Exhibit 4.1
 EXECUTION COPY




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TABLE OF CONTENTS
 PageARTICLE 1Definitions; InterpretationsSection 1.01. Definitions
    
    
    2Section 1.02. References to Interest
    
    
    13ARTICLE 2Issue, Description, Execution, Registration and Exchange of NotesSection 2.01. Designation and Amount
    
    
    14Section 2.02. Form of Notes
    
    
    14Section 2.03. Date and Denomination of Notes; Payments of Interest
    
    
    15Section 2.04. Execution, Authentication and Delivery of Notes
    
    
    16Section 2.05. Exchange and Registration of Transfer of Notes; Restrictions
on Transfer; Depositary; Automatic Exchange
    
    
    17Section 2.06. Mutilated, Destroyed, Lost or Stolen Notes
    
    
    24Section 2.07. Temporary Notes
    
    
    25Section 2.08. Cancellation of Notes Paid, Etc.
    
    
    25Section 2.09. CUSIP Numbers
    
    
    26Section 2.10. Additional Notes; Purchases
    
    
    26ARTICLE 3[Intentionally Omitted]ARTICLE 4Satisfaction and DischargeSection 4.01. Satisfaction and Discharge
    
    
    26ARTICLE 5Particular Covenants of the CompanySection 5.01. Payment of Principal and Interest
    
    
    27Section 5.02. Maintenance of Office or Agency
    
    
    27Section 5.03. Appointments to Fill Vacancies in Trustees Office
    
    
    28Section 5.04. Provisions as to Paying Agent
    
    
    28Section 5.05. Existence
    
    
    29Section 5.06. Rule 144A Information Requirement and Annual Reports
    
    
    29Section 5.07. Stay, Extension and Usury Laws
    
    
    30Section 5.08. Compliance Certificate; Statements as to Defaults
    
    
    30
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PageARTICLE 6Lists of Noteholders and Reports by the Company and the TrusteeSection 6.01. Lists of Noteholders
    
    
    31Section 6.02. Preservation and Disclosure of Lists
    
    
    31Section 6.03. Reports by Trustee
    
    
    31ARTICLE 7Defaults and RemediesSection 7.01. Events of Default
    
    
    32Section 7.02. Payments of Notes on Default; Suit Therefor
    
    
    35Section 7.03. Application of Monies Collected by Trustee
    
    
    36Section 7.04. Proceedings by Noteholders
    
    
    37Section 7.05. Proceedings by Trustee
    
    
    38Section 7.06. Remedies Cumulative and Continuing
    
    
    38Section 7.07. Direction of Proceedings and Waiver of Defaults by
Majority of Noteholders
    
    
    38Section 7.08. Notice of Defaults
    
    
    39Section 7.09. Undertaking to Pay Costs
    
    
    39ARTICLE 8Concerning the TrusteeSection 8.01. Duties and Responsibilities of Trustee
    
    
    40Section 8.02. Reliance on Documents, Opinions, Etc.
    
    
    42Section 8.03. No Responsibility for Recitals, Etc.
    
    
    43Section 8.04. Trustee, Paying Agents, Conversion Agents or Registrar May Own
Notes
    
    
    43Section 8.05. Monies to Be Held in Trust
    
    
    43Section 8.06. Compensation and Expenses of Trustee
    
    
    44Section 8.07. Officers Certificate as Evidence
    
    
    44Section 8.08. Conflicting Interests of Trustee
    
    
    45Section 8.09. Eligibility of Trustee
    
    
    45Section 8.10. Resignation or Removal of Trustee
    
    
    45Section 8.11. Acceptance by Successor Trustee
    
    
    46Section 8.12. Succession by Merger, Etc.
    
    
    47Section 8.13. Limitation on Rights of Trustee as Creditor
    
    
    48Section 8.14. Trustees Application for Instructions from the Company
    
    
    48ARTICLE 9Concerning the NoteholdersSection 9.01. Action by Noteholders
    
    
    48Section 9.02. Proof of Execution by Noteholders
    
    
    48Section 9.03. Who Are Deemed Absolute Owners
    
    
    49Section 9.04. Company-Owned Notes Disregarded
    
    
    49Section 9.05. Revocation of Consents; Future Holders Bound
    
    
    50
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PageARTICLE 10[Intentionally Omitted]ARTICLE 11Supplemental IndenturesSection 11.01. Supplemental Indentures Without Consent of Noteholders
    
