0000950123-07-007061 Sample Contracts

AMENDMENT NO. 1
Credit Agreement Amendment • May 9th, 2007 • Foster Wheeler LTD • Heavy construction other than bldg const - contractors

AMENDMENT NO. 1 dated as of May 4, 2007 between FOSTER WHEELER LLC, FOSTER WHEELER INC., FOSTER WHEELER USA CORPORATION, FOSTER WHEELER NORTH AMERICA CORP., FOSTER WHEELER ENERGY CORPORATION and FOSTER WHEELER INTERNATIONAL CORPORATION (each a “Borrower” and, collectively, the “Borrowers”), FOSTER WHEELER LTD. (the “Parent”), FOSTER WHEELER HOLDINGS LTD. (“Holdco”), the “Subsidiary Guarantors” referred to on the signature pages hereto (the “Subsidiary Guarantors”) and BNP PARIBAS, in its capacities as Administrative Agent, pursuant to authority granted by each Lender pursuant to Section 11.02(b) of the Credit Agreement referred to below, and as Issuing Lender.

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