EXECUTION COPY

AMENDED AND RESTATED CREDIT AGREEMENT

dated as of

March 12, 2007

among

U-HAUL LEASING & SALES CO., U-HAUL CO. OF ARIZONA,

and

U-HAUL INTERNATIONAL, INC.,

as Borrowers

U-HAUL INTERNATIONAL, INC.,

as Servicer/Manager and Guarantor

and

MERRILL LYNCH COMMERCIAL FINANCE CORP.,

as Lender

(Aged Truck Revolving Loan Facility)

TABLE OF CONTENTS

ARTICLE I

Definitions

Page

Section 1.01. Defined Terms ................................................................................................. 1

Section 1.02. Terms Generally............................................................................................. 11

Section 1.03. Accounting Terms; GAAP.............................................................................11

ARTICLE II

The Loans

Section 2.01. Commitments ................................................................................................. 12

Section 2.02. The Note......................................................................................................... 12

Section 2.03. Making the Loans .......................................................................................... 12

Section 2.04. Repayment of Loans; Evidence of Debt ........................................................ 13

ARTICLE III

SECURITY

Section 3.01. Security Interest ............................................................................................. 13

Section 3.02. Release of Collateral ...................................................................................... 14

ARTICLE IV

SERVICING AND MAINTENANCE

Section 4.01. Servicer/Manager ........................................................................................... 14

Section 4.02. Custody of Vehicle Files................................................................................ 15

Section 4.03. Maintenance ................................................................................................... 17

ARTICLE V

FEES, INTEREST, ACCOUNTS, PAYMENTS, ETC.

Section 5.01. Fees and Expenses ......................................................................................... 17

Section 5.02. Interest on the Loans ...................................................................................... 17

Section 5.03. [Reserved.] ..................................................................................................... 18

Section 5.04. Payments to be Made ..................................................................................... 18

Section 5.05. Optional Prepayments .................................................................................... 18

Section 5.06. [Reserved] ...................................................................................................... 19

Section 5.07. Illegality; Substituted Interest Rate, etc ......................................................... 19

Section 5.08. Payments of Principal and Interest; Mandatory Prepayments ....................... 19

Section 5.09. Increased Costs .............................................................................................. 20

Section 5.10. Taxes .............................................................................................................. 21

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(continued)

Page

ARTICLE VI

REPRESENTATIONS AND WARRANTIES

Section 6.01. Organization; Powers..................................................................................... 22

Section 6.02. Authorization; Enforceability ........................................................................ 22

Section 6.03. Governmental Approvals; No Conflicts ........................................................ 22

Section 6.04. Financial Condition; No Material Adverse Change....................................... 22

Section 6.05. Properties; Liens and Licenses....................................................................... 23

Section 6.06. Litigation Matters........................................................................................... 23

Section 6.07. Compliance with Laws and Agreements ....................................................... 23

Section 6.08. Investment and Holding Company Status...................................................... 23

Section 6.09. Taxes .............................................................................................................. 24

Section 6.10. ERISA ............................................................................................................ 24

Section 6.11. Disclosure ...................................................................................................... 24

Section 6.12. The Collateral................................................................................................. 24

Section 6.13. Liens on the Collateral ................................................................................... 25

Section 6.14. Eligible Vehicle Collateral............................................................................. 25

Section 6.15. Insurance ........................................................................................................ 25

Section 6.16. Labor Matters................................................................................................. 25

Section 6.17. Security Documents ....................................................................................... 25

Section 6.18. Margin Regulations........................................................................................ 25

ARTICLE VII

CONDITIONS

Section 7.01. Effective Date ................................................................................................ 26

Section 7.02. Each Loan ...................................................................................................... 26

ARTICLE VIII

AFFIRMATIVE COVENANTS

Section 8.01. Financial Statements and Other Information ................................................. 27

Section 8.02. Notices of Material Events............................................................................. 28

Section 8.03. Information Regarding Collateral .................................................................. 29

Section 8.04. Existence; Conduct of Business..................................................................... 29

Section 8.05. Payment of Obligations.................................................................................. 29

Section 8.06. Maintenance of Properties ............................................................................. 29

Section 8.07. Insurance ........................................................................................................ 30

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TABLE OF CONTENTS

(continued)

Page

Section 8.08. Books and Records; Inspection Rights .......................................................... 30

Section 8.09. Compliance with Laws and Agreements ....................................................... 30

Section 8.10. Use of Proceeds.............................................................................................. 30

Section 8.11. Further Assurances......................................................................................... 30

Section 8.12. Casualty.......................................................................................................... 31

Section 8.13. Interest Rate Protection.................................................................................. 31

ARTICLE IX

NEGATIVE COVENANTS

Section 9.01. Change in Control .......................................................................................... 31

Section 9.02. Use of Collateral ............................................................................................ 31

Section 9.03. Negative Pledge ............................................................................................. 32

Section 9.04. Limitations on Fundamental Changes ........................................................... 32

ARTICLE X

EVENTS OF DEFAULT

Section 10.01. Events of Default ........................................................................................... 32

Section 10.02. Consequences of an Event of Default ............................................................ 34

ARTICLE XI

RESERVED

Section 11.01. Reserved......................................................................................................... 34

ARTICLE XII

MISCELLANEOUS

Section 12.01. Notices ........................................................................................................... 34

Section 12.02. Waivers; Amendments................................................................................... 35

Section 12.03. Expenses; Indemnity; Damage Waiver.......................................................... 35