    
    50Section 11.02. Supplemental Indentures With Consent of Noteholders
    
    
    51Section 11.03. Effect of Supplemental Indentures
    
    
    52Section 11.04. Notation on Notes
    
    
    53Section 11.05. Evidence of Compliance of Supplemental Indenture to Be Furnished Trustee
    
    
    53ARTICLE 12Consolidation, Merger, Sale of AssetsSection 12.01. When Company May Merge or Transfer Assets
    
    
    53Section 12.02. Successor to Be Substituted
    
    
    54Section 12.03. Opinion Of Counsel To Be Given Trustee
    
    
    54ARTICLE 13Immunity of Incorporators, Shareholders, Officers and DirectorsSection 13.01. Indenture and Notes Solely Corporate Obligations
    
    
    55ARTICLE 14Special InterestSection 14.01. Special Interest
    
    
    55ARTICLE 15Conversion of NotesSection 15.01. Right to Convert
    
    
    57Section 15.02. Conversion Procedures
    
    
    59Section 15.03. Payment Upon Conversion
    
    
    60Section 15.04. Adjustment of Conversion Rate
    
    
    63Section 15.05. Adjustment of Average Prices
    
    
    71Section 15.06. Adjustments Upon Make-whole Fundamental Changes
    
    
    72Section 15.07. Effect of Recapitalization, Reclassification,
Consolidation, Merger or Sale
    
    
    73Section 15.08. Taxes on Shares Issued
    
    
    75Section 15.09. Reservation of Shares; Shares to be Fully Paid;
Compliance With Governmental Requirements; Listing of Common Stock
    
    
    75Section 15.10. Responsibility of Trustee
    
    
    76Section 15.11. Notice to Holders Prior to Certain Actions
    
    
    76Section 15.12. Stockholder Rights Plan
    
    
    77Section 15.13. Conversion Rate Cap
    
    
    78Section 15.14. Company Determination Final
    
    
    78
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PageARTICLE 16Offer to Purchase Notes Upon a Fundamental ChangeSection 16.01. Offer to Purchase Notes Upon a Fundamental Change
    
    
    78Section 16.02. Withdrawal of Fundamental Change Purchase Notice
    
    
    81Section 16.03. Deposit of Fundamental Change Purchase Price
    
    
    81Section 16.04. Restrictions on Purchases
    
    
    81Section 16.05. Notes Purchased in Part
    
    
    81Section 16.06. Covenant to Comply With Securities Laws Upon Purchase of
Notes
    
    
    82Section 16.07. Repayment to the Company
    
    
    82ARTICLE 17Miscellaneous ProvisionsSection 17.01. Provisions Binding on Companys Successors
    
    
    82Section 17.02. Official Acts by Successor
    
    
    82Section 17.03. Addresses for Notices, Etc.
    
    
    82Section 17.04. Governing Law
    
    
    83Section 17.05. Evidence of Compliance with Conditions Precedent; Certificates
and Opinions of Counsel to Trustee
    
    
    83Section 17.06. Legal Holidays
    
    
    84Section 17.07. No Security Interest Created
    
    
    84Section 17.08. Trust Indenture Act
    
    
    84Section 17.09. Benefits of Indenture
    
    
    84Section 17.10. Table of Contents, Headings, Etc.
    
    
    84Section 17.11. Authenticating Agent
    
    
    85Section 17.12. Execution in Counterparts
    
    
    86Section 17.13. Severability
    
    
    86Section 17.14. Waiver of Jury Trial
    
    
    86Section 17.15. Consent to Jurisdiction; Consent to Service of Process
    
    
    86Section 17.16. Force Majeure
    
    
    87Section 17.17. Currency Indemnity
    
    
    87Section 17.18. Calculations
    
    
    88Section 17.19. U.S.A. Patriot Act
    
    
    88EXHIBIT:Exhibit A Form of Note
    
    
    A-1
  iv




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Company Trustee
  Notes




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Definitions; Interpretations
 Definitions.
 Additional Interest
 Additional Shares
 Affiliate
 Automatic Exchange
 Automatic Exchange Date
 Bid Solicitation Agent
 Board of Directors
 Board Resolution
 Business Day
 Cash Amount
  2




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Capital Stock
 Cash Settlement
 close of business
 Combination Settlement
 Commission
 Common Equity
 Common Stock
 Company
 Company Order
 Continuing Director
 Conversion Agent
 Conversion Date
  3




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Conversion Notice
 Conversion Price divided by
 Conversion Rate
 Conversion Rate Cap
 Corporate Trust Office
 Custodian
 Daily Cash Amount
 Daily Conversion Value
 Daily Settlement Amount
 Daily VWAP
  4




