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2 similar Form of Exchange Agent Agreement contracts by CSN Islands IX Corp., Tele Norte Leste Participacoes Sa

FORM OF EXCHANGE AGENT AGREEMENT
Form of Exchange Agent Agreement • September 27th, 2005 • CSN Islands IX Corp. • Steel works, blast furnaces & rolling & finishing mills • New York

CSN Islands IX Corp., a Cayman Islands Company (the “Company”), proposes to make an offer (the “Exchange Offer”) to exchange up to $400,000,000 in principal amount of the Company’s registered 10.00% Guaranteed Notes due 2015 (the “New Notes”) for a like principal amount of its outstanding unregistered 10.00% Guaranteed Notes due 2015 (the “Old Notes”). The Old Notes were, and the New Notes will be, issued under an indenture dated September 24, 2004 (the “Indenture”) among the Company, Companhia Siderurgica Nacional (“CSN”), JPMorgan Chase Bank, as trustee and New York paying agent, J.P. Morgan Trust Bank LTD., as principal paying agent and J.P. Morgan Bank Luxembourg S.A., as Luxembourg paying agent. The terms and conditions of the Exchange Offer as currently contemplated are set forth in a prospectus dated , 2005 (the “Prospectus”) included in the Company’s registration statement on Form F-4 (File No. 333-128416), as amended (the “Registration Statement”) filed with the Securities and

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FORM OF EXCHANGE AGENT AGREEMENT
Form of Exchange Agent Agreement • August 24th, 2004 • Tele Norte Leste Participacoes Sa • Radiotelephone communications • New York

Tele Norte Leste Participações S.A., a corporation organized and existing under the laws of The Federative Republic of Brazil, (the “Company”), proposes to make an offer (the “Exchange Offer”) to exchange up to $300,000,000 aggregate principal amount of its Series B 8.0% Notes due 2013 (the “New Notes”), for a like principal amount of its Series A 8.0% Notes due 2013 issued under an indenture dated December 18, 2003 (the “Old Notes”). The terms and conditions of the Exchange Offer as currently contemplated are set forth in a prospectus (the “Prospectus” included in the registration statement of the Company on Form F-4 (File No. 333- ), (the “Registration Statement”)) filed with the Securities and Exchange Commission (the “SEC”), and proposed to be distributed to all record holders of the Old Notes who acquired such Old Notes pursuant to an exemption from the registration requirements under the Securities Act of 1933, as amended (the “Securities Act”). The Old Notes and the New Notes ar

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