0000950123-09-051590 Sample Contracts

JEFFERIES GROUP, INC., Issuer and THE BANK OF NEW YORK MELLON, Trustee INDENTURE Dated as of October ___, 2009 Convertible Securities
Jefferies Group Inc /De/ • October 20th, 2009 • Security brokers, dealers & flotation companies • New York

INDENTURE, dated as of October ___, 2009, between Jefferies Group, Inc., a corporation duly organized and existing under the laws of the State of Delaware (herein called the “Company”), having its principal office at 520 Madison Avenue, 12th Floor, New York, NY 10022 and The Bank of New York Mellon, a New York banking corporation, as Trustee (herein called the “Trustee”).

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