0000950129-08-006100 Sample Contracts

December __, 2008 [Senior Executive Officer] c/o Whitney Holding Corporation 228 St. Charles Avenue New Orleans, LA 70130 Dear [Senior Executive Officer],
Securities Purchase Agreement • December 23rd, 2008 • Whitney Holding Corp • National commercial banks

Whitney Holding Corporation (the “Company”) anticipates entering into a Securities Purchase Agreement (the “Participation Agreement”), with the United States Department of Treasury (“Treasury”) that provides for the Company’s participation in the Treasury’s TARP Capital Purchase Program (the “CPP”). If the Company does not participate or ceases at any time to participate in the CPP, this letter shall be of no further force and effect.

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