0000950137-05-013098 Sample Contracts

FIRST AMENDMENT TO RIGHTS AGREEMENT
Rights Agreement • October 31st, 2005 • Andrew Corp • Drawing & insulating of nonferrous wire • Delaware

THIS FIRST AMENDMENT (the “Amendment”) dated October 26, 2005 is executed by and between Andrew Corporation, a Delaware corporation (the “Company”) and Computershare Investor Services LLC as successor Rights Agent (the “Rights Agent”) and hereby amends the Rights Agreement (the “Rights Agreement”) dated as of November 14, 1996, between the Company and Harris Trust and Savings Bank.

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