Section 12.04. Successors and Assigns.................................................................................. 36

Section 12.05. Survival .......................................................................................................... 38

Section 12.06. Counterparts; Integration; Effectiveness........................................................ 38

Section 12.07. Severability .................................................................................................... 38

Section 12.08. Right of Setoff................................................................................................ 38

Section 12.09. Governing Law; Jurisdiction; Consent to Service of Process........................ 39

Section 12.10. WAIVER OF JURY TRIAL.......................................................................... 39

Section 12.11. Headings ........................................................................................................ 40

Section 12.12. Confidentiality ............................................................................................... 40

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TABLE OF CONTENTS

(continued)

Page

Section 12.13. Joint and Several Liability of Borrowers. ...................................................... 40

SCHEDULES:

Schedule 6.04 - Liabilities

Schedule 6.15 - Insurance

EXHIBITS:

Exhibit A Form of Assignment and Acceptance

Exhibit B Form of Guarantee Agreement

Exhibit C Form of Borrowing Request

Exhibit D Form of Borrowing Base Certificate

Exhibit E Form of Monthly Settlement Report

Exhibit F Form of Note

Exhibit G Market Value

Exhibit H [Reserved]

Exhibit I [Reserved]

Exhibit J [Reserved]

Exhibit K Wire Instructions

ANNEXES

Annex I Eligibility Requirements

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AMENDED AND RESTATED CREDIT AGREEMENT, dated as of March 12,

2007, (the “Agreement”) among U-HAUL LEASING & SALES CO., a Nevada corporation, as a

Borrower, U-HAUL CO. OF ARIZONA, an Arizona corporation, as a Borrower, U-HAUL

INTERNATIONAL, INC., a Nevada corporation, as a Borrower, as Servicer/Manager and as

Guarantor, and MERRILL LYNCH COMMERCIAL FINANCE CORP., as Lender.

Recitals

WHEREAS, the parties hereto are party to a certain Credit Agreement, dated as of

June 28, 2005 (the “Original Credit Agreement”); and

WHEREAS, the parties to the Original Credit Agreement desire to amend and

restate the Original Credit Agreement to effect certain amendments thereto;

NOW, THEREFORE, the parties hereto agree as follows:

ARTICLE I

Definitions

Section 1.01. Defined Terms. As used in this Agreement, the following terms

have the meanings specified below:

“Adjusted LIBO Rate” means, with respect to any Loan for any Interest Period,

an interest rate per annum (rounded upwards, if necessary, to the next 1/100 of 1%) equal to

(a) LIBOR for such Interest Period multiplied by (b) the Statutory Reserve Rate.

“Advance Rate” means 65%; provided, however, that if EBIDTA for UHI falls

below $300,000,000 for any fiscal year as reported on AMERCO’s annual report on Form 10-K,

then the “Advance Rate” will be 50%.

“Affiliate” means, with respect to a specified Person, another Person that directly,

or indirectly through one or more intermediaries, Controls or is Controlled by or is under

common Control with the Person specified.

“AMERCO” means AMERCO, a Nevada corporation.

“Assignment and Acceptance” means an assignment and acceptance entered into

by the Lender and an assignee (with the consent of the Borrowers and the Lender if required by

Section 12.04), and accepted by the Lender, in the form of Exhibit A or any other form approved

by the Lender.

“Black Book” means the National Auto Research Black Book Guide published by

Hearst Corporation from time to time.

“Board” means the Board of Governors of the Federal Reserve System of the

United States of America.

“Borrowers” means, collectively, jointly and severally, U-Haul Leasing & Sales

Co., a Nevada corporation, U-Haul Co. of Arizona, an Arizona corporation and U-Haul

International, Inc., a Nevada corporation.

“Borrowing Base” means, as of any date, the lesser of (i) the product of (a) the

Advance Rate and (b) the Market Value of the Eligible Vehicle Collateral, in each case as of

such date, or (ii) the Facility Commitment Amount as of such date.

“Borrowing Base Certificate” means an Officer’s Certificate of the Borrowers

containing a calculation of the Borrowing Base, including a Vehicle Schedule, and substantially

in the form of Exhibit D or such other form as shall be approved by the Lender.

“Borrowing Base Deficiency” means, as of any date, the amount, if any, by which

the Outstanding Loans exceed the Borrowing Base.

“Borrowing Request” means a request by the Borrowers for a Loan in

accordance with Section 2.03 and substantially in the form of Exhibit C or such other form

as shall be approved by the Lender.

“Business Day” means any day that is not a Saturday, Sunday or other day on

which commercial banks in New York, New York, Reno, Nevada or Phoenix, Arizona are

authorized or required by law to remain closed.

“Certificate of Title” means a certificate of title of a Vehicle issued in paper form

by the relevant governmental department or agency in the jurisdiction in which the Vehicle is

registered, or a record maintained by such governmental department or agency in the form of information stored in electronic media; provided, that to the extent that a certificate of title in

paper form or such record stored on electronic media has not been issued or is not being

maintained, the application (or copy thereof) for the foregoing.

“Change in Control” means (a) any “person” or “group” (within the meaning of

Section 13(d) and 14(d) of the Exchange Act), other than Permitted Holders, that becomes the

beneficial owner (as defined in Rules 13d-3 and 13d-5 under the Exchange Act), directly or

indirectly, of 50%, or more, of the Capital Stock of any of the Borrowers having the right to vote

for the election of members of the Board of Directors or (b) majority of the members of the

Board of Directors do not constitute Continuing Directors.

