GNC CORPORATION (a Delaware corporation) [l] Shares of Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • July 28th, 2006 • GNC Corp • Retail-food stores • New York
I, Curtis Larrimer, Executive Vice President and Chief Financial Officer of GNC Corporation (the “Company”), do hereby certify, pursuant to Section 5(g) of the Underwriting Agreement, dated [ ], 2006, among the Company and the underwriters listed on Schedule A thereto (the “Underwriters”), relating to purchase and sale of l shares (l shares, if the Underwriters exercise their over-allotment option) of the Company’s common stock, par value $0.01 per share (the “Stock”), as follows:
