0000950123-08-014511 Sample Contracts

SECOND AMENDMENT TO POOLING AND SERVICING AGREEMENT
Pooling and Servicing Agreement • November 6th, 2008 • American Express Receivables Financing Corp Iii LLC • Asset-backed securities • New York

This SECOND AMENDMENT TO THE POOLING AND SERVICING AGREEMENT, dated as of October 24, 2008 (this “Amendment”), is among American Express Receivables Financing Corporation II (“RFC II”), American Express Receivables Financing Corporation III LLC (“RFC III”), American Express Receivables Financing Corporation IV LLC (“RFC IV”), American Express Travel Related Services Company, Inc. (the “Servicer”) and The Bank of New York Mellon (formerly The Bank of New York), as trustee (the “Trustee”). This Amendment amends the Pooling and Servicing Agreement, dated as of May 16, 1996, as amended and restated as of January 1, 2006 and as amended as of December 17, 2007 (the “Pooling and Servicing Agreement” and, together with this Amendment, the “Amended Pooling and Servicing Agreement”).

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FIRST AMENDMENT TO RECEIVABLES PURCHASE AGREEMENT
Receivables Purchase Agreement • November 6th, 2008 • American Express Receivables Financing Corp Iii LLC • Asset-backed securities • New York

This FIRST AMENDMENT TO THE RECEIVABLES PURCHASE AGREEMENT, dated as of October 24, 2008 (this “Amendment”), is between American Express Bank, FSB, a federally-chartered savings bank (“FSB”), and American Express Receivables Financing Corporation IV LLC, a Delaware limited liability company (“RFC IV”). This Amendment amends the Receivables Purchase Agreement, dated as of April 16, 2004 (the “Receivables Purchase Agreement” and, together with this Amendment, the “Amended Receivables Purchase Agreement”).

FIRST AMENDMENT TO RECEIVABLES PURCHASE AGREEMENT
Receivables Purchase Agreement • November 6th, 2008 • American Express Receivables Financing Corp Iii LLC • Asset-backed securities • New York

This FIRST AMENDMENT TO THE RECEIVABLES PURCHASE AGREEMENT, dated as of October 24, 2008 (this “Amendment”), is between American Express Centurion Bank, a Utah industrial loan company (“Centurion”), and American Express Receivables Financing Corporation III LLC, a Delaware limited liability company (“RFC III”). This Amendment amends the Receivables Purchase Agreement, dated as of April 16, 2004 (the “Receivables Purchase Agreement” and, together with this Amendment, the “Amended Receivables Purchase Agreement”).

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