0001292814-04-000180 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • August 2nd, 2004 • Unibanco Union of Brazilian Banks Sa • Commercial banks, nec • New York

THIS REGISTRATION RIGHTS AGREEMENT (the “ Agreement ”) dated as of December 12, 2003, among (i) Unibanco – União de Bancos Brasileiros S.A. (“ Unibanco ”), a sociedade anônima organized under the laws of the Federative Republic of Brazil (“ Brazil ”), acting through its Grand Cayman Branch and (ii) Citigroup Global Markets Inc. as representative on behalf of the Initial Purchasers (as defined below) of U.S.$ 200,000,000 of Unibanco's 7.375% Step-Up Subordinated Callable Notes due 2013 (the “ Notes ”). Terms not otherwise defined herein are used as defined in the Indenture (as defined below).

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INDENTURE between UNIBANCO – União de Bancos Brasileiros S.A., acting through its Grand Cayman Branch, as Issuer, and THE BANK OF NEW YORK, as Trustee and Luxembourg Paying and Transfer Agent Initially Relating to US$ 200,000,000 Step-Up Subordinated...
Indenture • August 2nd, 2004 • Unibanco Union of Brazilian Banks Sa • Commercial banks, nec • New York

INDENTURE (the “Indenture”) dated as of December 12, 2003 between Unibanco – União de Bancos Brasileiros S.A., acting through its Grand Cayman Branch (“Unibanco”), a sociedade anônima organized and existing under the laws of the Federative Republic of Brazil (“Brazil”) and The Bank of New York, a New York banking corporation, as trustee (the “Trustee”) and as Paying Agent in New York and Paying Agent and Transfer Agent in Luxembourg (the “Paying Agent”).

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