0000898822-09-000476 Sample Contracts

Underwriting Agreement
Saks Inc • October 1st, 2009 • Retail-department stores • New York

Saks Incorporated, a Tennessee corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of 14,925,373 shares (the “Firm Shares”) and, at the election of the Underwriters, up to 2,238,805 additional shares (the “Optional Shares”) of common stock, par value $0.10 per share (“Stock”) of the Company (the Firm Shares and the Optional Shares that the Underwriters elect to purchase pursuant to Section 2 hereof being collectively called the “Shares”).

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