OCCUR OF (I) 180 DAYS AFTER THE CLOSING OF THE OFFERING OF THE UNITS, (iiII) THE DATE ON WHICH An exchange offer AN EXCHANGE OFFER REGISTRATION STATEMENT FOR THE NOTES IS DECLARED EFFECTIVE UNDER THE SECURITIES ACT, (IiiIII) THE DATE ON WHICH A SHELF REGISTRATION STATEMENT for FOR THE NOTES IS DECLARED EFFECTIVE UNDER THE SECURITIES ACT, (iVIV) SUCH DATE AS lehmxx xxxthers incLEHMXX XXXTHERS INC., IN ITS SOLE DISCRETION, SHALL DETERMINE AND (V) IN THE EVENT THE COMPANY IS REQUIRED TO PURCHASE NOTES PURSUANT TO the terms THE TERMS OF THE INDENTURE GOVERNING THE NOTES, THE DATE THE COMPANY MAILS NOTICE OF SUCH OFFER TO THE HOLDERS OF THE NOTES. THE WARRANTS EVIDENCED BY THIS CERTIFICATE MAY NOT BE TRANSFERRED OR EXCHANGED SEPARATELY FROM, BUT MAY BE TRANSFERRED OR EXCHANGED ONLY TOGETHER WITH, THE NOTES."

Unit Legend. Each Warrant Note issued prior to the Separation Date shall bear a legend in substantially the following form: "THE WARRANTS NOTES EVIDENCED BY THIS CERTIFICATE ARE INITIALLY ISSUED AS PART OF AN ISSUANCE OF UNITS (THE "UNITS"), EACH OF WHICH CONSISTS CONSIST OF $1,000 PRINCIPAL AMOUNT AT MATURITY OF THE 13 3/8% SENIOR SUBORDINATED NOTES DUE 2009 OF O'SUXXXXXX XXXUSTRIESAND ONE SHARE (COLLECTIVELY, INC. (THE "NOTES"), ONE WARRANT (THE "COMMON WARRANTSSHARES") INITIALLY ENTITLING THE HOLDER THEREOF TO PURCHASE 0.9327 SHARES OF CLASS B COMMON STOCK AND ONE WARRANT (THE "PREFERRED WARRANTS") INITIALLY ENTITLING THE HOLDER THEREOF TO PURCHASE 0.3927 SHARES OF SERIES B JUNIOR PREFERRED STOCK, IN EACH CASE WITH A PAR VALUE OF $0.01 PER SHARE, SHARE OF O'SUXXXXXX XXXUSTRIES HOLDINGS, INCNEXSTAR EQUITY CORP. PRIOR TO THE CLOSE OF BUSINESS UPON THE EARLIEST TO OCCUR OF (Ii) 180 DAYS AFTER THE CLOSING OF THE OFFERING OF THE UNITS, (ii) IN THE EVENT THE ISSUERS ARE REQUIRED TO MAKE A CHANGE OF CONTROL OFFER AS SPECIFIED IN THE INDENTURE, THE DATE ON WHICH An exchange offer NOTICE OF THE OFFER IS MAILED TO THE HOLDERS OF NOTES, (iii) THE DATE ON WHICH A REGISTRATION STATEMENT WITH RESPECT TO THE NOTES OR A REGISTERED EXCHANGE OFFER FOR THE NOTES IS DECLARED EFFECTIVE UNDER THE SECURITIES ACT, (Iiiiv) IMMEDIATELY PRIOR TO THE REDEMPTION OF ANY NOTES WITH THE PROCEEDS OF AN EQUITY OFFERING AS SPECIFIED IN THE INDENTURE, (v) THE DATE ON WHICH A SHELF REGISTRATION STATEMENT for THE NOTES IS DECLARED EFFECTIVE UNDER THE SECURITIES ACTCONSUMMATION OF AN INITIAL PUBLIC OFFERING BY NEXSTAR BROADCASTING GROUP, L.L.C., OR (iVvi) SUCH EARLIER DATE AS lehmxx xxxthers inc., DETERMINED BY BANC OF AMERICA SECURITIES L.L.C. IN ITS SOLE DISCRETION, SHALL DETERMINE AND (V) IN THE EVENT THE COMPANY IS REQUIRED TO PURCHASE NOTES PURSUANT TO the terms OF THE INDENTURE GOVERNING THE NOTESDISCRECTION, THE DATE THE COMPANY MAILS NOTICE OF SUCH OFFER TO THE HOLDERS OF THE NOTES. THE WARRANTS NOTES EVIDENCED BY THIS CERTIFICATE MAY NOT BE TRANSFERRED OR EXCHANGED SEPARATELY FROM, BUT MAY BE TRANSFERRED OR EXCHANGED ONLY TOGETHER WITH, THE NOTESCOMMON SHARES."

