0000950129-07-002050 Sample Contracts

FRANKLIN BANK CORP., ISSUER AND THE BANK OF NEW YORK TRUST COMPANY, N.A., TRUSTEE FIRST SUPPLEMENTAL INDENTURE Dated as of April 18, 2007 Supplementing that Certain INDENTURE Dated as of April 9, 2007 4% CONTINGENT CONVERTIBLE SENIOR NOTES DUE 2027
First Supplemental Indenture • April 18th, 2007 • Franklin Bank Corp • Savings institutions, not federally chartered

This First Supplemental Indenture, dated as of April 18, 2007 (the “Supplemental Indenture”), between Franklin Bank Corp., a corporation duly organized and existing under the laws of the State of Delaware, having its principal office at 9800 Richmond Avenue, Suite 680, Houston, Texas 77042 (herein called the “Company”), and The Bank of New York Trust Company, N.A., a national banking association, as Trustee hereunder (herein called the “Trustee”), supplementing that certain Indenture, dated as of April 9, 2007, between the Company and the Trustee (the “Indenture”).

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Franklin Bank Corp. 4% Contingent Convertible Senior Notes due 2027 UNDERWRITING AGREEMENT
Underwriting Agreement • April 18th, 2007 • Franklin Bank Corp • Savings institutions, not federally chartered • New York

summary of matters of United States federal income tax law, fairly and accurately summarize such matters in all material respects.

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