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Table of Contents
Exhibits
Exhibit
No. Description of Exhibit
3.1 — Restated Certificate of Incorporation, filed July 24, 2003 (incorporated by reference to Exhibit 3.2 of Dell's Quarterly Report on
Form 10-Q for the fiscal quarter ended August 1, 2003, Commission File No. 0-17017)
3.2 — Restated Bylaws, as adopted on July 18, 2003 (incorporated by reference to Exhibit 3.3 of Dell's Quarterly Report on Form 10-Q for
the fiscal quarter ended August 1, 2003, Commission File No. 0-17017)
4.1 — Rights Agreement, dated as of November 29, 1995 (incorporated by reference to Exhibit 4 of Dell's Current Report on Form 8-K filed
on November 30, 1995, Commission File No. 0-17017)
4.2 — Indenture, dated as of April 27, 1998, between Dell Computer Corporation and Chase Bank of Texas, National Association
(incorporated by reference to Exhibit 99.2 of Dell's Current Report on Form 8-K filed April 28, 1998, Commission File No. 0-17017)
4.3 — Officers' Certificate pursuant to Section 301 of the Indenture establishing the terms of Dell's 6.55% Senior Notes Due 2008
(incorporated by reference to Exhibit 99.3 of Dell's Current Report on Form 8-K filed April 28, 1998, Commission File No. 0-17017)
4.4 — Officers' Certificate pursuant to Section 301 of the Indenture establishing the terms of Dell's 7.10% Senior Debentures Due 2028
(incorporated by reference to Exhibit 99.4 of Dell's Current Report on Form 8-K filed April 28, 1998, Commission File No. 0-17017)
4.5 — Form of Dell's 6.55% Senior Notes Due 2008 (incorporated by reference to Exhibit 99.5 of Dell's Current Report on Form 8-K filed
April 28, 1998, Commission File No. 0-17017)
4.6 — Form of Dell's 7.10% Senior Debentures Due 2028 (incorporated by reference to Exhibit 99.6 of Dell's Current Report on Form 8-K
filed April 28, 1998, Commission File No. 0-17017)
10.1* — Dell Computer Corporation 1989 Stock Option Plan, as amended and restated (incorporated by reference to Exhibit 10.4 of Dell's
Annual Report on Form 10-K for the fiscal year ended January 31, 1993, Commission File No. 0-17017)
10.2* — Amended and Restated Dell Computer Corporation 1994 Incentive Plan (incorporated by reference to Exhibit 99 of Dell's
Registration Statement on Form S-8, filed October 31, 2000, Registration No. 333-49014)
10.3* — Amended and Restated Dell Computer Corporation 1998 Broad Based Stock Option Plan (incorporated by reference to Exhibit 99 of
Dell's Registration Statement on Form S-8, filed October 31, 2000, Registration No. 333-49016)
10.4* — Dell Computer Corporation 2002 Long Term Incentive Plan (incorporated by reference to Exhibit 10.1 of Dell's Quarterly Report on
Form 10-Q for the fiscal quarter ended August 2, 2002, Commission File No. 0-17017)
10.5* — Amended and Restated Dell Inc. 401(k) Plan, adopted on December 19, 2003 (incorporated by reference to Exhibit 10.5 to Dell's
Annual Report on Form 10-K for the fiscal year ended January 30, 2004, Commission File No. 0-17017)
10.6*† — Amendment No. 1 to Amended and Restated Dell Inc. 401(k) Plan, dated March 3, 2005
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