0001193125-04-171049 Sample Contracts

AAMES INVESTMENT CORPORATION 55,500,000 Shares of Common Stock UNDERWRITING AGREEMENT
Underwriting Agreement • October 14th, 2004 • Aames Investment Corp • Real estate investment trusts • New York

Aames Investment Corporation, a Maryland corporation (the “Company”), confirms its agreement with each of the Underwriters listed on Schedule I hereto (collectively, the “Underwriters”), for whom Friedman, Billings, Ramsey & Co., Inc. is acting as representative (in such capacity, the “Representative”), with respect to (i) the sale by the Company of 55,500,000 shares (the “Initial Shares”) of its common stock, par value $0.01 per share (“Common Stock”), to the Underwriters, and the purchase by the Underwriters, severally and not jointly, of the respective number of shares of Common Stock set forth opposite the names of the Underwriters in Schedule I hereto, and (ii) the grant of the option to the Underwriters described in Section 1(b) hereof to purchase from the Company all or any part of 8,325,000 additional shares of Common Stock to cover over-allotments (the “Option Shares”), if any, as set forth in Schedule I hereto. The 55,500,000 shares of Common Stock to be purchased by the Unde

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INDEMNIFICATION AGREEMENT
Indemnification Agreement • October 14th, 2004 • Aames Investment Corp • Real estate investment trusts • Maryland

THIS INDEMNIFICATION AGREEMENT is made and entered into this day of , 2004 (“Agreement”), by and between Aames Investment Corporation, a Maryland corporation (the “Company”), and (“Indemnitee”).

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