“Change in Law” means (a) the adoption of any law, rule or regulation after the

date of this Agreement, (b) any change in any law, rule or regulation or in the interpretation or

application thereof by any Governmental Authority after the date of this Agreement or (c)

compliance by the Lender (or, for purposes of Section 5.09(b), by any lending office of the

Lender or by the Lender’s holding company) with any request, guideline or directive (whether or

not having the force of law) of any Governmental Authority made or issued after the date of this

Agreement.

“Closing Date” means March 12, 2007.

“Code” means the Internal Revenue Code of 1986, as amended from time to time.

“Collateral” has the meaning set forth in the Security Agreement.

“Commitment” means, the commitment, of the Lender to make Loans hereunder

up to the Facility Commitment Amount.

“Commonly Controlled Entity” means an entity, whether or not incorporated,

which is under common control with a Loan Party within the meaning of Section 4001 of ERISA

or is a part of a group which includes a Loan Party and which is treated as a single employer

under Section 414(b) or (c) of the Code or, for the purposes of the Code, Section 414(m) or (o)

of the Code.

“Concentration Account” means the account established with the Concentration

Account Bank in the name of UHI bearing account No. 42-4903.

“Concentration Account Bank” means JPMorgan Chase Bank, N.A., and its

successors, or another depositary institution mutually acceptable to the Lender and the

Servicer/Manager.

“Continuing Directors”means the directors of AMERCO on the Original Closing

Date and each other director of AMERCO, if such other director’s nomination for

election to the Board of Directors of AMERCO is recommended by a majority of the

then Continuing Directors.

“Control” means the possession, directly or indirectly, of the power to direct or

cause the direction of the management or policies of a Person, whether through the ability to

exercise voting power, by contract or otherwise. “Controlling” and “Controlled” have meanings

correlative thereto.

“Custodian” means the Servicer/Manager in its capacity as custodian pursuant to

Section 4.02.

“Dealership Contract” means a U-Haul dealership contract between a subsidiary

of UHI, on one hand, and a named U-Haul dealer, on the other.

“Default” means any event or condition which constitutes an Event of Default or

which upon notice, lapse of time or both would, unless cured or waived, become an Event of

Default.

“Deposit Date” means, with respect to each Payment Date, the 11th calendar day

of the preceding month, or if such day is not a Business Day, the next Business Day immediately

following such calendar day.

“Dollars” or “$” means the lawful money of the United States of America.

“Effective Date” means the date on which the conditions specified in Section 7.01

are satisfied (or waived in accordance with Section 12.02).

“Eligible Vehicle Collateral” means, as of any date, a Vehicle pledged to the

Lender under the Security Agreement as to which the conditions set forth on Annex I are

satisfied as of such date.

“ERISA” means the Employee Retirement Income Security Act of 1974, as

amended from time to time.

“ERISA Affiliate” means any trade or business (whether or not incorporated) that,

together with any Borrower, is treated as a single employer under Section 414(b) or (c) of the

Code or, solely for purposes of Section 302 of ERISA and Section 412 of the Code, is treated as

a single employer under Section 414 of the Code.

“ERISA Event” means (a) any “reportable event”, as defined in Section 4043 of

ERISA or the regulations issued thereunder with respect to a Plan (other than an event for which

the 30-day notice period is waived); (b) the existence with respect to any Plan of an

“accumulated funding deficiency” (as defined in Section 412 of the Code or Section 302 of

ERISA), whether or not waived; (c) the filing pursuant to Section 412(d) of the Code or

Section 303(d) of ERISA of an application for a waiver of the minimum funding standard with respect to any Plan; (d) the incurrence by any Loan Party or any of its ERISA Affiliates of any liability under Title IV of ERISA with respect to the termination of any Plan; (e) the receipt by

any Loan Party or any ERISA Affiliate from the PBGC or a plan administrator of any notice relating to an intention to terminate any Plan or Plans or to appoint a trustee to administer any Plan; (f) the incurrence by any Loan Party or any of its ERISA Affiliates of any liability with respect to the withdrawal or partial withdrawal from any Plan or Multiemployer Plan; or (g) the

receipt by any Loan Party or any ERISA Affiliate of any notice, or the receipt by any

Multiemployer Plan of any Loan Party or any ERISA Affiliate of any notice, concerning the

imposition of Withdrawal Liability or a determination that a Multiemployer Plan is, or is

expected to be, insolvent or in reorganization, within the meaning of Title IV of ERISA.

“Event of Default” has the meaning assigned to such term in Section 10.01.

“Facility” means the committed loan facility offered by the Lender to the

Borrowers pursuant to this Agreement.

“Facility Commitment Amount” means $100,000,000.

“Fee Letter” means the letter agreement, dated as of the Closing Date, by the

Lender and the Borrowers.

“Financial Officer” means, with respect to any Person, the chief executive officer,

the chief financial officer, principal accounting officer, treasurer, assistant treasurer or controller

of such Person.

“GAAP” means, subject to Section 1.03, generally accepted accounting principles

in the United States of America.

“Governmental Authority” means the government of the United States of America, any other nation or any political subdivision thereof, whether state or local, and any

agency, authority, instrumentality, regulatory body, court, central bank or other entity exercising

executive, legislative, judicial, taxing, regulatory or administrative powers or functions of

or pertaining to government.

