0001005794-06-000150 Sample Contracts

AMENDED AND RESTATED RIGHTS AGREEMENT HANCOCK FABRICS, INC. and CONTINENTAL STOCK TRANSFER & TRUST COMPANY Rights Agent Rights Agreement Dated as of March 23, 1987 as Amended and Restated through March 20, 2006
Rights Agreement • March 22nd, 2006 • Hancock Fabrics Inc • Retail-miscellaneous shopping goods stores • Delaware

Agreement, dated as of March 23, 1987, between Hancock Fabrics, Inc., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, as Rights Agent (the “Rights Agent”), as amended and restated through March 20, 2006.

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Amendment No. 2 to the Amended and Restated Rights Agreement
Rights Agreement • March 22nd, 2006 • Hancock Fabrics Inc • Retail-miscellaneous shopping goods stores • Delaware

This Amendment No. 2 to the Amended and Restated Rights Agreement, effective as of March 20, 2006 (“Amendment No. 2”), between Hancock Fabrics, Inc., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company (the “Rights Agent”), provides as follows:

Sample 1
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