0001193125-07-198313 Sample Contracts

MAGELLAN MIDSTREAM HOLDINGS, L.P. 8,500,000 Common Units Representing Limited Partner Interests UNDERWRITING AGREEMENT
Underwriting Agreement • September 10th, 2007 • Magellan Midstream Holdings Lp • Pipe lines (no natural gas) • New York

This is to confirm the agreement among the Selling Unitholder, the Partnership, Magellan Midstream Holdings GP, LLC, a Delaware limited liability company and the general partner of the Partnership (the “General Partner,” and collectively with the Partnership, the “Magellan Parties”), and the Underwriters concerning the purchase of the Units from the Selling Unitholder by the Underwriters.

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