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Maverick Merger Sub 2, LLC Director's Dealing 2008

Jul 2, 2008

30445_dirs_2008-07-02_27b88156-7717-4ea8-95eb-648b91663fb5.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: WASHINGTON MUTUAL, INC (WM)
CIK: 0000933136
Period of Report: 2008-06-30

Reporting Person: TPG Advisors VI, Inc. (10% Owner)
Reporting Person: TPG Olympic Advisors, Inc. (10% Owner)
Reporting Person: COULTER JAMES G (10% Owner)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2008-06-30 Common Stock, no par value C 320000 Acquired 1142857 Indirect
2008-06-30 Common Stock, no par value C 227428571 Acquired 228571428 Indirect

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2008-06-30 Series T Preferred Stock $8.75 C 28 Disposed Common Stock (320000) Indirect
2008-06-30 Series T Preferred Stock $8.75 C 19900 Disposed Common Stock (227428571) Indirect

Footnotes

F1: Series T Contingent Convertible Perpetual Non-Cumulative Preferred Stock ("Series T Preferred Stock") of Washington Mutual,
Inc. ("Issuer") automatically converted into shares of Issuer's Common Stock at a conversion price of $8.75 per share on
June 30, 2008, pursuant to its terms and conditions specified in the relevant Articles of Amendment to Issuer's Amended and
Restated Articles of Incorporation. As a result, 28 shares of Series T Preferred Stock directly held by TPG Partners VI,
L.P. ("Partners VI") were converted into 320,000 shares of Issuers' Common Stock and 19,900 shares of Series T Preferred
Stock directly held by Olympic Investment Partners, L.P. ("Olympic Partners") were converted into 227,428,571 shares of
Issuers' Common Stock (collectively, the "Securities"). Series T Preferred Stock had no expiration date.

F2: James G. Coulter is an officer, director and shareholder of each of TPG Advisors VI, Inc. ("Advisors VI") and TPG Olympic
Advisors, Inc. ("Olympic Advisors" and, together with Mr. Coulter and Advisors VI, the "Reporting Persons"). Advisors VI is
the general partner of TPG GenPar VI, L.P., which in turn is the general partner of Partners VI. Olympic Advisors is the
general partner of TPG Olympic GenPar, L.P., which in turn is the general partner of Olympic Partners.

F3: Because of the Reporting Persons' respective relationship to each of Partners VI and Olympic Partners, Mr. Coulter may be
deemed to beneficially own the Securities directly held by Partners VI and Olympic Partners; Advisors VI may be deemed to
beneficially own the Securities directly held by Partners VI; and Olympic Advisors may be deemed to beneficially own the
Securities directly held by Olympic Partners, in each case to the extent of the greater of their respective pecuniary
interests in the profits or capital accounts of each of Partners VI and Olympic Partners. Pursuant to Rule 16a-1(a)(4)
under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), this filing shall not be deemed an admission
that the Reporting Persons are, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owners of any
Securities in excess of such amounts, respectively.

F4: After the conversion of Series T Preferred Stock reported herein, Partners VI directly holds 1,142,857 shares of Issuer's
Common Stock, including the 822,857 shares directly held prior to the conversion as reported in the Reporting Persons' Form
3 filed with the Securities and Exchange Commission (the "SEC") on the date hereof, and Olympic Partners directly holds
227,428,571 shares of Issuer's Common Stock.

F5: As reported in the Reporting Persons' Form 3 filed with the SEC on the date hereof, Mr. Coulter directly holds an additional
328,768 shares of Issuer's Common Stock and may be deemed to beneficially own an additional 47,458 shares of Issuer's Common
Stock held in escrow for the benefit of Keystone Holdings Partners, L.P. ("KH Partners"), over which voting rights have been
distributed to Mr. Coulter as limited partner of KH Partners.

F6: Because of his relationship to KH Partners, Mr. Coulter may be deemed to beneficially own such shares of Common Stock held in
escrow for the benefit of KH Partners, over which voting rights have been distributed to Mr. Coulter, to the extent of the
greater of his pecuniary interest in the profits or capital accounts of KH Partners. Pursuant to Rule 16a-1(a)(4) under the
Exchange Act, this filing shall not be deemed an admission that Mr. Coulter is, for purposes of Section 16 of the Exchange
Act or otherwise, the beneficial owner of any Common Stock in excess of such amounts.