0000909567-07-000601 Sample Contracts

Brookfield Asset Management Inc. Underwriting Agreement
Brookfield Asset • April 25th, 2007 • Brookfield Asset Management Inc. • General bldg contractors - residential bldgs • New York

Brookfield Asset Management Inc., a corporation organized under the laws of Ontario (the “Company”), proposes to sell to the several underwriters named in Schedule II hereto (the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, the principal amount of its securities identified in Schedule I hereto (the “Securities”), to be issued under an indenture (the “Indenture”) dated as of September 20, 1995 (as amended and supplemented by an Eighth Supplemental Indenture to be dated as of April 25, 2007), between the Company and Computershare Trust Company of Canada (formerly, Montreal Trust Company of Canada), as trustee (the “Trustee”). To the extent there are no additional Underwriters listed on Schedule I other than you, the term Representatives as used herein shall mean you, as Underwriters, and the terms Representatives and Underwriters shall mean either the singular or plural as the context requires. Any reference herein to the Registration Statement, th

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