Common use of Number of Underwriter Clause in Contracts

Number of Underwriter. Firm Shares ----------- ----------- PaineWebber Incorporated ▇▇▇▇▇▇▇▇▇▇▇ & Co., Inc. ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company Incorporated EVEREN Securities, Inc. ____________ 2,500,000 ============ EXHIBIT A IMPERIAL CREDIT MORTGAGE HOLDINGS, INC. _____________________ PRICE DETERMINATION AGREEMENT ----------------------------- [DATE] PAINEWEBBER INCORPORATED ▇▇▇▇▇▇▇▇▇▇▇ & CO., INC. ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & COMPANY INCORPORATED EVEREN SECURITIES, INC. As Representatives of the several Underwriters c/o PaineWebber Incorporated 1285 Avenue of the Americas ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ Dear Sirs: Reference is made to the Underwriting Agreement, dated __________ __, 1996 (the "Underwriting Agreement"), among Imperial Credit Mortgage Holdings, Inc., a Maryland corporation (the "Company") and the several Underwriters named in Schedule I thereto or hereto (the "Underwriters"), for whom PaineWebber Incorporated, ▇▇▇▇▇▇▇▇▇▇▇ & Co., Inc., ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company Incorporated and EVEREN Securities, Inc. and are acting as representatives (the "Representatives"). The Underwriting Agreement provides for the purchase by the Underwriters from the Company, subject to the terms and conditions set forth therein, of an aggregate of 2,500,000 shares (the "Firm Shares") of the Company's common stock, par value $.01 per share. This Agreement is the Price Determination Agreement referred to in the Underwriting Agreement. Pursuant to Section 1 of the Underwriting Agreement, the Company agrees with the Representative as follows:

Number of Underwriter. Firm Shares ----------- ----------- PaineWebber Incorporated 1,190,000 ▇▇▇▇▇▇▇▇▇▇▇ & Co., Inc. 850,000 ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company Incorporated 765,000 EVEREN Securities, Inc. ____________ 2,500,000 ===595,000 --------- 3,170,094 ========= EXHIBIT A IMPERIAL CREDIT MORTGAGE HOLDINGS, INC. _____________________ FORM OF PRICE DETERMINATION AGREEMENT ----------------------------- ------------------------------------- [DATE] PAINEWEBBER INCORPORATED ▇▇▇▇▇▇▇▇▇▇▇ & CO., INC. ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & COMPANY INCORPORATED EVEREN SECURITIES, INC. As Representatives of the several Underwriters c/o PaineWebber Incorporated 1285 Avenue of the Americas ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ Dear Sirs: Reference is made to the Underwriting Agreement, dated __________ September __, 1996 1997 (the "Underwriting Agreement"), among Imperial Credit Mortgage Holdings, Inc., a Maryland corporation (the "Company") and ), the several Underwriters Selling Shareholders named in Schedule I thereto or hereto (the "UnderwritersSelling Shareholders"), for whom and PaineWebber Incorporated, ▇▇▇▇▇▇▇▇▇▇▇ & Co., Inc., ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company Incorporated and EVEREN Securities, Inc. and are acting as representatives (the "RepresentativesUnderwriters"). The Underwriting Agreement provides for the purchase by the Underwriters from the CompanyCompany and the Selling Shareholders, subject to the terms and conditions set forth therein, of an aggregate of 2,500,000 3,400,000 shares (the "Firm Shares") of the Company's common stock, par value $.01 per share. This Agreement is the Price Determination Agreement referred to in the Underwriting Agreement. Pursuant to Section 1 of the Underwriting Agreement, the Company agrees and the Selling Shareholders agree with the Representative Underwriters as follows: