Exhibit 4
Mafco Holdings Inc.
00 Xxxx 00xx Xxxxxx
Xxx Xxxx, Xxx Xxxx 00000
December 3, 2002
Panavision Inc.
0000 Xx Xxxx Xxxxxx
Xxxxxxxx Xxxxx, Xxxxxxxxxx 00000
Re: Termination of Registration Rights Agreement
Gentlemen:
Reference is hereby made to the Registration Rights Agreement, dated
as of June 27, 2002 (the "Registration Rights Agreement"), between Mafco
Holdings Inc., a Delaware corporation ("Mafco") and Panavision Inc., a
Delaware corporation ("Panavision").
The undersigned hereby agree that the Registration Rights Agreement
is hereby terminated, effective as of the date hereof, and as a result of such
termination, neither Mafco nor Panavision (nor any of their respective
directors or officers) shall have any further obligations or liabilities to
the other in connection with or arising out of the Registration Rights
Agreement or its termination.
Very truly yours,
MAFCO HOLDINGS INC.
By: /s/ Xxxx X. Xxxxxxx
-------------------------
Name: Xxxx X. Xxxxxxx
Title: Executive Vice President and
Chief Financial Officer
ACCEPTED AND AGREED:
PANAVISION INC.
By: /s/ Xxxx X. Xxxxxx
------------------------
Name: Xxxx X. Xxxxxx
Title: Executive Vice President and
General Counsel
