0001047469-12-009229 Sample Contracts

·] Shares MATTRESS FIRM HOLDING CORP. Common Stock, Par Value $0.01 Per Share UNDERWRITING AGREEMENT
Underwriting Agreement • October 2nd, 2012 • Mattress Firm Holding Corp. • Retail-furniture stores • New York

BARCLAYS CAPITAL INC. UBS SECURITIES LLC As Representatives of the several Underwriters named in Schedule 1 attached hereto, c/o Barclays Capital Inc. 745 Seventh Avenue New York, New York 10019

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