Unit Legend. Each Warrant issued prior to the Separation Date shall bear a legend in substantially the following form: "THE WARRANTS EVIDENCED BY THIS CERTIFICATE ARE SECURITY WAS INITIALLY ISSUED AS PART OF AN ISSUANCE OF UNITS (THE "UNITS"), EACH OF WHICH CONSISTS OF $1,000 PRINCIPAL AMOUNT OF THE 13 3/8COMPANY'S 10.5% SENIOR SUBORDINATED SECURED NOTES DUE 2009 OF O'SUXXXXXX XXXUSTRIES, INC. 2010 (THE "NOTES"), ) AND ONE WARRANT TO PURCHASE 31.5024 SHARES OF THE COMPANY'S COMMON STOCK (THE "COMMON WARRANTS") INITIALLY ENTITLING THE HOLDER THEREOF TO PURCHASE 0.9327 SHARES OF COMMON STOCK AND ONE WARRANT (THE "PREFERRED WARRANTS") INITIALLY ENTITLING THE HOLDER THEREOF TO PURCHASE 0.3927 SHARES OF SERIES B JUNIOR PREFERRED STOCK, IN EACH CASE WITH A PAR VALUE OF $0.01 PER SHARE, OF O'SUXXXXXX XXXUSTRIES HOLDINGS, INC). PRIOR TO THE EARLIEST TO OCCUR OF (I) 180 DAYS AFTER THE CLOSING OF THE OFFERING OF THE UNITS, (iiII) THE DATE ON WHICH An exchange offer A REGISTRATION STATEMENT FOR A REGISTERED EXCHANGE OFFER WITH RESPECT TO THE NOTES IS DECLARED EFFECTIVE UNDER THE SECURITIES ACT, (IiiIII) THE DATE ON WHICH A SHELF REGISTRATION STATEMENT for WITH RESPECT TO THE NOTES WARRANT SHARES IS DECLARED EFFECTIVE UNDER THE SECURITIES ACT, ACT AND (iVIV) SUCH DATE AS lehmxx xxxthers inc.JEFFERIES & COMPANY, INC. IN ITS SOLE DISCRETION, DISCRETION SHALL DETERMINE AND (V) IN THE EVENT THE COMPANY IS REQUIRED TO PURCHASE NOTES PURSUANT TO the terms OF THE INDENTURE GOVERNING THE NOTESDXXXXXXXX, THE DATE THE COMPANY MAILS NOTICE OF SUCH OFFER TO THE HOLDERS OF THE NOTES. THE WARRANTS SECURITY EVIDENCED BY THIS CERTIFICATE MAY NOT BE TRANSFERRED OR EXCHANGED SEPARATELY FROM, BUT MAY BE TRANSFERRED OR EXCHANGED ONLY TOGETHER WITHAS, THE NOTESA UNIT."

Unit Legend. Each Warrant issued prior to the Separation Date shall bear a legend in substantially the following form: "THE WARRANTS EVIDENCED BY THIS CERTIFICATE ARE INITIALLY ISSUED AS PART OF AN ISSUANCE OF UNITS (THE "UNITS"), EACH OF WHICH CONSISTS CONSIST OF $1,000 PRINCIPAL AMOUNT AT MATURITY OF THE 13 3/814% SENIOR SUBORDINATED SECURED NOTES DUE 2009 2005 OF O'SUXXXXXX XXXUSTRIES, INC. THE COMPANY (THE "NOTES"), ) AND ONE WARRANT (THE "COMMON WARRANTSWARRANT") INITIALLY ENTITLING THE HOLDER THEREOF TO PURCHASE 0.9327 3.14411 SHARES OF COMMON STOCK AND ONE WARRANT (THE "PREFERRED WARRANTS") INITIALLY ENTITLING THE HOLDER THEREOF TO PURCHASE 0.3927 SHARES OF SERIES B JUNIOR PREFERRED STOCK, IN EACH CASE WITH A PAR VALUE OF $0.01 0.001 PER SHARE, OF O'SUXXXXXX XXXUSTRIES HOLDINGS, INCTHE COMPANY. PRIOR TO THE EARLIEST TO OCCUR OF (Ii) 180 DAYS AFTER FOLLOWING THE CLOSING ISSUANCE OF THE OFFERING OF THE UNITSWARRANTS, (ii) THE DATE OF REDEMPTION OF THE NOTES, (iii) THE DATE ON WHICH An exchange offer A REGISTRATION STATEMENT FOR WITH RESPECT TO THE NOTES IS DECLARED EFFECTIVE UNDER THE SECURITIES ACT, (Iii) THE DATE ON WHICH A SHELF REGISTRATION STATEMENT for THE NOTES IS DECLARED EFFECTIVE UNDER THE SECURITIES ACT, (iViv) SUCH DATE AS lehmxx xxxthers incXXXXXXXXX & COMPANY, INC., IN ITS SOLE DISCRETIONDISCRETION SHALL DETERMINE, SHALL DETERMINE AND (Vv) IN THE EVENT THE COMPANY IS REQUIRED TO PURCHASE NOTES PURSUANT TO the terms OF A CHANGE OF CONTROL (AS DEFINED IN THE INDENTURE GOVERNING RELATING TO THE NOTES) OCCURS, THE DATE THE COMPANY MAILS THE REQUIRED NOTICE OF SUCH OFFER THEREOF TO HOLDERS AND (vii) UPON AN IPO (AS DEFINED IN THE HOLDERS WARRANT AGREEMENT PURSUANT TO WHICH THE WARRANTS HAVE BEEN ISSUED) OF THE NOTESCOMPANY'S COMMON STOCK. THE WARRANTS EVIDENCED BY THIS CERTIFICATE MAY NOT BE TRANSFERRED OR EXCHANGED SEPARATELY FROM, BUT MAY BE TRANSFERRED OR EXCHANGED ONLY TOGETHER WITH, THE NOTES."

Unit Legend. Each Warrant issued prior to the Separation Date shall bear a legend in substantially the following formlegend (the "Unit Legend") on the face thereof: "THE WARRANTS EVIDENCED BY THIS CERTIFICATE ARE INITIALLY ISSUED AS PART OF AN ISSUANCE OF UNITS (THE "UNITS"), EACH OF WHICH CONSISTS CONSIST OF $1,000 PRINCIPAL AMOUNT AT MATURITY OF THE 13 3/814% SENIOR SUBORDINATED DISCOUNT NOTES DUE 2009 OF O'SUXXXXXX XXXUSTRIES, INC. THE COMPANY (THE "NOTES"), ) AND ONE WARRANT (THE "COMMON WARRANTSWARRANT") INITIALLY ENTITLING THE HOLDER THEREOF TO PURCHASE 0.9327 1.4155 SHARES OF CLASS A COMMON STOCK AND ONE WARRANT (THE "PREFERRED WARRANTS") INITIALLY ENTITLING THE HOLDER THEREOF TO PURCHASE 0.3927 SHARES OF SERIES B JUNIOR PREFERRED STOCK, IN EACH CASE WITH A PAR VALUE OF $0.01 PER SHARE, OF O'SUXXXXXX XXXUSTRIES HOLDINGS, INCTHE COMPANY. PRIOR TO THE EARLIEST TO OCCUR OF (I) 180 DAYS AFTER THE CLOSING OF DATE THAT IS SIX MONTHS FOLLOWING THE