0001104659-06-025498 Sample Contracts

UNDERWRITING AGREEMENT April 10, 2006
Underwriting Agreement • April 17th, 2006 • Yum Brands Inc • Retail-eating places • New York

We (collectively, the “Manager”) are acting on behalf of the underwriter or underwriters (including ourselves) named below (such underwriter or underwriters being herein called the “Underwriters”), and we understand that YUM! Brands, Inc., a North Carolina corporation (the “Company”), proposes to issue and sell $300,000,000 aggregate principal amount ($299,667,000 initial offering price) of its 6.25% Senior Notes due April 15, 2016 (the “Debt Securities”).

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