0000794367-06-000117 Sample Contracts

FOURTH AMENDMENT TO PURCHASE, SALE AND SERVICING TRANSFER AGREEMENT
Purchase, Sale and Servicing Transfer Agreement • May 24th, 2006 • Federated Department Stores Inc /De/ • Retail-department stores • Delaware

This FOURTH AMENDMENT TO PURCHASE, SALE AND SERVICING TRANSFER AGREEMENT, dated as of June 1, 2005, (this "Amendment") is made and entered into as of May 19, 2006, by and among Federated Department Stores, Inc., a Delaware corporation ("FDS"), FDS Bank, a federally-chartered stock savings bank ("FDS Bank"), Federated Corporate Services, Inc., an Ohio corporation (as successor in interest to Prime II Receivables Corporation, a Delaware corporation) ("Prime II"), Macy's Department Stores, Inc., an Ohio corporation and a wholly-owned subsidiary of FDS ("Macy's"), Bloomingdale's, Inc., an Ohio corporation and a wholly-owned subsidiary of FDS ("Bloomingdale's"; and together with FDS, FDS Bank, Prime II and Macy's, each, an "FDS Company" and collectively, the "FDS Companies"), and Citibank, N.A., a national banking association (the "Purchaser").

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SECOND AMENDMENT TO CREDIT CARD PROGRAM AGREEMENT
Credit Card Program Agreement • May 24th, 2006 • Federated Department Stores Inc /De/ • Retail-department stores • Delaware

This SECOND AMENDMENT TO CREDIT CARD PROGRAM AGREEMENT, dated as of June 1, 2005, (this "Amendment") is made and entered into as of May 19, 2006, by and among Federated Department Stores, Inc., a Delaware corporation, ("FDS"), FDS Bank, a federally-chartered stock savings bank ("FDS Bank"), FACS Group, Inc., an Ohio corporation ("FACS"), Macy's Department Stores, Inc., an Ohio corporation ("Macy's"), Bloomingdale's, Inc., an Ohio corporation ("Bloomingdale's"; and together with FDS, FDS Bank, FACS and Macy's, the "FDS Companies"), and Department Stores National Bank, a national banking association (as assignee of Citibank, N.A., a national banking association) ("Bank").

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