0001104659-05-059391 Sample Contracts

MCCORMICK & COMPANY, INCORPORATED (a Maryland corporation) 5.20% Notes due 2015 UNDERWRITING AGREEMENT dated December 1, 2005 Banc of America Securities LLC Wachovia Capital Markets, LLC
Underwriting Agreement • December 6th, 2005 • McCormick & Co Inc • Miscellaneous food preparations & kindred products • New York

McCormick & Company, Incorporated, a Maryland corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the Underwriters”), acting severally and not jointly, the respective amounts set forth in such Schedule A hereto of $200,000,000 aggregate principal amount of the Company’s 5.20% Notes due 2015 (the “Notes”). Banc of America Securities LLC and Wachovia Capital Markets, LLC have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Notes.

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