VORNADO REALTY L.P. (a Delaware limited partnership) $500,000,000 Aggregate Principal Amount of 3.875% Exchangeable Senior Debentures due 2025 UNDERWRITING AGREEMENT Dated: March 22, 2005Underwriting Agreement • March 28th, 2005 • Vornado Realty Lp • Real estate investment trusts • New York
Vornado Realty L.P., a Delaware limited partnership (the “Company”), confirms its agreement with Citigroup Global Markets Inc. (the “Underwriter”), with respect to the issue and sale by the Company and the purchase by the Underwriter of $500,000,000 aggregate principal amount of 3.875% Exchangeable Senior Debentures due 2025, of the Company (“Debentures”), and with respect to the grant by the Company to the Underwriter of the option described in Section 2(b) hereof to purchase all or any part of $75,000,000 additional aggregate principal amount of Debentures to cover over-allotments, if any. The aforesaid $500,000,000 aggregate principal amount of Debentures (the “Initial Securities”) to be purchased by the Underwriter and all or any part of the $75,000,000 aggregate principal amount of Debentures subject to the option described in Section 2(b) hereof (the “Option Securities”) are hereinafter called collectively the “Securities.”