“Guarantee” of or by any Person (the “guarantor”) means any obligation,

contingent or otherwise, of the guarantor guaranteeing or having the economic effect of

guaranteeing any Indebtedness or other obligation of any other Person (the “primary bligor”)

in any manner, whether directly or indirectly, and including any obligation of the guarantor,

direct

or indirect, (a) to purchase or pay (or advance or supply funds for the purchase or payment of)

such Indebtedness or other obligation or to purchase (or to advance or supply funds for the

urchase of) any security for the payment thereof, (b) to purchase or lease property, securities or

services for the purpose of assuring the owner of such Indebtedness or other obligation of the

payment thereof, (c) to maintain working capital, equity capital or any other financial statement

condition or liquidity of the primary obligor so as to enable the primary obligor to pay such

Indebtedness or other obligation or (d) as an account party in respect of any letter of credit or

letter of guaranty issued to support such Indebtedness or obligation; provided, that the term

Guarantee shall not include endorsements for collection or deposit in the ordinary course of

business.

“Guarantee Agreement” means the Guarantee made by UHI in favor of the

Lender, in the form of Exhibit B.

“Indebtedness” means, with respect to any Person, without duplication, (i) all

obligations of such Person for borrowed money, (ii) all obligations of such Person evidenced by

bonds, debentures, notes or similar instruments, (iii) all indebtedness of others secured by (or for

which the holder of such Indebtedness has an existing right, contingent or otherwise, to be

secured by) any Lien on property owned or acquired by such Person, whether or not the

obligations secured thereby have been assumed (only to the extent of the fair market value of

such asset if such Indebtedness has not been assumed by such Person), (iv) all Guarantees of

such Person, (v) all capitalized lease obligations of such Person and (vi) all obligations of such

Person as an account party in respect of letters of credit and similar instruments issued for the

account of such Person.

“Indemnitee” has the meaning set forth in Section 12.03(b).

“Interest Period” means with respect to any Loan and Payment Date, in the case

of (i) the first Payment Date for such Loan, the period from and including the related Loan Date

to but excluding such first Payment Date and (ii) any other Payment Date, the period from and

including each Payment Date to but excluding the next ensuing Payment Date; provided,

however, that the initial Interest Period shall be the period from and including the Original

Closing Date to but excluding the first Payment Date.

“Interest Rate” means, with respect to any Loan and Interest Period, subject to

Section 5.07, a percentage (in each case computed on the basis of the actual number of days

elapsed, but assuming a 360-day year) equal to:

(i) provided that no Event of Default has occurred and is continuing,

the sum of (A) the Adjusted LIBO Rate for such Interest Period and (B) the Margin; and

(ii) upon the occurrence and during the continuation of an Event of

Default, the sum of (A) the Adjusted LIBO Rate for such Interest Period, (B) the Margin

and (C) an additional 2.00% per annum.

“Lender” means MLCFC, together with its successor and any assigns.

“LIBOR” means, with respect to each Interest Period, the rate of interest per

annum (rounded upwards, if necessary, to the nearest 1/100th of 1%) for Dollar deposits in

London with a duration of one month, at or about 8:00 a.m. on the related LIBOR Determination

Date as such rate is specified on Bloomberg Money Markets Page 28, or, if such page ceases to

display such information, then such other page as may replace it on that service for the purpose

of display of such information, or, if such service ceases to display such information, then on

Telerate Page 3750. If such rate cannot be determined, then LIBOR means, with respect to such

Rate Period, the arithmetic mean of the rates of interest (rounded upwards, if necessary, to the

nearest 1/100th of 1%) offered to two prime banks in the London interbank market (selected by

the Lender) of Dollar deposits with a duration of one month at or about 8:00 a.m. on the related

LIBOR Determination Date.

“LIBOR Business Day” means a Business Day on which trading in Dollars is

conducted by and between banks in the London interbank market.

“LIBOR Determination Date” means, with respect to any Interest Period, the

second LIBOR Business Day prior to the first day of such Interest Period.

“Lien” means, with respect to any asset, (a) any mortgage, deed of trust, lien,

pledge, hypothecation, encumbrance, charge or security interest in, on or of such asset, (b) the

interest of a vendor or a lessor under any conditional sale agreement, capital lease or title

retention agreement (or any financing lease having substantially the same economic effect as any

of the foregoing) relating to such asset and (c) in the case of securities, any purchase option, call

or similar right of a third party with respect to such securities.

“Loan Date” means any date on which a Loan is made to the Borrowers by the

Lender pursuant to this Agreement.

“Loan Documents” means this Agreement, the Note, the Guarantee Agreement,

the Fee Letter and the Security Documents.

“Loan Parties” means the Guarantor, the Servicer/Manager and the Borrowers.

“Loans” means an advance made to the Borrowers by the Lender pursuant to this

Agreement.

“Margin” has the meaning specified in the Fee Letter.

“Margin Stock” has the meaning set forth in Regulation U of the Board.

“Market Value” means, on any date of determination, for any Eligible Vehicle

Collateral or the pool of Eligible Vehicle Collateral, the value specified in Exhibit G for the

applicable vehicle model, as amended from time to time in writing in the Lender’s sole

discretion.

“Material Adverse Change” means a material adverse change in the business,

operations or condition, financial or otherwise, taken as a whole, of the Borrowers or AMERCO.

“Material Adverse Effect” means a material adverse effect on (a) the business,

condition (financial or otherwise), operations or performance of the Borrowers, (b) the ability of

any Borrower or any other Loan Party to perform any of its obligations under any Loan

Document, (c) the legality, validity, binding effect or enforceability of this Agreement or any

other Loan Document or (d) the Collateral or the first priority perfected security interest of the

Lender in the Collateral.

