0001193805-15-000492 Sample Contracts

AMENDMENT NO. 1 TO DEPOSIT AGREEMENT
Deposit Agreement • April 2nd, 2015 • Deutsche Bank Trust Co Americas/ ADR Group • Radiotelephone communications • New York

AMENDMENT NO. 1 dated as of , 2015 (the "Amendment") to the Fourth Amended and Restated Deposit Agreement, dated as of January 25, 2013 (the "Deposit Agreement"), by and among Portugal Telecom, SGPS, S.A., a company incorporated under the laws of Portugal (the "Company") , Deutsche Bank Trust Company Americas, as depositary (the "Depositary"), and all Owners and holders from time to time of American Depositary Receipts issued thereunder.

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