DEUTSCHE BANK TRUST COMPANY AMERICAS 60 WALL STREET NEW YORK, NEW YORK 10005 July 30, 2008

Exhibit 10.8

DEUTSCHE BANK TRUST COMPANY AMERICAS
00 XXXX XXXXXX
XXX XXXX, XXX XXXX 00000

July 30, 2008

Xxxxxxx, Inc.
1041 000 Xxxxxxxxx Xxxxxx Xxxxx
Xxxx Xxxx, Xxxxx Xxxxxxxx 00000
Attention: Chief Financial Officer
and Treasurer and Chief Accounting Officer

Re: Xxxxxxx, Inc. Credit Agreement dated as of February 27, 2008

     Reference is hereby made to that certain Credit Agreement, dated as of February 27, 2008, by and among Xxxxxxx, Inc. (the “Funds Administrator”) and the other Borrowers party thereto, as debtors and debtors in possession, as Borrowers, the Lenders from time to time party thereto, Deutsche Bank Trust Company Americas, as Administrative Agent (in such capacity, the “Administrative Agent”) and Collateral Agent, and the other agents signatory thereto (as amended, restated, supplemented, or otherwise modified from time to time, the “Credit Agreement”). Capitalized terms used herein and not otherwise defined herein shall have the meanings assigned to such terms in the Credit Agreement.

     The undersigned Administrative Agent, on behalf of the Majority Lenders, hereby consents to the Funds Administrator’s request that Section 9.1(i)(xv) of the Credit Agreement be modified by deleting the date “July 30, 2008” in sub clause (iv) thereof and replacing it with “August 4, 2008”.

     Except as expressly provided herein with respect to Section 9.1(i)(xv) of the Credit Agreement, (i) this letter shall not be construed as a consent, waiver or other modification with respect to any term, condition, or any other provision of the Credit Agreement or any other Loan Document, and each of the Loan Documents shall remain in full force and effect, and (ii) neither this letter, nor any other communication between the Administrative Agent and the Funds Administrator or any other Borrower shall be deemed to be a waiver, modification, or release of any Default or Event of Default, whether such Default or Event of Default arose or arises before, on or after the date hereof and whether or not known to the Administrative Agent

[signature page follows]

		Very truly yours,
		DEUTSCHE BANK TRUST COMPANY
		AMERICAS, as Administrative Agent
		By:		/s/ Xxxxxxxxxx Xxxxxx
		Title:		Director
		By:		/s/ Xxxxxxx Xxxxxxxx
		Title:		Vice President

Acknowledged and agreed as of
This 31 day of July, 2008
XXXXXXX, INC.
By:		/s/ Xxxxx X. Xxxxxxxx
Title:		Chief Financial Officer

Signature Page to Waiver