“MLCFC” means Merrill Lynch Commercial Finance Corp., a Delaware corporation.

“Monthly Settlement Report” means a report substantially in the form set forth on Exhibit E.

“Multiemployer Plan” means a multiemployer plan as defined in Section 4001(a)(3) of ERISA.

“Net Proceeds” means, with respect to any casualty or condemnation event,

(a) the cash proceeds received in respect of such event including (i) in the case of a casualty,

insurance proceeds, and (ii) in the case of a condemnation or similar event, condemnation awards and similar payments, net of (b) the sum of all reasonable fees and out-of-pocket expenses paid

by the Borrowers to third parties (other than Affiliates) in connection with such event.

“Non-Use Fee” has the meaning set forth in Section 5.01(b).

“Note” means the Note, dated the Closing Date, executed by the Borrowers,

payable to the order of the Lender, in the maximum principal amount of the Facility

Commitment Amount, in substantially the form of Exhibit F.

“Obligations” means all obligations secured under the Loan Documents.

“Original Closing Date” means June 28, 2005.

“Outstanding Loans” means, as of any date, the unpaid principal amount of all

Loans outstanding hereunder on such date, after giving effect to all repayments of Loans and the

making of new Loans on such date.

“Participant” has the meaning set forth in Section 12.04(e).

“Payment Date” means the 10th calendar day of each month, or if such day is not

a Business Day, the next Business Day immediately following such calendar day, commencing

with the first such date to occur in July 2005.

“PBGC” means the Pension Benefit Guaranty Corporation referred to and defined

in ERISA and any successor entity performing similar functions.

“Permitted Encumbrances” means:

(a) Liens imposed by law for taxes, assessments, governmental charges or

similar claims that are not yet due or are being contested in compliance with Section 8.05;

(b) statutory or common law Liens of landlords and carriers, warehousemen,

mechanics, suppliers, materialmen, repairmen and other similar Liens, arising in the ordinary

course of business and securing obligations that are not yet delinquent or are being contested in

compliance with Section 8.05;

connection with workers’ compensation, unemployment insurance and other types of social

security;

(d) Liens incurred or deposits made to secure the performance of tenders,

bids, leases, statutory or regulatory obligations, surety and appeal bonds, government contracts,

performance and return-of-money bonds and other obligations of a like nature, in each case in

the ordinary course of business, and a bank’s unexercised right of set-off with respect to deposits

made in the ordinary course;

(e) judgment liens in respect of judgments that do not constitute an Event of

Default under clause (j) of Section 10.01;

(f) interests of lessees under leases or subleases granted by the Borrowers as

lessor that do not materially interfere with the ordinary course of business of the Borrowers;

(g) interests of licensees under licenses or sublicenses granted by the

Borrowers as licensor that do not materially interfere with the ordinary course of business of the

Borrower;

(h) any interest or title of a lessor in any property subject to any capital or

operating lease otherwise not entered into in violation of the Loan Documents or in any property

not constituting Collateral; and

(i) any interest or title of a licensor in any property subject to any license

otherwise not entered into in violation of the Loan Documents.

“Permitted Holder” means Edward J. Shoen, Mark V. Shoen, James P. Shoen and

their Family Members, and their Family Trusts. As used in this definition, “Family Member”

means, with respect to any individual, the spouse and lineal descendants (including

children and grandchildren by adoption) of such individual, the spouses of each such lineal

descendants, and

the lineal descendants of such Persons; and “Family Trusts” means, with respect to any individual, any trusts, limited partnerships or other entities established for the primary benefit of,

the executor or administrator of the estate of, or other legal representative of, such individual.

“Person” means any natural person, corporation, limited liability company, trust,

joint venture, association, company, partnership, Governmental Authority or other entity.

“Plan” means at a particular time, any employee benefit plan which is covered by

Title IV of ERISA and in respect of which a Loan Party or a Commonly Controlled Entity is (or,

if such plan were terminated at such time, would under Section 4069 of ERISA be deemed to be)

an “employer” as defined in Section 3(5) of ERISA.

“Prime Rate” means the rate of interest per annum published from time to time in

the “Money Rates” column (or any successor column) of The Wall Street Journal as the prime rate or, if such rate shall cease to be so published or is not available for any reason, the rate of interest publicly announced from time to time by any “money center” bank based in New York City selected by the Administrative Agent for the purpose of quoting such rate, provided such

commercial bank has a combined capital and surplus and undivided profits of not less than

$500,000,000. Each change in the Prime Rate shall be effective from and including the date

such change is published.

“Records Location List” has the meaning set forth in Section 4.02(c).

“Requirement of Law” means, as to any Person, any law, statute, rule, treaty,

regulation or determination of an arbitrator, court or other Governmental Authority, in each case

applicable to or binding upon such Person or any of its properties or to which such Person or any

of its properties may be bound or affected.

“Security Agreement” means the Security Agreement, dated as of June 28, 2005,

by and between the Borrowers and the Lender, as amended by the Amended and Restated

Security Agreement, dated as of March 12, 2007.

“Security Documents” means the Security Agreement, and each financing

statement, Certificate of Title, pledge, endorsement or other document or instrument delivered in

connection therewith.

“Servicer/Manager” shall mean UHI.

