0000950134-07-002713 Sample Contracts

THIRD AMENDMENT TO RIGHTS AGREEMENT
Rights Agreement • February 12th, 2007 • Elkcorp • Asphalt paving & roofing materials • Delaware

Third Amendment (this “Amendment”), dated as of February 9, 2007, to the Rights Agreement (the “Rights Agreement”), dated as of July 7, 1998, as amended on November 5, 2006 and on December 18, 2006, between ElkCorp (formerly known as “Elcor Corporation”), a Delaware corporation (the “Company”), and Mellon Investor Services LLC (formerly known as ChaseMellon Shareholder Services, L.L.C.), as rights agent (the “Rights Agent”). Capitalized terms used but not defined herein shall have the meanings set forth in the Rights Agreement.

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