0001144204-08-013679 Sample Contracts

SUPPLEMENT AND AMENDMENT NO. 2 TO DEPOSIT AGREEMENT
Deposit Agreement • March 6th, 2008 • Continental Aktiengesellschaft /Fi • American depositary receipts • New York

SUPPLEMENT AND AMENDMENT NO. 2, dated as of March 6, 2008 (the "Amendment"), to the Deposit Agreement dated as of October 14, 1997, as amended by the Supplement and Amendment to the Deposit Agreement dated as of June 7, 2003 (as supplemented and amended, the "Deposit Agreement"), in each case among Continental AG (the "Company"), Deutsche Bank Trust Company Americas as successor Depositary, and each Holder and Beneficial Owner from time to time of American Depositary Receipts ("ADRs") issued thereunder.

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