Convertible Senior Note Hedge Transaction Amendment Sample Contracts

Re: Convertible Senior Note Hedge Transaction Amendment
Convertible Senior Note Hedge Transaction Amendment • November 20th, 2006 • Core Laboratories N V • Oil & gas field services, nec • New York

This letter agreement (the "Amendment") amends the terms and conditions of the Transaction (the "Transaction") entered into between Lehman Brothers OTC Derivatives Inc. ("Dealer") represented by Lehman Brothers Inc. ("Agent") as its agent, and Core Laboratories LP ("Counterparty"), pursuant to a letter agreement dated October 31, 2006 (the "Confirmation") pursuant to which Counterparty purchased from Dealer a Number of Options equal to 250,000 in connection with the issuance by Counterparty of USD 250,000,000 principal amount of 0.25% Senior Exchangeable Notes due 2011 (the "Initial Convertible Notes"). This Amendment is being entered into in connection with the issuance by Counterparty of an additional USD 50,000,000 principal amount of 0.25% Senior Exchangeable Notes due 2011 (the "Additional Convertible Notes", and together with the Initial Convertible Notes, the "Convertible Notes") to the initial purchasers of the Convertible Notes.

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