EXHIBIT 4.4 AGREEMENT TO FURNISH INSTRUMENTS WITH RESPECT TO LONG-TERM DEBT Pursuant to Item 601(b)(4) of Regulation S-K, there is not filed with this report certain instruments with respect to Long-term debt under which the total amount of securities...

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                                                                     EXHIBIT 4.4


                        AGREEMENT TO FURNISH INSTRUMENTS

                         WITH RESPECT TO LONG-TERM DEBT


                 Pursuant to Item 601(b)(4) of Regulation S-K, there is not
filed with this report certain instruments with respect to Long-term debt under
which the total amount of securities authorized thereunder does not exceed 10
per cent of the total assets of Registrant and its subsidiaries on a
consolidated basis.  Registrant agrees to furnish a copy of any such instrument
to the Commission upon request.


                                        SERVICE CORPORATION INTERNATIONAL



                                        By:  /s/ Xxxxx X. Xxxxxxx
                                           ------------------------------
                                                 Xxxxx X. Xxxxxxx
                                                 Senior Vice President


                                        Date:    March 28, 1997