0001089819-06-000009 Sample Contracts

FIRST AMENDMENT TO RIGHTS AGREEMENT
Rights Agreement • March 2nd, 2006 • Cleco Corp • Electric services • Louisiana

This First Amendment, effective as of February 28, 2006 (this "First Amendment"), to the Rights Agreement, dated as of July 28, 2000 (the "Rights Agreement"), between Cleco Corporation, a Louisiana corporation (the "Company"), and Computershare Trust Company, N.A. (formerly named Equiserve Trust Company), as Rights Agent (the "Rights Agent").

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