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Default
 Defaulted Interest
 Depositary Depositary
 DTC
 Effective Date
 Event of Default
 Ex-Dividend Date
 Exchange Act
 Fair Market Value
 Form of Assignment and Transfer
 Form of Conversion Notice
 Form of Fundamental Change Purchase Notice
  5




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Fundamental Change
  provided however
    provided however
  6




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Fundamental Change Company Notice
 Fundamental Change Purchase Date
 Fundamental Change Purchase Expiration Time
 Fundamental Change Purchase Notice
 Fundamental Change Purchase Price
 Global Note
 Indenture
 Interest Payment Date provided however
 Initial Purchasers
 Interest Record Date
 Last Reported Sale Price
     7




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Make-Whole Fundamental Change
 Market Disruption Event
 Maturity Date
 Maximum Conversion Rate
  8




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Measurement Period
 Merger Event
 Note Notes
 Note Register
 Note Registrar
 Noteholder Holder holder
 Observation Period
  nd
 Offering Memorandum
 Officer
 Officers Certificate
 open of business
 Opinion of Counsel
  9




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outstanding
  provided
   Paying Agent
 Person
 Physical Settlement
 Predecessor Note
 Publicly Traded Securities
  10




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Purchase Agreement
 record date
 Reference Property
 Resale Restriction Termination Date
 Responsible Officer
 Restricted Global Note
 Restricted Securities
 Restricted Transfer Default
 Rule 144
 Rule 144A
 Schedule TO
 Scheduled Trading Day
 Securities Act
 Settlement Method
  11




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Significant Subsidiary
 Special Interest
 Specified Dollar Amount
 Spin-off
 Stock Price
 Subsidiary
 Successor Company
 Supplementary Interest
 Trading Day
  12




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Trading Price provided
 transfer
 Trust Indenture Act provided however
 Trustee
 United States
 Unrestricted Global Note
 References to Interest.
  13




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Issue, Description, Execution, Registration and Exchange of Notes
 Designation and Amount.
 Form of Notes.
     14




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Date and Denomination of Notes; Payments of Interest.
     15




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Execution, Authentication and Delivery of Notes.
    16




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Exchange and Registration of Transfer of Notes; Restrictions on Transfer;
Depositary; Automatic Exchange. Note Register Note Registrar
     17




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Global Note
  Restricted Securities transfer
  18




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Resale Restriction Termination Date
 SECURITIES ACT
      19




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DTC
  20




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21




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22




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Automatic Exchange Automatic Exchange Date
  23




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Mutilated, Destroyed, Lost or Stolen Notes.
    24




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Temporary Notes.
  Cancellation of Notes Paid, Etc.
  25




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CUSIP Numbers. provided
 Additional Notes; Purchases.
 ntentionally Omitted]
 Satisfaction and Discharge
 Satisfaction and Discharge.
  26




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Particular Covenants of the Company
 Payment of Principal and Interest.
 Maintenance of Office or Agency. Paying Agent Conversion Agent
 provided Paying Agent Conversion Agent
   27




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Appointments to Fill Vacancies in Trustees Office.
 Provisions as to Paying Agent.
    provided
   28




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provided however
 Existence.
 Rule 144A Information Requirement and Annual Reports.
   29




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Stay, Extension and Usury Laws.
 Compliance Certificate; Statements as to Defaults.
   30




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Lists of Noteholders and Reports by the Company and the Trustee
 Lists of Noteholders.
 Preservation and Disclosure of Lists.
   Reports by Trustee.
   31




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Defaults and Remedies
 Events of Default.
 Event of Default
         32




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33




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Supplementary Interest Section 7.01(b).
  34




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Payments of Notes on Default; Suit Therefor.
   35




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Application of Monies Collected by Trustee.
 First
 Second
 Third
  36




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Fourth
 Proceedings by Noteholders.
   37




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Proceedings by Trustee.
 Remedies Cumulative and Continuing.
 Direction of Proceedings and Waiver of Defaults by Majority of Noteholders. provided however
  38




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Notice of Defaults. provided
 Undertaking to Pay Costs. provided
  39




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Concerning the Trustee
 Duties and Responsibilities of Trustee. provided
      40




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41




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Reliance on Documents, Opinions, Etc.
         42




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No Responsibility for Recitals, Etc.
 Trustee, Paying Agents, Conversion Agents or Registrar May Own Notes.
 Monies to Be Held in Trust.
  43




