0001066115-04-000035 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • June 23rd, 2004 • Brasil Telecom Holding Co • Telephone communications (no radiotelephone) • New York

THIS REGISTRATION RIGHTS AGREEMENT (the “Agreement”) dated as of February 17, 2004, between (i) Brasil Telecom S.A. (the “Issuer”), a sociedade anônima organized under the laws of the Federative Republic of Brazil (“Brazil”) and (ii) Citigroup Global Markets Inc. as the Initial Purchaser (as defined below) of U.S.$ 200,000,000 of the Issuer's 9.375% Notes due 2014 (the “Notes”). Terms not otherwise defined herein are used as defined in the Indenture (as defined below).

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INSURANCE TRUST AGREEMENT BRASIL TELECOM S.A., as Issuer and THE BANK OF NEW YORK, as Insurance Trustee for the benefit of the holders from time to time of Dated as of February 17, 2004
Insurance Trust Agreement • June 23rd, 2004 • Brasil Telecom Holding Co • Telephone communications (no radiotelephone) • New York

INSURANCE TRUST AGREEMENT (the “Agreement”) dated as of February 17, 2004 between Brasil Telecom S.A. (the “Issuer”), a sociedade anônima organized and existing under the laws of the Federative Republic of Brazil, and The Bank of New York, a New York banking corporation, as trustee (the “Insurance Trustee”).

COMPANY SUPPORT AGREEMENT OPIC CONTRACT OF INSURANCE NO. F431 (BRAZIL) between OVERSEAS PRIVATE INVESTMENT CORPORATION and BRASIL TELECOM S.A. Dated as of February 17, 2004
Company Support Agreement • June 23rd, 2004 • Brasil Telecom Holding Co • Telephone communications (no radiotelephone) • New York
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