Dresser- Sample Contracts

DRESSER-RAND GROUP INC. 15,000,000 Shares Common Stock, par value $0.01 per Share Underwriting Agreement

Dresser- • November 9th, 2006 • Dresser-Rand Group Inc. • Engines & turbines • New York

• Contract Type
  Dresser-
• Filed
  November 9th, 2006
• Company
  Dresser-Rand Group Inc.
• Industry
  Engines & turbines
• Jurisdiction
  New York

The undersigned understands that Morgan Stanley & Co. Incorporated (the “Underwriter”) proposes to enter into an Underwriting Agreement (the “Underwriting Agreement”) with Dresser-Rand Group Inc., a Delaware corporation (the “Company”) and D-R Interholding, LLC, a Delaware limited liability company, as selling stockholder (the “Selling Stockholder”), providing for the public offering (the “Public Offering”) by the Underwriter, of 15,000,000 shares (the “Shares”) of the Common Stock, par value $0.01, of the Company (the “Common Stock”).