0001193125-04-043067 Sample Contracts

BANK STOCK REGISTRATION RIGHTS AGREEMENT
Bank Stock Registration Rights Agreement • March 16th, 2004 • Saul B F Real Estate Investment Trust • Savings institution, federally chartered • New York

This Registration Rights Agreement (the “Agreement”) is made and entered into this 25th day of February, 2004, between B.F. Saul Real Estate Investment Trust, a Maryland real estate investment trust (the “Trust”), and Wells Fargo Bank, National Association, as trustee (the “Trustee”).

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REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • March 16th, 2004 • Saul B F Real Estate Investment Trust • Savings institution, federally chartered • New York

This Agreement is made pursuant to the Purchase/Placement Agreement, dated as of February 9, 2004 (the “Purchase Agreement”), by and among the Trust and the Initial Purchasers (i) for the benefit of each Initial Purchaser and (ii) for the benefit of the holders from time to time of the Securities (including each Initial Purchaser). In order to induce the Initial Purchasers to purchase the Securities, the Trust has agreed to provide the registration rights set forth in this Agreement. The execution and delivery of this Agreement is a condition to the obligations of the Initial Purchasers set forth in Section 5(i) of the Purchase Agreement.

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