0000950144-04-004299 Sample Contracts

AMENDMENT NO. 2
Rights Agreement • April 23rd, 2004 • Agco Corp /De • Farm machinery & equipment • New York

AMENDMENT NO. 2, dated as of April 23, 2004 (the “Amendment”), to the Rights Agreement dated as of April 27, 1994, and as amended on March 31, 1999 (the “Rights Agreement”), between AGCO Corporation, a Delaware corporation (the “Company”), and SunTrust Bank, a Georgia banking corporation, as successor to Trust Company Bank, a Georgia banking corporation, and Chemical Bank, a New York banking corporation (the “Rights Agent”).

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