“Statutory Reserve Rate” means a fraction (expressed as a decimal), the

numerator of which is the number one and the denominator of which is the number one minus

the aggregate of the maximum reserve percentages (including any marginal, special, emergency

or supplemental reserves) expressed as a decimal established by the Board to which the Lender

(if subject to regulation by the Board) is subject with respect to the Adjusted LIBO Rate, for

eurocurrency funding (currently referred to as “Eurocurrency Liabilities” in Regulation D of the

Board). Such reserve percentages shall include those imposed pursuant to such Regulation D.

Loans shall be deemed to constitute eurocurrency funding and to be subject to such reserve

requirements without benefit of or credit for proration, exemptions or offsets that may be

available from time to time to the Lender under such Regulation D or any comparable regulation.

The Statutory Reserve Rate shall be adjusted automatically on and as of the effective date of any

change in any reserve percentage.

“Subsidiary” means, as to any Person, a corporation, partnership or other entity of

which shares of stock or other ownership interests having ordinary voting power (other than

stock or such other ownership interests having such power only by reason of the happening of a

contingency) to elect a majority of the board of directors or other managers of such corporation,

partnership or other entity are at the time owned, or the management of which is otherwise

controlled, directly or indirectly through one or more intermediaries, or both, by such Person.

“Targeted Principal” means, with respect to any Deposit Date, an amount equal to

the difference, if any, between the Outstanding Loans on such Deposit Date and the Borrowing Base as of the related Payment Date; provided, however, that upon the occurrence of an Event of

Default, the Targeted Principal shall equal the principal balance of the Outstanding Loans.

“Taxes” means with respect to any Person any and all present or future taxes,

levies, imposts, duties, deductions, charges or withholdings imposed by any Governmental

Authority excluding, such taxes (including income or franchise taxes) as are imposed on or

measured by such Person’s net income.

“Termination Date” means the Payment Date in March 2011.

“Transactions” means the execution, delivery and performance by each Loan

Party of the Loan Documents to which it is to be a party, the borrowing of Loans and the use of

the proceeds thereof.

“Truck Age” means, for any Vehicle on any date of determination, (i) if such

determination is made at any time during the period from January through June, inclusive, of any

year then the difference between the current year and the model year of such Vehicle and (ii) if

such determination is made at any time during the period from July through December, inclusive,

of any year then the difference between the current year and the model year of such Vehicle plus

0,5.

“UCC” means the Uniform Commercial Code as in effect in the State of New

York as of the date hereof.

“Unused Fee Rate” has the meaning specified in the Fee Letter.

“UHI” means U-Haul International, Inc., a Nevada corporation.

“Vehicle” means a motor vehicle owned by one of the Borrowers and constituting

part of the Borrowers’ fleet of rental assets.

“VehicleFiles”means, with respect to each Vehicle, (i) the original Certificate

ofTitle (or an original or certified copy of the application for a Certificate of Title) and all related

documents retained on file by the Servicer/Manager, in accordance with its usual and customary

business practices, evidencing the ownership of the Vehicle and, from and after the date required

pursuant to clause (vi) of Annex I hereto, the Lien of the Lender; and (ii) any and all other

documents that either of the Servicer/Manager or the Borrowers shall retain on file, in

accordance with its usual and customary practices, relating to the Vehicle; provided, that to the

extent consistent with its usual and customary practices, any of the foregoing items may, in lieu

of a written document, be evidenced by a record or records consisting of information stored as a

record on an electronic medium which is reproducible in perceivable form.

“Vehicle Schedule” means the schedule of Vehicles pledged to the Lender

pursuant to the Security Agreement, as the same may be updated from time to time by each

Borrowing Base Certificate provided by the Borrowers to the Lender.

“Withdrawal Liability” means liability to a Multiemployer Plan as a result of a

complete or partial withdrawal from such Multiemployer Plan, as such terms are defined in Part I

of Subtitle E of Title IV of ERISA.

Section 1.02. Terms Generally. The definitions of terms herein shall apply

equally to the singular and plural forms of the terms defined. Whenever the context may require,

any pronoun shall include the corresponding masculine, feminine and neuter forms. The words

“include”, “includes” and “including” shall be deemed to be followed by the phrase “without

limitation.” The word “will” shall be construed to have the same meaning and effect as the word

“shall.” Unless the context requires otherwise (a) any definition of or reference to any

agreement, instrument or other document herein shall be construed as referring to such

agreement, instrument or other document as from time to time amended, supplemented or

otherwise modified (subject to any restrictions on such amendments, supplements or

modifications set forth herein), (b) any reference herein to any Person shall be construed to

include such Person’s successors and assigns, (c) the words “herein”, “hereof” and “hereunder”,

and words of similar import, shall be construed to refer to this Agreement in its entirety and not

to any particular provision hereof, (d) all references herein to Articles, Sections, Exhibits and

Schedules shall be construed to refer to Articles and Sections of, and Annexes, Exhibits and

Schedules to, this Agreement and (e) the words “asset” and “property” shall be construed to have

the same meaning and effect and to refer to any and all tangible and intangible assets and

properties, including cash, securities, accounts, contract rights, licenses and intellectual property.

