UNDERWRITING AGREEMENTEsterline Technologies Corp • January 19th, 2001 • Special industry machinery, nec • New York
Esterline Technologies Corporation, a Delaware corporation (the "Company"), proposes to issue and sell to the underwriters named in Schedule A annexed hereto (the "Underwriters") an aggregate of 2,800,000 shares (the "Firm Shares") of Common Stock, $0.20 par value (the "Common Stock"), of the Company. In addition, solely for the purpose of covering over-allotments, the Company proposes to grant to the Underwriters the option to purchase from the Company up to an additional 420,000 shares of Common Stock (the "Additional Shares"). The Firm Shares and the Additional Shares are hereinafter collectively sometimes referred to as the "Shares." The Shares are described in the Prospectus which is referred to below. UBS Warburg LLC and First Union Securities, Inc. are acting as representatives of the several Underwriters and in such capacity are hereinafter referred to as "you."
