0001047469-05-010204 Sample Contracts

AMENDMENT NO. 1 TO DEPOSIT AGREEMENT
Deposit Agreement • April 14th, 2005 • Rinker Group LTD • Concrete, gypsum & plaster products • New York

AMENDMENT NO. 1, dated as of April , 2005 (the "Amendment"), to the Deposit Agreement dated as of October 15, 2003 (as amended hereby, the "Deposit Agreement"), among Rinker Group Limited, incorporated under the laws of the State of New South Wales, Commonwealth of Australia (the "Company"), JPMorgan Chase Bank, N.A. (fka JPMorgan Chase Bank), as depositary (the "Depositary"), and all holders from time to time of American depositary receipts ("ADRs") issued thereunder.

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