0001193125-04-078045 Sample Contracts

Contract
Put/Call, Registration Rights and Standstill Agreement • May 4th, 2004 • Marathon Oil Corp • Petroleum refining • Delaware

AMENDMENT NO. 2 dated as of March 17, 2004 (this “Amendment”), to the Put/Call, Registration Rights and Standstill Agreement dated as of January 1, 1998, as amended by Amendment No. 1 thereto dated as of December 31, 1998 (the “Agreement”), among Marathon Oil Company, an Ohio corporation (“Marathon”), Marathon Oil Corporation, a Delaware corporation (as successor to USX Corporation) (“MRO”), Ashland Inc., a Kentucky corporation (“Ashland”), and Marathon Ashland Petroleum LLC (the “Company”).

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