OFFERING INITIAL SALE OF THE UNITS, (iiII) THE COMMENCEMENT OF AN EXCHANGE OFFER WITH RESPECT TO THE NOTES, (III) THE DATE ON WHICH An exchange offer A SHELF REGISTRATION STATEMENT FOR (AS DEFINED IN THE REGISTRATION RIGHTS AGREEMENT) WITH RESPECT TO THE NOTES IS DECLARED EFFECTIVE UNDER THE SECURITIES ACTEFFECTIVE, (IiiIV) A CHANGE OF CONTROL (AS DEFINED IN THE DATE ON WHICH A SHELF REGISTRATION STATEMENT for THE NOTES IS DECLARED EFFECTIVE UNDER THE SECURITIES ACTINDENTURE), OR (iVV) SUCH DATE AS lehmxx xxxthers inc.BANCAMERICA XXXXXXXXX XXXXXXXX MAY, IN ITS SOLE DISCRETION, SHALL DETERMINE AND (V) IN THE EVENT THE COMPANY IS REQUIRED TO PURCHASE NOTES PURSUANT TO the terms OF THE INDENTURE GOVERNING THE NOTESDEEM APPROPRIATE, THE DATE THE COMPANY MAILS NOTICE OF SUCH OFFER TO THE HOLDERS OF THE NOTES. THE WARRANTS EVIDENCED BY THIS CERTIFICATE MAY NOT BE TRANSFERRED OR EXCHANGED SEPARATELY FROM, BUT MAY BE TRANSFERRED OR EXCHANGED ONLY TOGETHER WITH, THE NOTES."

Unit Legend. Each Warrant issued prior to the Separation Date shall bear a legend in substantially the following form: "THE WARRANTS EVIDENCED BY THIS CERTIFICATE ARE INITIALLY ISSUED AS PART OF AN ISSUANCE OF UNITS (THE "UNITS"), EACH OF WHICH CONSISTS OF $1,000 PRINCIPAL AMOUNT AT MATURITY OF THE 13 3/814% SENIOR SUBORDINATED DISCOUNT NOTES DUE 2009 2010 OF O'SUXXXXXX XXXUSTRIESiPCS, INC. (THE "NOTES"), ONE WARRANT ) AND WARRANTS (THE "COMMON WARRANTS") EACH INITIALLY ENTITLING THE HOLDER THEREOF TO PURCHASE 0.9327 9.94233 SHARES OF COMMON STOCK AND ONE WARRANT (THE "PREFERRED WARRANTS") INITIALLY ENTITLING THE HOLDER THEREOF TO PURCHASE 0.3927 SHARES OF SERIES B JUNIOR PREFERRED STOCK, IN EACH CASE WITH A PAR VALUE OF $0.01 .01 PER SHARE, OF O'SUXXXXXX XXXUSTRIES HOLDINGS, INCTHE COMPANY. "PRIOR TO THE EARLIEST TO OCCUR OF (I) 180 DAYS AFTER THE CLOSING OF THE OFFERING OF THE UNITS, (iiII) THE DATE ON WHICH An exchange offer A REGISTRATION STATEMENT WITH RESPECT TO A REGISTERED EXCHANGE OFFER FOR THE NOTES IS DECLARED EFFECTIVE UNDER THE ACT, (III) THE DATE A SHELF REGISTRATION STATEMENT WITH RESPECT TO THE NOTES IS DECLARED EFFECTIVE UNDER THE SECURITIES ACT, (IiiIV) THE DATE ON WHICH OCCURRENCE OF A SHELF REGISTRATION STATEMENT for THE NOTES IS DECLARED EFFECTIVE UNDER THE SECURITIES ACT, CHANGE OF CONTROL OR AN EVENT OF DEFAULT (iV) SUCH DATE EACH AS lehmxx xxxthers inc., DEFINED IN ITS SOLE DISCRETION, SHALL DETERMINE AND (V) IN THE EVENT THE COMPANY IS REQUIRED TO PURCHASE NOTES PURSUANT TO the terms OF THE INDENTURE GOVERNING THE NOTES) AND (V) SUCH DATE AS XXXXXXXXX, THE DATE THE COMPANY MAILS XXXXXX & XXXXXXXX SECURITIES CORPORATION IN ITS SOLE DISCRETION SHALL DETERMINE UPON NOTICE OF SUCH OFFER TO THE HOLDERS OF THE NOTES. COMPANY, THE WARRANTS EVIDENCED BY THIS CERTIFICATE MAY NOT BE TRANSFERRED OR EXCHANGED SEPARATELY FROM, BUT MAY BE TRANSFERRED OR EXCHANGED ONLY TOGETHER WITH, THE NOTES."

