0000912057-01-008581 Sample Contracts

SHORT TERM CREDIT AGREEMENT dated as of November 28, 2000 among HILTON HOTELS CORPORATION The Lenders and Syndication Agents Referred to Herein and BANK OF AMERICA, N.A., as Administrative Agent
Term Credit Agreement • March 28th, 2001 • Hilton Hotels Corp • Hotels & motels • New York

SHORT TERM CREDIT AGREEMENT dated as of November 28, 2000, among HILTON HOTELS CORPORATION ("Borrower"), the Lenders who are parties hereto from time to time, WACHOVIA BANK, N.A., FIRST UNION NATIONAL BANK and THE BANK OF NOVA SCOTIA, as Syndication Agents, and BANK OF AMERICA, N.A., as Administrative Agent. While not a party hereto, Banc of America Securities, LLC has acted as Lead Arrangers and sole book manager of the credit facilities described herein. The parties hereto agree as follows:

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Amendment to Rights Agreement Changing Rights Agent
Rights Agreement • March 28th, 2001 • Hilton Hotels Corp • Hotels & motels

This Amendment to Rights Agreement Changing Rights Agent, dated as of February 15, 2001 (the "Agreement"), is entered into between Hilton Hotels Corporation, a Delaware corporation (the "Company"), and The Bank of New York, a New York trust company.

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