Section 1.03. Accounting Terms; GAAP. Except as otherwise expressly

provided herein, all terms of an accounting or financial nature shall be construed in accordance

with GAAP, as in effect from time to time; provided that for purposes of determining compliance

with any covenant set forth in Article VIII or Article IX, such terms shall be construed in

accordance with GAAP as in effect on the date of this Agreement applied on a basis consistent

with the application used in preparing Borrowers' audited financial statements referred to in

Section 8.01. If any change in accounting principles from those used in the preparation of the

audited financial statements referred to in Section 8.01 hereafter occasioned by the promulgation

of any rule, regulation, pronouncement or opinion by or required by the Financial Accounting

Standards Board (or successors thereto or agencies with similar functions) would result in a

change in the method of calculation of financial covenants, standards or terms found in Article I,

Article VIII or Article IX, the parties hereto agree to enter into negotiations in order to amend

such provisions so as to equitably reflect such changes with the desired result that the criteria for

evaluating AMERCO’s financial condition will be the same after such change as if such change

had not been made; provided, however, the parties hereto agree to construe all terms of an

accounting or financial nature in accordance with GAAP as in effect prior to any such change in

accounting principles until the parties hereto have ended the applicable provisions of this Agreement.

ARTICLE II

The Loans

Section 2.01. Commitments. Subject to the terms and conditions set forth

herein, the Lender agrees to make Loans to the Borrowers at any time and from time to time during the term of this Agreement in an aggregate principal amount not exceeding the Facility

Commitment Amount. No Loan shall be made (i) on a day other than a Business Day, (ii) in an

amount which would cause the Outstanding Loans to exceed the aggregate amount of the Facility

Commitment Amount as of the proposed Loan Date, (iii) in an amount that would result in a Borrowing Base Deficiency or (iv) if the conditions precedent set forth in Section 7.02 have not

been satisfied or waived. All Loans may be borrowed, repaid and reborrowed in accordance

with the terms of this Agreement. All Loans shall be full recourse to the Borrowers, jointly and

severally.

Section 2.02. The Note.

(a) The Borrowers hereby, jointly and severally, unconditionally promise to

repay all Obligations outstanding hereunder when due. The obligation of the Borrowers to repay

the Loans shall be evidenced by the Note. The Lender shall (i) record on its books the date and

amount of each Loan to the Borrowers hereunder and (ii) prior to any transfer of the Note,

endorse such information on the schedule attached to the Note or any continuation thereof. The

failure of the Lender to make any such recordation shall not affect the obligations of the

Borrowers hereunder or under the Note.

(b) The outstanding principal amount of the Loans shall be payable as set

forth in Article V. The Borrowers shall pay interest on the outstanding principal amount of each

Loan from the date each such Loan is made until the principal amount thereof is paid in full at

the rates and pursuant to the terms set forth in Article V. The Borrowers shall pay the various

fees and expenses set forth in, and pursuant to the terms of, Article V.

Section 2.03. Making the Loans.

(a) To request a Loan, the Borrowers shall deliver to the Lender a completed

Borrowing Request, together with a Borrowing Base Certificate calculating the Borrowing Base

as of the prior Business Day not later than 3:00 p.m., New York City time, two (2) Business

Days before the date of the proposed Loan; provided that the Borrowers may make not more than five (5) requests for Loans in any single calendar month (it being understood that all Borrowing Requests made by the Borrowers on the same date shall be treated as a single request for a Loan

for purposes of this limitation). Each such Borrowing Request shall be irrevocable and shall be delivered by telecopy to the Lender of a written Borrowing Request in a form approved by the

Lender and signed by the Borrowers.

(b) Each requested Loan shall be in an aggregate principal amount that is an

integral multiple of $1,000,000 and not less than $10,000,000.

proposed date thereof by wire transfer of immediately available funds by 3:00 p.m., New York

City time, to an account of the Borrowers designated by the Borrowers in the applicable

Borrowing Request.

Section 2.04. Repayment of Loans; Evidence of Debt.

(a) The Borrowers, jointly and severally, hereby unconditionally promise to

pay to the Lender the then unpaid principal amount of each Loan as provided in Section 5.07.

(b) The Lender shall maintain in accordance with its usual practice an account

or accounts evidencing the indebtedness of the Borrowers to the Lender resulting from each

Loan, including the amounts of principal and interest payable and paid to the Lender from time

to time hereunder.

of each Loan made hereunder and the Interest Period applicable thereto, (ii) the amount of any

principal or interest due and payable or to become due and payable from the Borrowers

hereunder and (iii) the amount of any sum received by the Lender hereunder.

(d) The entries made in the accounts maintained pursuant to paragraph (b) or

(c) of this Section shall be prima facie evidence of the existence and amounts of the obligations recorded therein; provided that the failure of the Lender to maintain such accounts or any error

therein shall not in any manner affect the obligation of the Borrowers to repay the Loans in

accordance with the terms of this Agreement.

ARTICLE III

SECURITY

Section 3.01. Security Interest. Pursuant to and under the Security Agreement,

the Borrowers, shall (as and to the extent provided in the applicable Security Document) pledge and grant to the Lender, and its successors, indorsees, transferees and assigns, as security for the

prompt and complete payment and performance when due (whether at the stated maturity, by acceleration or otherwise) of all or a portion of the Obligations (as specified in the applicable Security Document), a security interest in and assignment of all of the Borrowers’ right, title and

interest in, to and under (but none of its obligations under) the Collateral described in the

applicable Security Document, whether (with respect to any “Receivables” or “Proceeds”

comprising Collateral (each as defined in the Security Agreement) now existing or hereafter

arising by the Borrowers and wherever located, all proceeds thereof and any other collateral

described therein. The foregoing assignment does not constitute and is not intended to result in a creation or an assumption by the Lender of any obligation of the Borrowers or any other Person

in connection with any or all of the Collateral or under any agreement or instrument relating

thereto. Anything herein to the contrary notwithstanding, (i) the Servicer/Manager shall perform its services, duties and obligations with respect to the Collateral to the extent set forth in

Article IV to the same extent as if this Agreement had not been executed, (ii) the exercise by the

Lender, of any of its rights in, to or under the Collateral shall not release the Servicer/Manager

from any of its duties or obligations relating to the Collateral and (iii) the Lender shall not have

any obligations or liability under the Collateral by reason of this Agreement, or be obligated to

perform any of the obligations or duties of the Servicer/Manager thereunder or to take any action

to collect or enforce any claim for payment assigned hereunder.