Unit Legend. Each Warrant Note issued prior to the Separation Date shall bear a legend in substantially the following formlegend (the "UNIT LEGEND") on the face thereof: "THE WARRANTS NOTES EVIDENCED BY THIS CERTIFICATE ARE INITIALLY ISSUED AS PART OF AN ISSUANCE OF UNITS (THE "UNITS"), EACH OF WHICH CONSISTS CONSIST OF $1,000 PRINCIPAL AMOUNT OF THE 13 3/8% SENIOR SUBORDINATED NOTES DUE 2009 OF O'SUXXXXXX XXXUSTRIESAND 1.353 SHARES, INC. (THE "NOTES"), ONE WARRANT (THE "COMMON WARRANTS") INITIALLY ENTITLING THE HOLDER THEREOF TO PURCHASE 0.9327 SHARES OF COMMON STOCK AND ONE WARRANT (THE "PREFERRED WARRANTS") INITIALLY ENTITLING THE HOLDER THEREOF TO PURCHASE 0.3927 SHARES OF SERIES B JUNIOR PREFERRED STOCK, IN EACH CASE WITH A PAR VALUE OF $0.01 PER SHARE, OF O'SUXXXXXX XXXUSTRIES HOLDINGS, INCTHE COMPANY'S COMMON STOCK (THE "UNIT COMMON STOCK"). PRIOR TO THE CLOSE OF BUSINESS UPON THE EARLIEST TO OCCUR OF (Ii) THE DATE THAT IS 180 DAYS AFTER FROM THE CLOSING OF THE OFFERING OF THE UNITSISSUE DATE, (ii) THE DATE ON WHICH An exchange offer THE EXCHANGE OFFER REGISTRATION STATEMENT FOR THE NOTES IS DECLARED EFFECTIVE UNDER THE SECURITIES ACTACT OF 1933, (Iiiiii) THE DATE ON WHICH A SHELF REGISTRATION STATEMENT for OCCURRENCE OF AN INITIAL PUBLIC OFFERING OR THE NOTES IS DECLARED EFFECTIVE UNDER SALE OF ALL OR SUBSTANTIALLY ALL OF THE SECURITIES ACTASSETS OF AN ISSUER, (iViv) SUCH DATE AS lehmxx xxxthers inc.THE INITIAL PURCHASERS IN THEIR SOLE DISCRETION SHALL DETERMINE, IN ITS SOLE DISCRETION, SHALL DETERMINE AND (Vv) IN THE EVENT THE COMPANY IS REQUIRED TO PURCHASE NOTES PURSUANT TO the terms IF A CHANGE OF THE INDENTURE GOVERNING THE NOTESCONTROL OCCURS, THE DATE THE COMPANY MAILS ISSUERS MAIL THE NOTICE OF SUCH OFFER TO THE HOLDERS REQUIRED BY SECTION 4.15 OF THE NOTESINDENTURE TO EACH HOLDER. THE WARRANTS NOTES EVIDENCED BY THIS CERTIFICATE MAY NOT BE TRANSFERRED OR EXCHANGED SEPARATELY FROM, BUT MAY BE TRANSFERRED OR EXCHANGED ONLY TOGETHER WITH, THE NOTESUNIT COMMON STOCK."

