0000110430-03-000048 Sample Contracts

CONTINGENT VALUE RIGHTS AGREEMENT
Contingent Value Rights Agreement • May 14th, 2003 • Frontier Oil Corp /New/ • Petroleum refining • Texas

This CONTINGENT VALUE RIGHTS AGREEMENT, dated as of May 12, 2003 (this “Agreement”), is entered into by and among Front Range Himalaya Corporation, a Wyoming corporation (the “Company”), Frontier Oil Corporation, a Wyoming corporation (“Frontier”), Holly Corporation, a Delaware corporation (“Holly”), Front Range Merger Corporation, a Delaware corporation and wholly-owned subsidiary of the Company (“Front Range Merger Corporation”), Himalaya Merger Corporation, a Delaware corporation and wholly-owned subsidiary of the Company (“Himalaya Merger Corporation”), and Jack P. Reid (the “Representative”).

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AMENDMENT TO THE MERGER AGREEMENT
The Merger Agreement • May 14th, 2003 • Frontier Oil Corp /New/ • Petroleum refining • Delaware

Reference is made to the Agreement and Plan of Merger dated as of March 30, 2003, among Frontier Oil Corporation, Front Range Himalaya Corporation, Front Range Merger Corporation, Himalaya Merger Corporation and Holly Corporation (the “Merger Agreement”).

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