0001047469-05-006668 Sample Contracts

SOFTWARE SPECTRUM, INC. SPECIAL RETENTION BONUS AGREEMENT
Special Retention Bonus Agreement • March 16th, 2005 • Level 3 Communications Inc • Telephone communications (no radiotelephone) • Delaware

This SPECIAL RETENTION BONUS AGREEMENT (this "Agreement") is made and entered into as of this 19th day of May, 2004, by and between Software Spectrum, Inc., a Delaware corporation (the "Company"), and Keith R. Coogan (the "Executive").

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FIRST SUPPLEMENTAL INDENTURE between Level 3 Communications, Inc., as Issuer and The Bank of New York, as Trustee 9% Convertible Senior Discount Notes due 2013
Indenture • March 16th, 2005 • Level 3 Communications Inc • Telephone communications (no radiotelephone) • New York

FIRST SUPPLEMENTAL INDENTURE, dated as of February 7, 2005 (the "First Supplemental Indenture"), to an Indenture, dated as of October 23, 2003 (the "Indenture"), between Level 3 Communications, Inc., a Delaware corporation (the "Company"), and The Bank of New York, a corporation duly organized and existing under the laws of the State of New York (the "Trustee"), having a Corporate Trust Office at 101 Barclay Street, Floor 8 West, New York, New York 10286.

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