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Compensation and Expenses of Trustee.
  Officers Certificate as Evidence.
  44




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Conflicting Interests of Trustee.
 Eligibility of Trustee.
 Resignation or Removal of Trustee.
    45




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Acceptance by Successor Trustee.
  46




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Succession by Merger, Etc. provided
 provided however
  47




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Limitation on Rights of Trustee as Creditor.
 Trustees Application for Instructions from the Company.
 Concerning the Noteholders
 Action by Noteholders.
 Proof of Execution by Noteholders.
  48




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Who Are Deemed Absolute Owners.
 Company-Owned Notes Disregarded. provided
  49




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Revocation of Consents; Future Holders Bound.
 [Intentionally Omitted]
 Supplemental Indentures
 Supplemental Indentures Without Consent of Noteholders.
           50




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provided, however,
    Supplemental Indentures With Consent of Noteholders. provided however
    51




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Effect of Supplemental Indentures. provided
  52




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Notation on Notes.
 Evidence of Compliance of Supplemental Indenture to Be Furnished Trustee.
 Consolidation, Merger, Sale of Assets
 When Company May Merge or Transfer Assets.
 Successor
Company
   53




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Successor to Be Substituted.
 Opinion Of Counsel To Be Given Trustee.
  54




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Immunity of Incorporators, Shareholders, Officers and Directors
 Indenture and Notes Solely Corporate Obligations.
 Special Interest
 Special Interest. Restricted Transfer Default Special Interest
   55




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th
     56




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Conversion of Notes
 Right to Convert.
   Measurement Period
  57




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th th
  58




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Conversion Procedures.
   Conversion Notice
     Conversion Date
    59




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Payment Upon Conversion.
 Physical Settlement Cash Settlement Combination Settlement
 Cash Amount
   60




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Daily Settlement Amount
 Daily Cash
Amount
   61




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Trading Day
  62




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Adjustment of Conversion Rate.
 Adjustment Date
  
  CR0
    
    =
    
    the Conversion Rate in effect immediately prior to the open of
business on the Adjustment Date, or immediately prior to the open of business on
the effective date of such share split or share combination, as applicable;CR1
    
    =
    
    the Conversion Rate in effect immediately after the open of business
on such Adjustment Date or effective date, as applicable;OS0
    
    =
    
    the number of shares of Common Stock outstanding immediately prior to
the open of business on such Adjustment Date or effective date, as applicable;
andOS1
    
    =
    
    the number of shares of Common Stock outstanding immediately after
giving effect to such dividend, distribution, share split or share combination.
  63




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CR0
    
    =
    
    the Conversion Rate in effect immediately prior to the open of
business on the Adjustment Date for such issuance;CR1
    
    =
    
    the Conversion Rate in effect immediately after the open of business
on such Adjustment Date;OS0
    
    =
    
    the number of shares of Common Stock outstanding immediately prior to
the open of business on such Adjustment Date;X
    
    =
    
    the total number of shares of Common Stock issuable pursuant to
such rights or warrants; andY
    
    =
    
    the number of shares of Common Stock equal to the aggregate price
payable to exercise such rights or warrants divided bythe average of the Last
Reported Sale Prices of the Common Stock over the ten (10) consecutive
Trading-Day period ending on the Trading Day immediately preceding the date of
announcement of the issuance of such rights or warrants.
    64




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CR0
    
    =
    
    the Conversion Rate in effect immediately prior to the open of
business on the Adjustment Date for such distribution;CR1
    
    =
    
    the Conversion Rate in effect immediately after the open of business
on such Adjustment Date;SP0
    
    =
    
    the average of the Last Reported Sale Prices of the Common Stock over
the ten (10) consecutive Trading-Day period ending on the Trading Day immediately
preceding the Adjustment Date for such distribution; andFMV
    
    =
    
    the Fair Market Value (as determined by the Board of Directors)
of the shares of Capital Stock, evidences of
indebtedness, assets, property, rights or warrants distributed with
respect to each outstanding share of the Common Stock on the Adjustment
Date for such distribution.
  65




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0
 Spin-off
 
  CR0
    
    =
    
    the Conversion Rate in effect immediately prior to the end of the
Valuation Period;CR1
    
    =
    
    the Conversion Rate in effect immediately after the end of the
Valuation Period;FMV0
    
    =
    
    the average of the Last Reported Sale Prices of the Capital Stock or
similar equity interest distributed to holders of Common Stock applicable to one
share of Common Stock over the first ten (10) consecutive Trading-Day period
after, and including, the Ex-Dividend Date of the Spin-off (the Valuation
Period); andMP0
    
