0001104659-13-079610 Sample Contracts

UNDERWRITING AGREEMENT October 22, 2013
Underwriting Agreement • October 31st, 2013 • 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 $325,000,000 aggregate principal amount ($323,797,500 initial offering price) of its 3.875% Senior Notes due November 1, 2023 (the “2023 Debt Securities”) and $275,000,000 aggregate principal amount ($274,876,250 initial offering price) of its 5.350% Senior Notes due November 1, 2043 (the “2043 Debt Securities” and, together with the 2023 Debt Securities, the “Debt Securities”).

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