Embraer-Empresa Brasileira de Aeronautica (ERJ)


This excerpt taken from the ERJ 6-K filed Oct 8, 2009.



Exhibit No.



1.1   Underwriting Agreement Basic Provisions among Embraer Overseas Limited (the “Company”) and Embraer—Empresa Brasileira de Aeronáutica S.A. (the “Guarantor”), dated as of October 1, 2009.
1.2   Terms Agreement among the Company, the Guarantor, Deutsche Bank Securities Inc. and Morgan Stanley & Co. Incorporated, dated as of October 1, 2009.
4.1   Indenture among the Company, the Guarantor and The Bank of New York Mellon (the “Trustee”), dated as of October 8, 2009.
4.2   First Supplemental Indenture among the Company, the Guarantor and the Trustee, dated as of October 8, 2009.
4.3   Form of Global Note.
  Opinion of Flávio Rímoli, General Counsel of Embraer – Empresa Brasileira de Aeronáutica S.A.
  Opinion of Walkers.
  Opinion of Skadden, Arps, Slate, Meagher & Flom LLP.



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