Unit Legend. Each Warrant issued prior to the Separation Date shall bear a legend in substantially the following form: "THE WARRANTS EVIDENCED BY THIS CERTIFICATE ARE INITIALLY ISSUED AS PART OF AN ISSUANCE OF UNITS (THE "UNITS"), EACH OF WHICH CONSISTS CONSIST OF $1,000 PRINCIPAL AMOUNT AT MATURITY OF THE 13 3/812% SENIOR SUBORDINATED NOTES DUE 2009 OF O'SUXXXXXX XXXUSTRIES, INC. (THE "NOTES"), ) OF XXXXXXX CORPORATION AND ONE WARRANT (THE "COMMON WARRANTS") INITIALLY ENTITLING THE HOLDER THEREOF TO PURCHASE 0.9327 SHARES OF 1.22987 [COMMON STOCK AND ONE WARRANT (THE "PREFERRED WARRANTS") INITIALLY ENTITLING THE HOLDER THEREOF TO PURCHASE 0.3927 SHARES OF SERIES B JUNIOR PREFERRED STOCKSHARES, IN EACH CASE WITH A PAR VALUE OF $0.01 PER SHARE, OF O'SUXXXXXX XXXUSTRIES HOLDINGSVIKING MERGER SUB. INC.] [SHARES, INC. PAR VALUE $0.01 PER SHARE, OF XXXXXXX CORPORATION CLASS B COMMON STOCK] PRIOR TO THE EARLIEST TO OCCUR OF (I) 180 DAYS AFTER THE CLOSING OF THE OFFERING OF THE UNITS, . (iiII) THE DATE ON WHICH An exchange offer A REGISTRATION STATEMENT WITH RESPECT TO A REGISTERED EXCHANGE OFFER FOR THE NOTES IS DECLARED EFFECTIVE UNDER THE UNITED STATES SECURITIES ACT OF 1933 (THE "SECURITIES ACT"), (IiiIII) THE DATE ON WHICH A SHELF REGISTRATION STATEMENT for WITH RESPECT TO THE NOTES OR THE WARRANTS IS DECLARED EFFECTIVE UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), (iVIV) SUCH DATE AS lehmxx xxxthers inc.XXXXXXXXX, LUFKIN & XXXXXXXX SECURITIES CORPORATION IN ITS SOLE DISCRETION, DISCRETION SHALL DETERMINE AND (V) THE DATE ON WHICH THE ISSUER OF THE NOTES GIVES THE NOTICE REQUIRED BY THE INDENTURE GOVERNING THE NOTES UPON THE OCCURRENCE OF A CHANGE OF CONTROL (AS DEFINED IN THE EVENT THE COMPANY IS REQUIRED TO PURCHASE NOTES PURSUANT TO the terms OF THE INDENTURE GOVERNING THE NOTES), THE DATE THE COMPANY MAILS NOTICE OF SUCH OFFER TO THE HOLDERS OF THE NOTES. THE WARRANTS EVIDENCED BY THIS CERTIFICATE MAY NOT BE TRANSFERRED OR EXCHANGED SEPARATELY FROM, BUT MAY BE MAYBE TRANSFERRED OR EXCHANGED ONLY TOGETHER WITH, THE NOTES."

