0001047469-04-002968 Sample Contracts

FIFTH SUPPLEMENTAL INDENTURE Dated as of January 23, 2004
Supplemental Indenture • February 3rd, 2004 • Citicorp • National commercial banks • New York

THIS FIFTH SUPPLEMENTAL INDENTURE dated as of January 23, 2004 (the "Supplemental Indenture"), by and among ASSOCIATES FIRST CAPITAL CORPORATION (successor-in-interest to Associates Corporation of North America), a corporation organized and existing under the laws of the State of Delaware ("AFCC"), CITICORP, a corporation organized and existing under the laws of the State of Delaware, as guarantor, and JPMORGAN CHASE BANK (successor to The Chase Manhattan Bank (National Association)), a New York banking corporation, as trustee (the "Trustee");

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THIRD SUPPLEMENTAL INDENTURE Dated as of January 23, 2004
Citicorp • February 3rd, 2004 • National commercial banks • New York

THIS THIRD SUPPLEMENTAL INDENTURE dated as of January 23, 2004 (the "Supplemental Indenture"), by and among ASSOCIATES FIRST CAPITAL CORPORATION (successor-in-interest to Associates Corporation of North America), a corporation organized and existing under the laws of the State of Delaware ("AFCC"), CITICORP, a corporation organized and existing under the laws of the State of Delaware, as guarantor, and J.P. MORGAN TRUST COMPANY, NATIONAL ASSOCIATION (successor-in-interest to Bank One Trust Company, N. A.), as trustee (the "Trustee");

SIXTH SUPPLEMENTAL INDENTURE Dated as of January 23, 2004
Supplemental Indenture • February 3rd, 2004 • Citicorp • National commercial banks • New York

THIS SIXTH SUPPLEMENTAL INDENTURE dated as of January 23, 2004 (the "Supplemental Indenture"), by and among ASSOCIATES FIRST CAPITAL CORPORATION (successor-in-interest to Associates Corporation of North America), a corporation organized and existing under the laws of the State of Delaware ("AFCC"), CITICORP, a corporation organized and existing under the laws of the State of Delaware, as guarantor, and JPMORGAN CHASE BANK (successor-in-interest to The Chase Manhattan Bank, National Association), as trustee (the "Trustee");

THIRD SUPPLEMENTAL INDENTURE Dated as of January 23, 2004
Citicorp • February 3rd, 2004 • National commercial banks • New York

THIS THIRD SUPPLEMENTAL INDENTURE dated as of January 23, 2004 (the "Supplemental Indenture"), by and among ASSOCIATES FIRST CAPITAL CORPORATION (successor-in-interest to Associates Corporation of North America), a corporation organized and existing under the laws of the State of Delaware ("AFCC"), CITICORP, a corporation organized and existing under the laws of the State of Delaware, as guarantor, and JPMORGAN CHASE BANK (successor-in-interest to The Chase Manhattan Bank (National Association)), as trustee (the "Trustee");

THIRD SUPPLEMENTAL INDENTURE Dated as of January 23, 2004
Indenture • February 3rd, 2004 • Citicorp • National commercial banks • New York

THIS THIRD SUPPLEMENTAL INDENTURE dated as of January 23, 2004 (the "Supplemental Indenture"), by and among ASSOCIATES FIRST CAPITAL CORPORATION (successor-in-interest to Associates Corporation of North America), a corporation organized and existing under the laws of the State of Delaware ("AFCC"), CITICORP, a corporation organized and existing under the laws of the State of Delaware, as guarantor, and CITIBANK, N. A., as trustee (the "Trustee");

THIRD SUPPLEMENTAL INDENTURE Dated as of January 23, 2004
Supplemental Indenture • February 3rd, 2004 • Citicorp • National commercial banks • New York

THIS THIRD SUPPLEMENTAL INDENTURE dated as of January 23, 2004 (the "Supplemental Indenture"), by and among ASSOCIATES FIRST CAPITAL CORPORATION (successor-in-interest to Associates Corporation of North America), a corporation organized and existing under the laws of the State of Delaware ("AFCC"), CITICORP, a corporation organized and existing under the laws of the State of Delaware, as guarantor, and WACHOVIA BANK, NATIONAL ASSOCIATION (successor-in-interest to First Union National Bank and First Fidelity Bank, National Association, New Jersey), as trustee (the "Trustee");

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