CEMEX, S.A.B. de C.V. AND CITIBANK, N.A., As Depositary, AND ALL HOLDERS AND BENEFICIAL OWNERS OF AMERICAN DEPOSITARY SHARES Amendment No. 2Deposit Agreement • February 2nd, 2015 • Citibank,N.A./ADR • Cement, hydraulic • New York
Contract Type FiledFebruary 2nd, 2015 Company Industry JurisdictionAMENDMENT NO. 2 TO DEPOSIT AGREEMENT dated as of ____________, 2015 (the "Amendment"), by and among CEMEX, S.A.B. de C.V, a company incorporated and existing under the laws of the United Mexican States (the "Company"), Citibank, N.A., a national banking association organized under the laws of the United States of America (the "Depositary"), and all Holders and Beneficial Owners from time to time of American Depositary Shares evidenced by American Depositary Receipts outstanding under the Deposit Agreement (as defined below).