CORPORATION 3,500,000 Shares Class A Preferred Stock, Series L, No Par Value Underwriting AgreementUnderwriting Agreement • April 17th, 2008 • Wachovia Corp New • National commercial banks • New York
Wachovia Corporation (the “Company”), a North Carolina corporation, proposes to sell to the several underwriters named in Schedule I hereto (the “Underwriters”), for whom you are acting as Representatives, an aggregate of 3,500,000 Shares (the “Firm Shares”) of 7.50% Non-Cumulative Perpetual Convertible Class A Preferred Stock, Series L, no par value and with a liquidation preference of $1,000 per share (the “Preferred Stock”), of the Company and, at the election of the Representatives acting on behalf of the Underwriters, to issue and sell to the Underwriters up to an additional 525,000 shares of Preferred Stock (the “Optional Shares”, and, together with the Firm Shares, the “Securities”), on the terms and for the purposes set forth in Section 2 hereof. The Securities will be convertible into shares of Common Stock, par value $3.33 1/3 per share, of the Company (the “Common Stock”).
