0001104659-06-081002 Sample Contracts

6,000,000 Shares ENERSYS Common Stock (Par Value $0.01 Per Share) UNDERWRITING AGREEMENT
Underwriting Agreement • December 12th, 2006 • EnerSys • Wholesale-electrical apparatus & equipment, wiring supplies • New York

The undersigned understands that Lehman Brothers Inc., (the “Underwriter”) proposes to enter into an Underwriting Agreement (the “Underwriting Agreement”) with EnerSys, a Delaware corporation (the “Company”) and certain selling stockholders named therein (the “Selling Stockholders”), providing for the public offering (the “Public Offering”) by the Underwriter of shares (the “Shares”) of the Common Stock (par value $0.01 per share) of the Company (the “Common Stock”).

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