    =
    
    the average of the Last Reported Sale Prices of Common Stock over the
Valuation Period.
  66




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provided
   
  CR0
    
    =
    
    the Conversion Rate in effect immediately prior to the open of
business on the Adjustment Date for such dividend or distribution;CR1
    
    =
    
    the Conversion Rate in effect immediately after the open of
business on the Adjustment Date for such dividend or distribution;SP0
    
    =
    
    the Last Reported Sale Price of the Common Stock on the Trading
Day immediately preceding the Adjustment Date for such dividend or distribution;
andC
    
    =
    
    the amount in cash per share the Company distributes to
holders of Common Stock.
  67




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provided
  
  CR0 =
    

    the Conversion Rate in effect immediately prior to the close of
business on the tenth (10th)Trading Day immediately following, and
including, the Trading Day next succeeding the date such tender or exchange offer
expires;CR1 =
    

    the Conversion Rate in effect immediately after the close of business
on the tenth (10th) Trading Day immediately following, and including,
the Trading Day next succeeding the date such tender or exchange offer expires;AC =
    

    the aggregate value of all cash and any other consideration (as
determined by the Board of Directors) paid or payable for shares purchased in
such tender or exchange offer;OS0 =
    

    the number of shares of Common Stock outstanding immediately prior to
the date such tender or exchange offer expires;OS1 =
    

    the number of shares of Common Stock outstanding immediately after
the date such tender or exchange offer expires (after giving effect to the
purchase of all shares accepted for purchase or exchanged in such tender or
exchange offer); andSP1 =
    

    the average of the Last Reported Sale Prices of the Common Stock over
the ten (10) consecutive Trading-Day period commencing on the Trading Day next
succeeding the date such tender or exchange offer expires.
  68




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th provided
  record date
     69




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70




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Adjustment of Average Prices.
  71




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Adjustments Upon Make-whole Fundamental Changes.
 Additional Shares proviso th
 Effective Date Stock Price multiplied by
 multiplied by
  72




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Stock PriceEffective date
    
    $2.98
    
    
    $5.00
    
    
    $7.50
    
    
    $10.00
    
    
    $12.50
    
    
    $15.00
    
    
    $17.50
    
    
    $20.00
    
    
    $22.50
    
    
    $25.00
    
    
    $27.50
    
    
    $30.00
    
    
    $32.506/24/2009
    
    
    55.9283
    
    
    
    31.8073
    
    
    
    17.9332
    
    
    
    11.7018
    
    
    
    8.1605
    
    
    
    5.8944
    
    
    
    4.3403
    
    
    
    3.2261
    
    
    
    2.4032
    
    
    
    1.7829
    
    
    
    1.3087
    
    
    
    0.9432
    
    
    
    0.66006/15/2010
    
    
    55.9283
    
    
    
    28.3921
    
    
    
    15.6588
    
    
    
    10.2224
    
    
    
    7.1656
    
    
    
    5.2040
    
    
    
    3.8493
    
    
    
    2.8705
    
    
    
    2.1423
    
    
    
    1.5897
    
    
    
    1.1651
    
    
    
    0.8364
    
    
    
    0.58106/15/2011
    
    
    55.9283
    
    
    
    23.7415
    
    
    
    12.5654
    
    
    
    8.2057
    
    
    
    5.7994
    
    
    
    4.2492
    
    
    
    3.1674
    
    
    
    2.3763
    
    
    
    1.7807
    
    
    
    1.3238
    
    
    
    0.9694
    
    
    
    0.6929
    
    
    
    0.47666/15/2012
    
    
    55.9283
    
    
    
    17.2657
    
    
    
    8.4062
    
    
    
    5.5036
    
    
    
    3.9413
    
    
    
    2.9268
    
    
    
    2.2087
    
    
    
    1.6749
    
    
    
    1.2658
    
    
    
    0.9462
    
    
    
    0.6938
    
    
    
    0.4937
    
    
    
    0.33476/15/2013
    
    
    55.9283
    
    
    
    7.6539
    
    
    
    2.9876
    
    
    
    2.0010
    
    
    
    1.4565
    
    
    
    1.0950
    
    
    
    0.8369
    
    
    
    0.6433
    
    
    
    0.4927
    
    
    
    0.3723
    
    
    
    0.2738
    
    
    
    0.1916
    
    
    
    0.12216/15/2014
    
    
    55.9283
    
    
    
