SECOND AMENDMENT To Direct Marketing Agreement (“Agreement”) Between Advanta Bank Corp. (“Advanta”) and CFM Direct, LLC. (“CFM”) Dated December 15, 1999

Exhibit 10-w.1

SECOND AMENDMENT
To
Direct Marketing Agreement (“Agreement”)
Between
Advanta Bank Corp. (“Advanta”) and CFM Direct, LLC. (“CFM”)
Dated December 15, 1999

     This Amendment to the Agreement is made as of the 15^th day of October, 2007.

	1.		The ownership interest in CFM has been acquired by Xxxxxx, Inc. and, as a result of the transaction CFM has undergone a name change to Xxxxxx Agency Services, LLC. (“Merkle”). All operations of CFM continue to exist and all contracts and obligations of CFM have been assumed by Merkle.
	2.		The parties hereby agree that all references in the Agreement to CFM shall include Merkle and that hereafter all documents entered into pursuant to the Agreement will be in the name of Merkle.

IN WITNESS WEHREOF, with intent to legally bound hereby the parties have caused this Amendment to be executed by its authorized representatives as of the above date,

Advanta Bank Corp.						Xxxxxx Agency Services, LLC.
By:		/s/ Xxxx Xxxxxx				By:		/s/ Xxxxx X. Xxxxxxx
Name:		Xxxx Xxxxxx				Name:		Xxxxx X. Xxxxxxx
Title:		Vice President				Title:		Senior Vice President