Section 3.02. Release of Collateral.

(a) Except as otherwise set forth in the Security Agreement, the Liens created

by the Security Agreement in favor of the Lender, with respect to the Collateral shall terminate

(i) with respect to any Collateral released pursuant to Section 3.02(c), upon receipt by the Lender

of the certificate required by such Section, and (ii) with respect to all of the Collateral upon

(A) payment in full of the Loans and all other Obligations due hereunder and (B) termination

of the Facility.

(b) Upon the release of Collateral as set forth in Section 3.02(a), upon the

request of, and at the expense of the Borrowers, the Lender shall execute and file such releases or

assignments of financing statements or, UCC termination statements and other documents and

instruments as may be reasonably requested by the Borrowers to effectuate release of the

Collateral. The Lender will not have legal title to any part of the released Collateral on and will

have no further interest in or rights with respect to such Collateral.

Borrowers may without the consent of the Lender, obtain a release of any Vehicle that is

Collateral from the lien of the Security Agreement, including in connection with the sales or

disposition of such Vehicles; provided that in connection with any such release, the Borrowers

provide to the Lender (i) written prior written notice of such release, including an attached

Borrowing Base Certificate and attached Vehicle Schedule (pro forma as of the date of such

release) not less than three (3) Business Days before the date of such release, and (ii) an officer’s

certificate stating (A) no adverse selection was used in selecting the Vehicles to be released, (B)

after giving effect to sale, no Borrowing Base Deficiency shall exist and detailing, if necessary, a

payment of cash to the Lender on such date representing a prepayment of principal in an amount

necessary to cause no Borrowing Base Deficiency to exist and (C) no Default or Event of Default

exists on the Facility.

ARTICLE IV

SERVICING AND MAINTENANCE Section 4.01. Servicer/Manager.

(a) UHI will act as Servicer/Manager hereunder to provide administration and

collection services, and to provide management and maintenance services with respect to the

Vehicles constituting Collateral in accordance with its standard policies and procedures. UHI

shall continue to serve as Servicer/Manager hereunder and agrees to perform the duties and

obligations of the Servicer/Manager contained herein and in the other Loan Documents until

such time as a Successor Servicer/Manager has accepted an appointment hereunder in

accordance with the terms hereof. UHI hereby makes to the Lender, each representation and

warranty made by it in its capacity as Servicer/Manager in each Loan Document, and each such

representation and warranty is hereby incorporated herein by this reference.

(b) Not later than the second Business Day before the Payment Date of each

month, the Servicer/Manager shall deliver to the Lender a Monthly Settlement Report (including

a Borrowing Base Certificate) relating to the preceding calendar month.

Section 4.02. Custody of Vehicle Files.

(a) The Lender hereby revocably appoints UHI as Custodian of the Vehicle

Files, and UHI hereby confirms its acceptance of such appointment, to act as the agent of the

Lender as Custodian of the Vehicle Files. Upon any sale or disposition of a Vehicle, UHI shall

deliver the related Certificate of Title to the Person purchasing or otherwise acquiring the related

Vehicle.

(b) At the times specified in the immediately following sentence, UHI shall

provide an officer’s certificate to the Lender confirming (i) the number of Vehicle Files received

and shall confirm that it has received the Certificate of Title pertaining to each Vehicle and (ii)

that UHI has received all the documents and instruments necessary for UHI to act as the agent of

the Lender for the purposes set forth in this Section 4.02, including the documents referred to

herein. The officer’s certificate described in the foregoing sentence shall be provided within ten

(10) Business Days after the addition of any Vehicles to the Collateral, for any such Vehicle

added to the Collateral after the Original Closing Date. The Lender is hereby authorized to rely

on such officer’s certificate.

accordance with its usual and customary practices. UHI, in its capacity as Custodian, shall (i)

hold the Vehicle Files for the use and benefit of the Lender, and segregate such Vehicle Files

from its other books, records and files and (ii) maintain accurate and complete accounts, records

either original execution documents or copies of such originally executed documents shall be

sufficient) and computer systems pertaining to each Vehicle File. As Custodian of the Vehicle

Files, UHI shall conduct, or cause to be conducted, periodic audits, which shall be performed not

less frequently than UHI performs such audits of vehicles similarly situated with UHI, of the

Vehicle Files held by it under this Agreement, and of the related accounts, records and computer

systems, in such a manner as shall enable the Lender to identify all Vehicle Files and such

related accounts, records and computer systems and to verify, if the Lender so elects, the

accuracy of UHI’s record-keeping. UHI shall promptly report to the Lender any material failure

on its part to hold the Vehicle Files and maintain its accounts, records and computer systems as

herein provided and promptly take appropriate action to remedy any such failure.

U HAUL INTERNATIONAL INC 10-K