REGISTRATION RIGHTS AGREEMENT



          This REGISTRATION RIGHTS AGREEMENT dated August 17, 2006 (this

"Agreement") is entered into by and among Lamar Media Corp., a Delaware

corporation (the "Company"), the guarantors listed in Schedule 1 hereto (the

"Guarantors"), and J.P. Morgan Securities Inc., as representative for Wachovia

Capital Markets, LLC, BNP Paribas Securities Corp., BNY Capital Markets, Inc.

and Calyon Securities (USA) Inc. (collectively, the "Initial Purchasers").



          The Company, the Guarantors and the Initial Purchasers are parties to

the Purchase Agreement dated August 14, 2006 (the "Purchase Agreement"), which

provides for the sale by the Company to the Initial Purchasers of $216,000,000

aggregate principal amount ($200,467,440 gross proceeds) of the Company's 6 5/8%

Senior Subordinated Notes due 2015 (the "Securities"), which will be guaranteed

on an unsecured senior subordinated basis by each of the Guarantors. As an

inducement to the Initial Purchasers to enter into the Purchase Agreement, the

Company and the Guarantors have agreed to provide to the Initial Purchasers and

their direct and indirect transferees the registration rights set forth in this

Agreement. The execution and delivery of this Agreement is a condition to the

closing under the Purchase Agreement.



          In consideration of the foregoing, the parties hereto agree as

follows:



          1. Definitions. As used in this Agreement, the following terms shall

have the following meanings:



          "Agreement" shall have the meaning set forth in the preamble.



          "Business Day" shall mean any day that is not a Saturday, Sunday or

other day on which commercial banks in New York City are authorized or required

by law to remain closed.



          "Closing Date" shall mean the Closing Date as defined in the Purchase

Agreement.



          "Company" shall have the meaning set forth in the preamble and shall

also include the Company's successors.



          "Exchange Act" shall mean the Securities Exchange Act of 1934, as

amended from time to time.



          "Exchange Dates" shall have the meaning set forth in Section 2(a)(ii)

hereof.



          "Exchange Offer" shall mean the exchange offer by the Company and the

Guarantors of Exchange Securities for Registrable Securities pursuant to Section

2(a) hereof.



          "Exchange Offer Registration" shall mean a registration under the

Securities Act effected pursuant to Section 2(a) hereof.



          "Exchange Offer Registration Statement" shall mean an exchange offer

registration statement on Form S-4 (or, if applicable, on another appropriate

form) and all amendments and supplements to such registration statement, in each

case including the Prospectus contained therein, all exhibits thereto and any

document incorporated by reference therein.



          "Exchange Securities" shall mean senior subordinated notes issued by

the Company and guaranteed by the Guarantors under the Indenture containing

terms identical to the Securities (except that the Exchange Securities will not

be subject to restrictions on transfer or to any increase in



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annual interest rate for failure to comply with this Agreement) and to be

offered to Holders of Securities in exchange for Securities pursuant to the

Exchange Offer.



          "Guarantors" shall have the meaning set forth in the preamble and

shall also include any Guarantor's successors.



          "Holders" shall mean the Initial Purchasers, for so long as they own

any Registrable Securities, and each of their successors, assigns and direct and

indirect transferees who become owners of Registrable Securities under the

Indenture; provided, however, that for purposes of Sections 4 and 5 of this

Agreement, the term "Holders" shall include Participating Broker-Dealers.



          "Indemnified Person" shall have the meaning set forth in Section 5(c)

hereof.



          "Indemnifying Person" shall have the meaning set forth in Section 5(c)

hereof.



          "Indenture" shall mean the Indenture relating to the Securities dated

as of August 17, 2006 by and among the Company, the Guarantors and The Bank of

New York Trust Company, N.A., as trustee, and as the same may be amended from

time to time in accordance with the terms thereof.



          "Initial Purchasers" shall have the meaning set forth in the preamble.



          "Inspector" shall have the meaning set forth in Section 3(m) hereof.



          "Majority Holders" shall mean the Holders of a majority of the

aggregate principal amount of outstanding Registrable Securities; provided,

however, that whenever the consent or approval of Holders of a specified

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