0001193125-12-221299 Sample Contracts

UNDERWRITING AGREEMENT
Underwriting Agreement • May 9th, 2012 • Devon Energy Corp/De • Crude petroleum & natural gas

The Notes are to be issued pursuant to an indenture (the “Base Indenture”) dated as of July 12, 2011, as amended and supplemented by Supplemental Indenture No. 2, to be dated the time of purchase (as hereinafter defined) (the “Supplemental Indenture” and together with the Base Indenture, the “Indenture”), between the Company and UMB Bank, National Association, as trustee (the “Trustee”).

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