0001047469-04-034242 Sample Contracts

BAUSCH & LOMB INCORPORATED Dealer Manager Agreement
Bausch & Lomb Inc • November 15th, 2004 • Ophthalmic goods • New York

The Old Notes were issued pursuant to an indenture (the "Old Notes Indenture") between the Company and Citibank, N.A. (the "Trustee"), dated as of September 1, 1991, as amended by Supplemental Indenture No. 1, dated May 13, 1998, Supplemental Indenture No. 2, dated July 29, 1998, Supplemental Indenture No. 3, dated November 21, 2002, Supplemental Indenture No. 4, dated August 1, 2003, and Supplemental Indenture No. 5, dated August 4, 2003. The New Securities are to be issued under the Old Notes Indenture as amended by Supplemental Indenture No. 6, to be dated the Exchange Date (as defined herein) (the Old Notes Indenture, as so amended, is hereinafter referred to as the "Indenture").

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