0001193125-08-108953 Sample Contracts

PLEDGE AGREEMENT
Pledge Agreement • May 9th, 2008 • Tracinda Corp

This PLEDGE AGREEMENT (this “Agreement”) is entered into as of April 15, 2008 by and between TRACINDA CORPORATION, a Nevada corporation (the “Borrower”) and BANK OF AMERICA, N.A. (the “Lender”).

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Re: Custody Agreement—Share Certificates
Tracinda Corp • May 9th, 2008 • Nevada

This agreement is made with reference to that certain Letter Loan Agreement dated April 15, 2008 between Tracinda Corporation, a Nevada corporation (the “Borrower”), and Bank of America, N.A. (the “Lender”) (as extended, renewed, amended or restated from time to time, the “Letter Agreement”). This is the Custody Agreement referred to in the Letter Agreement. Capitalized terms not defined herein have the meanings assigned to them in the Letter Agreement.

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