Unit Legend. Each Warrant issued prior to the Separation Date shall bear a legend in substantially the following formlegend (the "Unit Legend") on the face thereof: "THE WARRANTS EVIDENCED BY THIS CERTIFICATE ARE INITIALLY ISSUED AS PART OF AN ISSUANCE OF UNITS (THE "UNITS"), EACH OF WHICH CONSISTS CONSIST OF $1,000 PRINCIPAL AMOUNT OF THE 13 3/814 1/2% SENIOR SUBORDINATED NOTES DUE 2009 2008 OF O'SUXXXXXX XXXUSTRIES, INC. THE COMPANY (THE "NOTES"), ) AND ONE WARRANT (THE "COMMON WARRANTSWARRANT") INITIALLY ENTITLING THE HOLDER THEREOF TO PURCHASE 0.9327 SHARES OF COMMON STOCK AND ONE WARRANT (THE "PREFERRED WARRANTS") INITIALLY ENTITLING THE HOLDER THEREOF TO PURCHASE 0.3927 SHARES OF SERIES B JUNIOR PREFERRED STOCK0.635 SHARES, IN EACH CASE WITH A PAR VALUE OF $0.01 PER SHARE, OF O'SUXXXXXX XXXUSTRIES HOLDINGS, INCTHE COMPANY. PRIOR TO THE EARLIEST TO OCCUR OF (Ii) 180 DAYS AFTER THE CLOSING OF DATE THAT IS SIX MONTHS FOLLOWING THE OFFERING INITIAL SALE OF THE UNITS, (ii) THE COMMENCEMENT OF AN EXCHANGE OFFER WITH RESPECT TO THE NOTES, (iii) THE DATE ON WHICH An exchange offer A SHELF REGISTRATION STATEMENT FOR (AS DEFINED IN THE INDENTURE) WITH RESPECT TO THE NOTES IS DECLARED EFFECTIVE UNDER THE SECURITIES ACTEFFECTIVE, (Iiiiv) A CHANGE OF CONTROL (AS DEFINED IN THE DATE ON WHICH A SHELF REGISTRATION STATEMENT for THE NOTES IS DECLARED EFFECTIVE UNDER THE SECURITIES ACTINDENTURE), OR (iVv) SUCH DATE AS lehmxx xxxthers inc.BEAR, XXXXXXX & CO. INC. MAY, IN ITS SOLE DISCRETION, SHALL DETERMINE AND (V) IN THE EVENT THE COMPANY IS REQUIRED TO PURCHASE NOTES PURSUANT TO the terms OF THE INDENTURE GOVERNING THE NOTESDEEM APPROPRIATE, THE DATE THE COMPANY MAILS NOTICE OF SUCH OFFER TO THE HOLDERS OF THE NOTES. THE WARRANTS EVIDENCED BY THIS CERTIFICATE MAY NOT BE TRANSFERRED OR EXCHANGED SEPARATELY FROM, BUT MAY BE TRANSFERRED OR EXCHANGED ONLY TOGETHER WITH, THE NOTES."

Unit Legend. Each Warrant issued prior to the Separation Date shall will bear a legend in substantially to the following formeffect unless otherwise agreed by the Company and the holder thereof: "THE WARRANTS EVIDENCED BY THIS CERTIFICATE ARE INITIALLY ISSUED AS PART OF AN ISSUANCE OF UNITS (THE "UNITS"), EACH OF WHICH CONSISTS OF $1,000 PRINCIPAL AMOUNT AT MATURITY OF THE 13 3/812.25% SENIOR SUBORDINATED DISCOUNT NOTES DUE 2009 OF O'SUXXXXXX XXXUSTRIES, INC. 2008 (THE "NOTES"), ONE WARRANT (THE "COMMON WARRANTS") INITIALLY ENTITLING THE HOLDER THEREOF TO PURCHASE 0.9327 SHARES OF COMMON STOCK ESCROW CORP. AND ONE WARRANT (THE "PREFERRED WARRANTS") INITIALLY ENTITLING THE HOLDER THEREOF TO PURCHASE 0.3927 SHARES OF SERIES B JUNIOR PREFERRED STOCK14.0953 SHARES, IN EACH CASE WITH A PAR VALUE OF $0.01 PER SHARE, OF O'SUXXXXXX XXXUSTRIES HOLDINGS, INCAMERICAN TOWER CORPORATION. PRIOR TO THE EARLIEST TO OCCUR OF (I) 180 DAYS AFTER THE CLOSING OF THE OFFERING OF THE UNITSOFFERING, (iiII) THE DATE ON WHICH An exchange offer A REGISTRATION STATEMENT FOR A REGISTERED EXCHANGE OFFER WITH RESPECT TO THE NOTES IS DECLARED EFFECTIVE UNDER THE SECURITIES ACT, (IiiIII) THE DATE ON WHICH A SHELF REGISTRATION STATEMENT for WITH RESPECT TO THE NOTES WARRANTS IS DECLARED EFFECTIVE UNDER THE SECURITIES ACT, (iVIV) SUCH DATE AS lehmxx xxxthers inc., CREDIT SUISSE FIRST BOSTON LLC IN ITS SOLE DISCRETION, DISCRETION SHALL DETERMINE AND (V) IN THE EVENT THE COMPANY IS REQUIRED TO PURCHASE NOTES PURSUANT TO the terms OF THE INDENTURE GOVERNING THE NOTESA CHANGE OF CONTROL, THE DATE AMERICAN TOWER ESCROW CORPORATION (OR ITS SUCCESSOR) MAILS THE COMPANY MAILS REQUISITE NOTICE OF SUCH OFFER TO THE HOLDERS OF THE NOTES. HOLDERS, THE WARRANTS EVIDENCED BY THIS CERTIFICATE MAY NOT BE TRANSFERRED OR EXCHANGED SEPARATELY FROM, BUT MAY BE TRANSFERRED OR EXCHANGED ONLY TOGETHER WITH, THE NOTES."

