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Costco Wholesale Corp/New – ‘S-3’ on 10/23/01 – EX-4.2

On:  Tuesday, 10/23/01   ·   Accession #:  912057-1-536347   ·   File #:  333-72122

Previous ‘S-3’:  ‘S-3’ on 11/12/97   ·   Next:  ‘S-3’ on 6/8/05   ·   Latest:  ‘S-3/A’ on 8/18/05   ·   1 Reference:  By:  Costco Wholesale Corp. – ‘S-3ASR’ on 6/1/23

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  As Of                Filer                Filing    For·On·As Docs:Size              Issuer               Agent

10/23/01  Costco Wholesale Corp/New         S-3                    9:534K                                   Merrill Corp/FA

Registration Statement for Securities Offered Pursuant to a Transaction   —   Form S-3
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: S-3         Registration Statement for Securities Offered       HTML    111K 
                          Pursuant to a Transaction                              
 2: EX-4.1      Instrument Defining the Rights of Security Holders  HTML     34K 
 3: EX-4.2      Instrument Defining the Rights of Security Holders  HTML     26K 
 4: EX-4.3      Instrument Defining the Rights of Security Holders  HTML    377K 
 5: EX-5.1      Opinion re: Legality                                HTML     19K 
 6: EX-12.1     Statement re: Computation of Ratios                 HTML     19K 
 7: EX-15.1     Letter re: Unaudited Interim Financial Information  HTML     10K 
 8: EX-23.1     Consent of Experts or Counsel                       HTML      9K 
 9: EX-25.1     Statement re: Eligibility of Trustee                HTML     27K 


EX-4.2   —   Instrument Defining the Rights of Security Holders
Exhibit Table of Contents

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"Exhibit 4.2
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  Prepared by MERRILL CORPORATION  

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Exhibit 4.2

    COSTCO WHOLESALE CORPORATION

and

U.S. BANK NATIONAL ASSOCIATION, as Trustee


Senior Debt Securities

Indenture


Dated as of October   , 2001


    INDENTURE, dated as of October   , 2001 (the "Indenture"), between COSTCO WHOLESALE CORPORATION, a corporation duly organized and existing under the laws of the State of Washington (herein called the "Company"), having its principal offices at 999 Lake Drive, Issaquah, Washington 98027, and U.S. BANK NATIONAL ASSOCIATION, as Trustee (herein called the "Trustee").

RECITALS OF THE COMPANY

    The Company has duly authorized the execution and delivery of this Indenture to provide for the issuance from time to time of its unsecured debentures, notes or other obligations for money so borrowed (herein called the "Securities"), to be issued in one or more series as in this Indenture provided.

    All things necessary to make this Indenture a valid agreement of the Company, in accordance with its terms, have been done.

NOW, THEREFORE, THIS INDENTURE WITNESSETH:

    For and in consideration of the premises and the purchase of the Securities by the Holders thereof, it is mutually covenanted and agreed, for the equal and proportionate benefit of all Holders of the Securities or of any series thereof, as follows:

Paragraph A.  INCORPORATION BY REFERENCE

    Articles I through XIV of the Costco Wholesale Corporation. Standard Multiple-Series Indenture Provisions dated as of October   , 2001 (herein called the "Standard Provisions"), a copy of which is attached hereto as Annex "A", are hereby incorporated herein by reference with the same force and effect as though fully set out herein.

1


    IN WITNESS WHEREOF, the parties hereto have caused this Indenture to be duly executed and attested as of the day and year first above written.

    COSTCO WHOLESALE CORPORATION
         
         
    By    
       
Executive Vice President
         
         
Attest        
         

Assistant Secretary
       
         
         
    U.S. BANK NATIONAL ASSOCIATION,
  as Trustee
         
         
    By    
       
Title:  Authorized Signatory
         
         
Attest        
         
         

Title:  Assistant Secretary
       

2


STATE OF WASHINGTON   )
     
    ) ss
     
COUNTY OF KING   )

    On the              day of October, 2001, before me personally came                   to me known, who, being by me duly sworn, did depose and say that he is Executive Vice President of COSTCO WHOLESALE CORPORATION, one of the corporations described in and which executed the foregoing instrument; that he knows the seal of said corporation; that the seal affixed to said instrument is such corporate seal; that it was so affixed by authority of the Board of Directors of said corporation, and that he signed his name thereto by like authority.

     
     
   
Notary Public

3


    IN WITNESS WHEREOF, the parties hereto have caused this Indenture to be duly executed and attested as of the day and year first above written.

    COSTCO WHOLESALE CORPORATION
         
         
    By    
       
Executive Vice President
         
         
Attest        
         

Secretary
       
         
         
    U.S. BANK NATIONAL ASSOCIATION
  as Trustee
         
         
    By    
       
Title:  Authorized Signatory
         
         
Attest        
         
         

Title:  Assistant Secretary
       

4


STATE OF MINNESOTA       )
     
        ) ss
     
COUNTY OF       )

    On the              day of October, 2001, before me personally came                   to me known, who, being by me duly sworn, did depose and say that he/she is                    of U.S. BANK NATIONAL ASSOCIATION, one of the corporations described in and which executed the foregoing instrument; that he/she knows the seal of said corporation; that the seal affixed to said instrument is such corporate seal; that it was so affixed by authority of the Board of Directors of said corporation, and that he/she signed his/her name thereto by like authority.

     
     
   
Notary Public

5




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Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘S-3’ Filing    Date    Other Filings
Filed on:10/23/01None on these Dates
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1 Subsequent Filing that References this Filing

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 6/01/23  Costco Wholesale Corp.            S-3ASR      6/01/23    5:499K                                   Donnelley … Solutions/FA
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Filing Submission 0000912057-01-536347   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

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