0001047469-07-009976 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • December 12th, 2007 • Affiliated Managers Group Inc • Investment advice • New York

THIS REGISTRATION RIGHTS AGREEMENT (this "Agreement") is made and entered into as of October 17, 2007, by and among AFFILIATED MANAGERS GROUP, INC., a Delaware corporation (the "Company"), AMG CAPITAL TRUST II, a statutory trust organized under the laws of the State of Delaware (the "Trust" and together with the Company, the "Issuers"), and the Initial Purchasers identified on Schedule A to the Purchase Agreement (the "Initial Purchasers").

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Affiliated Managers Group Inc • December 12th, 2007 • Investment advice

DECLARATION OF TRUST, dated as of October 11, 2007, between Affiliated Managers Group, Inc., a Delaware corporation, as sponsor (the "Sponsor"), JK Administrative Services LLC, a Delaware limited liability company, as administrator (the "Initial Administrator"), LaSalle National Trust Delaware, a national banking association, as trustee (the "Delaware Trustee" and, together with such other trustees of the Trust as are appointed from time to time, the "Trustees"). The Sponsor, the Initial Administrator and the Trustees hereby agree as follows:

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