FIRST SUPPLEMENTAL INDENTURE Dated as of February 14, 2003Indenture • February 14th, 2003 • Computer Sciences Corp • Services-computer integrated systems design • New York
THIS FIRST SUPPLEMENTAL INDENTURE, dated as of February 14, 2003, is entered into by and between Computer Sciences Corporation, a Nevada corporation (the “Issuer”), and Citibank, N.A., a national banking association, as trustee (the “Trustee”).
COMPUTER SCIENCES CORPORATION (a Nevada corporation) 5.00% Notes due February 15, 2013 UNDERWRITING AGREEMENT Dated: February 11, 2003Underwriting Agreement • February 14th, 2003 • Computer Sciences Corp • Services-computer integrated systems design • New York
Computer Sciences Corporation, a Nevada corporation (the “Company”), confirms its agreement with Goldman, Sachs & Co., Merrill Lynch, Pierce, Fenner & Smith Incorporated and each of the other Underwriters named in Schedule A hereto (collectively, the “Underwriters”; which term shall also include any underwriter substituted as provided in Section 10 hereof), for whom Goldman, Sachs & Co. and Merrill Lynch, Pierce, Fenner & Smith Incorporated are acting as representatives (in such capacity, the “Representatives”), with respect to the issue and sale by the Company and the purchase by the Underwriters, acting severally and not jointly, of
GIBSON, DUNN & CRUTCHER LLP LAWYERS A REGISTERED LIMITED LIABILITY PARTNERSHIP INCLUDING PROFESSIONAL CORPORATIONSComputer Sciences Corp • February 14th, 2003 • Services-computer integrated systems design
We have acted as counsel to Computer Sciences Corporation, a Nevada corporation (the “Company”), in connection with the registration under the Securities Act of 1933, as amended (the “Act”), of $300,000,000 aggregate principal amount of the Company’s 5.00% Notes due February 15, 2013 (the “Notes”). The Notes are being issued pursuant to an indenture for the debt securities described therein (the “Shelf Indenture”), dated as of February 10, 2003, by and between the Company and Citibank, N.A., as trustee (the “Trustee”), as supplemented by the first supplemental indenture (the “Supplemental Indenture,” and together with the Shelf Indenture, as supplemented by the Supplemental Indenture, the “Indenture”), dated as of February 14, 2003, by and between the Company and the Trustee.
