0000950117-05-002096 Sample Contracts

SECOND AMENDED AND RESTATED RIGHTS AGREEMENT CURTISS-WRIGHT CORPORATION and American Stock Transfer & Trust Company, as Rights Agent Dated as of May 24, 2005
Rights Agreement • May 24th, 2005 • Curtiss Wright Corp • Misc industrial & commercial machinery & equipment • New York

Second Amended and Restated Rights Agreement, dated as of November 6, 2000, as amended and restated as of November 20, 2001, as further amended as of February 1, 2002 (the “Old Rights Agreement”), as further amended and restated as of May 24, 2005 (as amended, the “Rights Agreement” or the “Agreement”), between Curtiss-Wright Corporation, a Delaware corporation (the “Company”), and American Stock Transfer & Trust Company, a New York corporation, as successor to Mellon Investor Services LLC, a New Jersey limited liability company (f/k/a ChaseMellon Shareholder Services, L.L.C.), as Rights Agent (the “Rights Agent”).

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