    0.0000
    
    
    
    0.0000
    
    
    
    0.0000
    
    
    
    0.0000
    
    
    
    0.0000
    
    
    
    0.0000
    
    
    
    0.0000
    
    
    
    0.0000
    
    
    
    0.0000
    
    
    
    0.0000
    
    
    
    0.0000
    
    
    
    0.0000
     Maximum Conversion Rate
  Effect of Recapitalization, Reclassification, Consolidation, Merger or Sale.
    73




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Merger Event Reference Property, unit of
Reference Property
    74




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Taxes on Shares Issued.
 Reservation of Shares; Shares to be Fully Paid; Compliance With Governmental
Requirements; Listing of Common Stock.
    75




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Responsibility of Trustee.
 Notice to Holders Prior to Certain Actions.
     76




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Stockholder Rights Plan.
  77




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Conversion Rate Cap. Conversion Rate Cap
 Company Determination Final.
 Offer to Purchase Notes Upon a Fundamental Change
 Offer to Purchase Notes Upon a Fundamental Change. Fundamental Change Purchase Date Fundamental Change Purchase Price
 Fundamental Change Purchase Notice Fundamental Change
Purchase Expiration Time
  78




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Fundamental Change Company Notice
  79




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80




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Withdrawal of Fundamental Change Purchase Notice.
    Deposit of Fundamental Change Purchase Price.
  Restrictions on Purchases.
 Notes Purchased in Part.
  81




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Covenant to Comply With Securities Laws Upon Purchase of Notes.
 Repayment to the Company.
  Miscellaneous Provisions
 Provisions Binding on Companys Successors.
 Official Acts by Successor.
 Addresses for Notices, Etc.
  82




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Governing Law.
 Evidence of Compliance with Conditions Precedent; Certificates and Opinions
of Counsel to Trustee.
   83




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Legal Holidays.
 No Security Interest Created.
 Trust Indenture Act. provided
 Benefits of Indenture.
 Table of Contents, Headings, Etc.
  84




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Authenticating Agent.
      85




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By:Authorized Officer
 Execution in Counterparts.
 Severability.
 Waiver of Jury Trial.
 Consent to Jurisdiction; Consent to Service of Process.
    86




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Force Majeure.
 Currency Indemnity.
  87




---



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Calculations.
 U.S.A. Patriot Act.
   88




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LIZ CLAIBORNE, INC.By:

/s/ Nicholas RubinoName:
    Nicholas RubinoTitle:
    Senior Vice President,
Chief Legal Officer, General Counsel and Corporate Secretary THE BANK OF NEW YORK MELLON, as TrusteeBy:

/s/
CHRISTOPHER GREENEName:
    CHRISTOPHER GREENETitle:
    VICE PRESIDENT




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EXHIBIT A
        1




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2




---



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No.
    
    Initially $
  Company
    3




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provided however provided further however provided
      4




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LIZ CLAIBORNE, INC.By:
    /s/ Andrew WarrenName:
    Andrew WarrenTitle:
    EVP and CFO  
 By:Authorized Officer
  5




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Notes Indenture Trustee
      6




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7




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8




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SCHEDULE A
 
 
 Principal Amount
    
    
    Signature ofAmount of
    
    
    Amount of
    
    
    of this Global Note
    
    
    authorizeddecrease in
    
    
    increase in
    
    
    following such
    
    
    signatory ofPrincipal Amount
    
    
    Principal Amount
    
    
    decrease or
    
    
    Trustee orDate of Exchange
    
    of this Global Note
    
    
    of this Global Note
    
    
    increase
    
    
    Custodian
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ATTACHMENT 1
    Dated:Signature(s)Signature Guarantee
 
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(Name)(Street Address)(City, State and Zip Code)Please print name and addressPrincipal amount to be converted (if less than all):$______,000NOTICE: The above signature(s) of the Holder(s)
hereof must correspond with the name as written upon
the face of the Note in every particular without
alteration or enlargement or any change whatever.Social Security or Other Taxpayer
Identification Number
  2




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ATTACHMENT 2
   Company
  
 Signature(s)Social Security or Other Taxpayer
Identification NumberPrincipal amount to be repaid (if less than all):$,000NOTICE: The above signature(s) of the Holder(s) hereof must correspond with the name as written
upon the face of the Note in every particular without alteration or enlargement or any change
whatever.
  1




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ATTACHMENT 3
  
  o
 o
 o
 o
 o
  1




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Signature(s)Signature Guarantee
 
   2