2. At the end of the Initial Term, the Agreement will be extended and renewed for anAdditional Term of five (5) years, beginning January 1, 2010 and ending December 31,2014. There will be no automatic renewals or Rollover Periods beyond expiration of theAdditional Term. By at least eighteen months prior to the end of the Additional Term,the parties agree to open discussions concerning renewal of the Agreement.  3. The current Lorillard Specifications for Reconstituted Tobacco are set forth inAppendix “A” attached hereto and made a part hereof. The attached Appendix“A” replaces and is substituted for the present Appendix “A” of theAgreement effective immediately.  4. For the 2009 Contract Year of the Initial Term and for each Contract Year ofthe Additional Term, pricing for the Converted Reconstituted Tobacco ordered fordelivery is set forth in Appendix “B” attached hereto and made a part hereof.At the end of the 2009 Contract Year, and at the end of each Contract Year thereafter,RJRT will calculate and determine an Annual Energy Cost Adjustment, as specified inAppendix “B”, which will increase or decrease Lorillard’s total financialobligation to RJRT for Converted Reconstituted Tobacco ordered during the just endedContract Year. Current pricing for the 2008 Contract Year is unchanged. The attachedAppendix “B” replaces and is substituted for the present Appendix “B”of the Agreement for Contract years 2009 and beyond.  5. The parties acknowledge that there is pending in the U.S. Congress legislationthat, if passed, could require significant modification of current tobacco productmanufacturing processes, tobacco product ingredients, and tobacco
 

 
   product design. The parties do not know if, when or what modifications to RJRT’sReconstituted Tobacco manufacturing process will be required. The parties agree that ifthe pending or similar federal legislation becomes law, they will negotiate in goodfaith to determine whether, and or what modified terms, the Agreement and this Amendmentcan continue in force and effect.  6. All provisions of the Agreement not inconsistent with this Amendment remain infull force and effect.     **IN WITNESS WHEREOF**, this Amendment has been duly executed by the parties hereto by their dulyauthorized representatives as of the date set forth above.         **R.J. REYNOLDS TOBACCO COMPANY**           By: /s/ Tommy L. Hickman           Name: Tommy L. Hickman    Title: Senior Vice President    Date: 10-30-08           **LORILLARD TOBACCO COMPANY**           By: /s/ Ronald S. Milstein           Name: Ronald S. Milstein    Title: Senior Vice President    Date: 10-29-08  
 

 
**APPENDIX A****[***]** **[***]** INDICATES MATERIAL THAT HAS BEEN OMITTED AND FOR WHICH CONFIDENTIAL TREATMENT HAS BEENREQUESTED. ALL SUCH OMITTED MATERIAL HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSIONPURSUANT TO RULE 24b-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED.
 

 
**APPENDIX B****[***]** **[***]** INDICATES MATERIAL THAT HAS BEEN OMITTED AND FOR WHICH CONFIDENTIAL TREATMENT HAS BEENREQUESTED. ALL SUCH OMITTED MATERIAL HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSIONPURSUANT TO RULE 24b-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED.