EX-4
from 8-A12B/A
1 page
Appointment of Successor Rights Agent This Agreement Is Dated as of May 3, 1996, Between Premark International, Inc.("premark") and Norwest Bank Minnesota, N.A. ("Norwest"). Whereas, Premark Appoints Norwest as Successor Rights Agent ("Successor Rights Agent"), and Norwest Accepts the Appointment, Effective May 3, 1996, Under the Rights Agreement Dated as of March 7, 1989 (The "Rights Agreement") Between Premark and Manufacturers Hanover Trust Company (Now Known as Chemical Bank); and Whereas, the Parties Also Amend the Rights Agreement as Set Out Below. Now Therefore, in Consideration of the Premises and Mutual Agreements Set Forth in the Rights Agreement and in This Agreement, the Parties Hereby Agree as Follows: 1. the Reference in Section 1(d) to "New York" Shall Be Changed to "St. Paul, Minnesota". 2. the Reference in Section 1(e) to "New York Time" Shall Be Changed to "St. Paul, Minnesota Time". 3. the First Reference in Section 21 to "New York", Appearing in Line 19 on Page 49, Shall Be Changed to "Minnesota". 4. the Reference in Section 26 to the Name and Address of Manufacturers Hanover Trust Company Shall Be Changed To: Norwest Bank Minnesota, N.A. Shareowner Services 161 North Concord Exchange South St. Paul, Mn 55075 Attention: Nancy Rosengren 5. This Amendment Sets Out the Sole Changes to the Rights Agreement, Which Is Otherwise Unaffected Hereby. in Witness Whereof, the Parties Have Caused This Agreement to Be Duly Executed and Their Corporate Seals to Be Affixed, All as of the Day and Year First Written Above. Agreed: Agreed: Norwest Bank Minnesota, N.A. Premark International, Inc. By: By: Name: Name: Title: Title
12/34/56
