0000019353-07-000028 Sample Contracts

BANC OF AMERICA SECURITIES LLCJ.P. MORGAN SECURITIES INC. $250,000,000 AGGREGATE PRINCIPAL AMOUNT CHARMING SHOPPES, INC.
Registration Rights Agreement • May 3rd, 2007 • Charming Shoppes Inc • Retail-women's clothing stores • New York

REGISTRATION RIGHTS AGREEMENT, dated as of April 30, 2007, among Charming Shoppes, Inc., a Pennsylvania corporation (together with any successor entity, herein referred to as the “Company”), Banc of America Securities LLC and J.P. Morgan Securities Inc., as representatives (the “Representatives”) of the several initial purchasers (the “Initial Purchasers”) under the Purchase Agreement (as defined below).

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CHARMING SHOPPES, INC. 1.125% Senior Convertible Notes Due 2014 INDENTURE Dated as of April 30, 2007 WELLS FARGO BANK, NATIONAL ASSOCIATION TRUSTEE
Indenture • May 3rd, 2007 • Charming Shoppes Inc • Retail-women's clothing stores • New York

(If the registered owner is a corporation, partnership or fiduciary, the title of the person signing on behalf of such registered owner must be stated.)

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