0001144204-08-070486 Sample Contracts

AMENDMENT NO. 1 TO DEPOSIT AGREEMENT
Deposit Agreement • December 22nd, 2008 • Nippon Telegraph & Telephone Corp • Telephone communications (no radiotelephone) • New York

AMENDMENT NO. 1, dated as of January 4, 2009 (the “Amendment”), to the Deposit Agreement dated as of July 8, 1994 (as amended hereby, the “Deposit Agreement”), among Nippon Telegraph and Telephone Corporation, incorporated under the laws of Japan (the "Company"), JPMorgan Chase Bank, N.A. (fka Morgan Guaranty Trust Company of New York), as depositary (the “Depositary”), and all holders from time to time of American depositary receipts (“ADRs”) issued thereunder.

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