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Exhibit 4.2
SUPPLEMENTAL INDENTURE
TO INDENTURE DATED AUGUST 15, 1997
THIS SUPPLEMENTAL INDENTURE dated as of March 2, 2000, is delivered
pursuant to Section 4.11 of the Indenture dated as of August 15, 1997 (as
heretofore or hereafter modified and supplemented and in effect from time to
time, the "1997 Indenture") among OUTDOOR COMMUNICATIONS, INC., a Delaware
corporation, certain of its subsidiaries (the "Guarantors") and FIRST UNION
NATIONAL BANK, a national banking corporation, as Trustee (the "Trustee") (all
terms used herein without definition having the meanings ascribed to them in the
1997 Indenture).
The undersigned hereby agrees that:
1. The undersigned is a Guarantor under the 1997 Indenture with all of
the rights and obligations of the Guarantors thereunder.
2. The undersigned has granted, ratified and confirmed, in the form and
substance of Exhibit B to the 1997 Indenture, the Guarantee provided for by
Article XI of the 1997 Indenture.
3. The undersigned hereby represents and warrants that the
representations and warranties set forth in the 1997 Indenture, to the extent
relating to the undersigned as Guarantor, are correct on and as of the date
hereof.
4. All notices, requests and other communications provided for in the
1997 Indenture should be delivered to the undersigned at the following address:
Keith A. Istre
Vice President - Finance and
Chief Financial Officer
Lamar Media Corp. and its Subsidiaries
5551 Corporate Blvd.
Baton Rouge, LA 70808
5. A counterpart of this Supplemental Indenture may be attached to any
counterpart of the 1997 Indenture.
6. This Supplemental Indenture shall be governed by and construed in
accordance with the internal laws of the State of New York.
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IN WITNESS WHEREOF, the undersigned have caused this Supplemental
Indenture to be duly executed as of the day and year first above written.
Guarantor:
Outdoor West, Inc. of Georgia,
a Georgia corporation
By: /s/ Keith A. Istre
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Keith A. Istre
Vice President - Finance and
Chief Financial Officer
Outdoor West, Inc. of Tennessee,
a Georgia corporation
By: /s/ Keith A. Istre
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Keith A. Istre
Vice President - Finance and
Chief Financial Officer
Attested:
By: /s/ James R. McIlwain
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James R. McIlwain, Secretary
Outdoor West, Inc. of Georgia
By: /s/ James R. McIlwain
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James R. McIlwain, Secretary
Outdoor West, Inc. of Tennessee
Accepted:
FIRST UNION NATIONAL BANK, as Trustee
By: /s/ James Long
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Title: Assistant Secretary
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Additional Subsidiary Guarantors
Lamar Advertising of Texas, Inc.
Lamar Advantage GP Company
Lamar Advantage Holding Company
Lamar Advantage LP Company, L.L.C.
Lamar Advantage Outdoor Company, L.P.
Lamar Ember, Inc.
Lamar Advertising of Macon, L.L.C.
Lamar T.T.R., L.L.C.
Mississippi Logos, L.L.C.
Oklahoma Logos, L.L.C.
New Jersey Logos, L.L.C.
Georgia Logos, L.L.C.
Aztec Group, Inc.
Sunshine Sign Corp.
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