0001193125-09-115760 Sample Contracts

PENN VIRGINIA CORPORATION (a Virginia corporation) 3,500,000 Shares of Common Stock (par value $0.01 per share) Underwriting Agreement
Underwriting Agreement • May 20th, 2009 • Penn Virginia Corp • Crude petroleum & natural gas • New York

The undersigned understands that J.P. Morgan Securities Inc. and RBC Capital Markets Corporation (the “Underwriters”), propose to enter into an Underwriting Agreement (the “Underwriting Agreement”) with Penn Virginia Corporation, a Virginia corporation (the “Company”), providing for the public offering (the “Public Offering”) by the Underwriters, of Common Stock, par value $0.01 per share (the “Common Stock”) of the Company (the “Securities”). Capitalized terms used herein and not otherwise defined shall have the meanings set forth in the Underwriting Agreement.

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