0000950137-07-002630 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • February 22nd, 2007 • Archer Daniels Midland Co • Fats & oils • New York

This Registration Rights Agreement (the “Agreement”) is made and entered into this 22nd day of February, 2007, among Archer-Daniels-Midland Company, a Delaware corporation (the “Company”), and Citigroup Global Markets Inc., J.P. Morgan Securities Inc. and Merrill Lynch, Pierce, Fenner & Smith Incorporated, acting as representatives (the “Representatives”) of the several initial purchasers named in Schedule A to the Purchase Agreement (as defined below) (collectively, the “Initial Purchasers”).

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ARCHER-DANIELS-MIDLAND COMPANY (a Delaware corporation) $1,150,000,000 0.875% Convertible Senior Notes due 2014 PURCHASE AGREEMENT
Purchase Agreement • February 22nd, 2007 • Archer Daniels Midland Co • Fats & oils • New York

Archer-Daniels-Midland Company, a Delaware corporation (the “Company”), confirms its agreement with Citigroup Global Markets Inc., J.P. Morgan Securities Inc. and Merrill Lynch & Co., Merrill Lynch, Pierce, Fenner & Smith Incorporated (the “Representatives”) and each of the other Initial Purchasers named in Schedule A hereto (collectively, the “Initial Purchasers,” which term shall also include any initial purchaser substituted as hereinafter provided in Section 11 hereof), for whom the Representatives are acting as representatives (in such capacity, the “Representatives”), with respect to the issue and sale by the Company and the purchase by the Initial Purchasers, acting severally and not jointly, of the respective principal amounts set forth in said Schedule A of $1,150,000,000 aggregate principal amount of the Company’s 0.875% Convertible Senior Notes due 2014 (the “Securities”). The Securities are to be issued pursuant to an indenture dated as of February 22, 2007 (the “Indenture”

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