Unit Legend. Each Warrant Note issued prior to the Separation Date shall bear a legend in substantially the following formlegend (the "Unit Legend") on the face thereof: "THE WARRANTS NOTES EVIDENCED BY THIS CERTIFICATE ARE INITIALLY ISSUED AS PART OF AN ISSUANCE OF UNITS (THE "UNITS"), EACH OF WHICH CONSISTS CONSIST OF $1,000 PRINCIPAL AMOUNT AT MATURITY OF THE 13 3/8% SENIOR SUBORDINATED NOTES DUE 2009 OF O'SUXXXXXX XXXUSTRIES, INC. (THE "NOTES"), AND ONE WARRANT (THE EACH, A "COMMON WARRANTSWARRANT") INITIALLY ENTITLING THE HOLDER THEREOF TO PURCHASE 0.9327 SHARES OF COMMON STOCK AND ONE WARRANT (THE "PREFERRED WARRANTS") INITIALLY ENTITLING THE HOLDER THEREOF TO PURCHASE 0.3927 SHARES OF SERIES B JUNIOR PREFERRED STOCK3.14411 SHARES, IN EACH CASE WITH A PAR VALUE OF $0.01 0.001 PER SHARE, OF O'SUXXXXXX XXXUSTRIES HOLDINGS, INCTHE COMPANY. PRIOR TO THE NOTES AND WARRANTS WILL BE AUTOMATICALLY SEPARATED UPON THE EARLIEST TO OCCUR OF (Ii) 180 DAYS AFTER FROM THE CLOSING DATE OF THE OFFERING OF THE UNITSISSUANCE, (ii) THE DATE OF REDEMPTION OF THE NOTES, (iii) THE DATE ON WHICH An exchange offer A REGISTRATION STATEMENT WITH RESPECT TO A REGISTERED EXCHANGE OFFER FOR THE NOTES IS DECLARED EFFECTIVE UNDER THE SECURITIES ACT, (Iiiiv) THE DATE ON WHICH A THE SHELF REGISTRATION STATEMENT for (AS DEFINED IN THE NOTES INDENTURE) IS DECLARED EFFECTIVE UNDER THE SECURITIES ACT, (iVv) SUCH DATE AS lehmxx xxxthers incXXXXXXXXX & COMPANY, INC., IN ITS SOLE DISCRETION, SHALL DETERMINE AND DETERMINE, (Vvi) IN THE EVENT OF A CHANGE OF CONTROL (AS DEFINED IN THE COMPANY IS REQUIRED TO PURCHASE NOTES PURSUANT TO the terms OF INDENTURE) AND (vii) UPON AN IPO (AS DEFINED IN THE INDENTURE GOVERNING THE NOTES, THE DATE THE COMPANY MAILS NOTICE OF SUCH OFFER TO THE HOLDERS OF THE NOTESINDENTURE). THE WARRANTS NOTES EVIDENCED BY THIS CERTIFICATE MAY NOT BE TRANSFERRED OR EXCHANGED SEPARATELY SEPARATED FROM, BUT MAY BE TRANSFERRED OR EXCHANGED ONLY TOGETHER WITH, THE NOTESWARRANTS UNTIL THE SEPARATION DATE."