0001047469-04-020141 Sample Contracts

STOCK OPTION AGREEMENT
Stock Option Agreement • June 10th, 2004 • Universal Compression Holdings Inc • Services-equipment rental & leasing, nec • Delaware

THIS STOCK OPTION AGREEMENT, effective as of (the Grant Date), by and between UNIVERSAL COMPRESSION HOLDINGS, INC., a Delaware corporation ("Holdings"), and (the "Employee"), who is an Employee of Universal Compression, Inc. ("Universal"), a wholly-owned subsidiary of Holdings.

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THIRD AMENDMENT AND SUPPLEMENT TO SENIOR SECURED REVOLVING CREDIT AGREEMENT
Credit Agreement • June 10th, 2004 • Universal Compression Holdings Inc • Services-equipment rental & leasing, nec

THIS THIRD AMENDMENT AND SUPPLEMENT TO SENIOR SECURED REVOLVING CREDIT AGREEMENT (this "Third Amendment") is made and entered into as of the 13th day of February, 2004 (the "Effective Date"), among UNIVERSAL COMPRESSION, INC., a Texas corporation ("Borrower"); WACHOVIA BANK, NATIONAL ASSOCIATION (formerly known as First Union National Bank), as administrative agent (in such capacity, the "Administrative Agent") for each of the lenders (the "Lenders") that is a signatory or which becomes a signatory to the hereinafter defined Credit Agreement; and the Lenders.

AMENDMENT NUMBER 1 TO THE HEAD LESSEE SECURITY AGREEMENT
Head Lessee Security Agreement • June 10th, 2004 • Universal Compression Holdings Inc • Services-equipment rental & leasing, nec • New York

THIS AMENDMENT NUMBER 1, dated as of January 14, 2004 (the "Amendment") to the Head Lessee Security Agreement, dated as of December 31, 2002 (as amended, modified or supplemented from time to time as permitted thereby, the "Agreement"), by and between BRL Universal Compression Funding I 2002, L.P. (the "Secured Party") and UCO Compression 2002 LLC (the "Grantor").

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