0001193125-05-113141 Sample Contracts

UNDERWRITING AGREEMENT
Underwriting Agreement • May 23rd, 2005 • Pennichuck Corp • Water supply • Pennsylvania

Pennichuck Corporation, a New Hampshire corporation (“Pennichuck”), proposes, subject to the terms and conditions stated herein, to sell to the several Underwriters named in Schedule I hereto (the “Underwriters”), for whom Janney Montgomery Scott LLC is serving as Representative (the “Representative”), an aggregate of shares of Pennichuck’s Common Stock, $1.00 par value per share (“Common Stock”). The Common Stock to be sold to the Underwriters by Pennichuck is referred to herein as the “Firm Shares.” The respective amounts of the Firm Shares to be purchased by the several Underwriters are set forth opposite their names in Schedule I hereto. The Firm Shares shall be offered to the public at a public offering price of $ per Firm Share (the “Offering Price”).

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