UNDERWRITING AGREEMENT ROCKWELL COLLINS, INC. Underwriting AgreementUnderwriting Agreement • May 7th, 2009 • Rockwell Collins Inc • Aircraft parts & auxiliary equipment, nec • New York
Rockwell Collins, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), $300,000,000 principal amount of its 5.25% Notes due 2019 (the “Securities”). The Securities will be issued pursuant to an Indenture dated as of November 1, 2001, as supplemented as of December 4, 2006 (the “Indenture”) between the Company and The Bank of New York Mellon Trust Company, N.A. (as successor to The Bank of New York Trust Company, N.A.), as trustee (the “Trustee”).
