Exhibit 4.2
CONFORMED COPY
SUNAMERICA INC.
and
THE FIRST NATIONAL BANK OF CHICAGO,
Trustee
____________
SUPPLEMENTAL INDENTURE
Dated as of June 28, 1993
Supplementing Indenture Dated as of April 15, 1993
____________
SUPPLEMENTAL INDENTURE dated as of June 28, 1993, between
SunAmerica Inc., a Maryland corporation (the "Issuer"), and The First National
Bank of Chicago, a national banking association (the "Trustee"),
W I T N E S S E T H :
WHEREAS, the Issuer has heretofore executed and delivered to
the Trustee a certain Indenture dated as of April 15, 1993 (the "Indenture")
providing for the issuance from time to time of its unsecured debentures,
notes or other evidences of indebtedness to be issued in one or more series
(the "Securities") up to such principal amount or amounts as may from time to
time be authorized in accordance with the Indenture; and
WHEREAS, because of an error, the Indenture as executed does not
correctly reflect the address of the trustee; and
WHEREAS, the parties hereto desire to enter into this
Supplemental Indenture for the purpose of amending the terms of the Indenture,
as permitted in accordance with Section 8.1 of the Indenture, to correct this
defect;
NOW, THEREFORE:
In consideration of the foregoing and for other good and
valuable consideration, the receipt of which is hereby acknowledged, the
Issuer and the Trustee mutually covenant and agree for the equal and
proportionate benefit of the respective holders from time to time of the
Securities as follows:
Section 1. Corporate Trust Office. The address listed for the
Corporate Trust Office set forth in Section 1.1 shall be amended by
substituting the words "County of Xxxx, the city of Chicago" for the words
"County of Los Angeles, the city of Los Angeles".
Section 2. New York Law to Govern. This Supplemental
Indenture shall be deemed to be a contract under the laws of the State of New
York, and for all purposes shall be construed in accordance with the laws of
said State, except as may otherwise be required by mandatory provisions of law.
Section 3. Counterparts. This Supplemental Indenture may be
executed in any number of counterparts, each of which shall be an original;
but such counterparts shall together constitute but one and the same
instrument.
Section 4. Effect of Headings. The Section headings herein
are for convenience only and shall not affect the construction hereof.
IN WITNESS WHEREOF, the parties hereto have caused this
Supplemental Indenture to be duly executed and attested, all as of the date
first above written.
SUNAMERICA INC.
By /s/ Xxxxx X. Xxxxxxx
--------------------
Title: Senior Vice President
Attest:
By /s/ Xxxxx X. Xxxxxx
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Title: Vice President
THE FIRST NATIONAL BANK
OF CHICAGO,
as Trustee
By /s/ X. X. Xxxxxxx
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Title: Vice President
Attest:
By /s/ X. Xxxxxxxx
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Title: Assistant Secretary
STATE OF CALIFORNIA )
: ss.:
COUNTY OF LOS ANGELES )
On this 28th day of June, 1993, before me personally came Xxxxx
X. Xxxxxxx, to me known, who being by me personally sworn, did depose and say
that he is the Senior Vice President of SunAmerica Inc., the corporation
described in and on behalf of which he has executed the above instrument, and
that he is authorized by said corporation to execute the same.
Xxxxxxxx X. Xxxxx
-----------------
Notary Public
STATE OF ILLINOIS )
: ss.:
COUNTY OF XXXX )
On this 28th day of June, 1993, before me personally came X. X.
Xxxxxxx, who being known personally to me, did depose and say that he is the
Vice President of The First National Bank of Chicago, the national banking
association described in and on behalf of which he has executed the above
instrument, and that he is authorized by said national banking association to
execute the same.
Xxxxxxx XxXxxxx
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Notary Public
