0001104659-04-009452 Sample Contracts

AMENDMENT NO. 1 TO SERIES 2000-1 SUPPLEMENT (Yamaha Motor Master Trust/Float Rate Series 2000-1)
Pooling and Servicing Agreement • April 5th, 2004 • Yamaha Motor Receivables Corp • Asset-backed securities • New York

AMENDMENT NO. 1 TO SERIES 2000-1 SUPPLEMENT (this “Amendment”), dated as of April 1, 2004, is by and among YAMAHA MOTOR RECEIVABLES CORPORATION, a Delaware corporation, as transferor (hereinafter, together with its successors and assigns in such capacity, the “Transferor”), YAMAHA MOTOR CORPORATION, U.S.A., a California corporation (“Yamaha”), as servicer (hereinafter, together with its successors and assigns in such capacity, the “Servicer”) and JPMORGAN CHASE BANK, a New York banking corporation, as trustee (hereinafter, together with its successors and assigns in such capacity, the “Trustee”).

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SECOND AMENDMENT TO AMENDED AND RESTATED MASTER POOLING AND SERVICING AGREEMENT
Master Pooling and Servicing Agreement • April 5th, 2004 • Yamaha Motor Receivables Corp • Asset-backed securities • New York

THIS SECOND AMENDMENT TO AMENDED AND RESTATED MASTER POOLING AND SERVICING AGREEMENT, dated as of April 1, 2004 (this “Amendment”), is by and among Yamaha Motor Receivables Corporation, a Delaware corporation (“Transferor”), Yamaha Motor Corporation, U.S.A., a California corporation (“Servicer”), and JPMorgan Chase Bank, a New York banking corporation (formerly known as The Chase Manhattan Bank which was successor by assignment to The Fuji Bank and Trust Company), as trustee (“Trustee”).

SECOND AMENDMENT TO SERVICING AGREEMENT
Servicing Agreement • April 5th, 2004 • Yamaha Motor Receivables Corp • Asset-backed securities • California

THIS SECOND AMENDMENT TO SERVICING AGREEMENT, dated as of April 1, 2004 (this “Amendment”), is by and between Yamaha Motor Corporation, U.S.A., a California corporation (“Yamaha”) and GE Commercial Distribution Finance Corporation, a Nevada corporation (formerly known as Deutsche Financial Services Corporation which was formerly known as ITT Commercial Finance Corp.) (“GE Commercial”).

SECOND AMENDMENT TO RECEIVABLES PURCHASE AGREEMENT
Receivables Purchase Agreement • April 5th, 2004 • Yamaha Motor Receivables Corp • Asset-backed securities • California

THIS SECOND AMENDMENT TO RECEIVABLES PURCHASE AGREEMENT, dated as of April 1, 2004 (this “Amendment”), is by and between Yamaha Motor Corporation, U.S.A., a California corporation (“Yamaha”), as seller (in such capacity, “Seller”), and Yamaha Motor Receivables Corporation, a Delaware corporation (“YMRC”), as purchaser (in such capacity, “Purchaser”).

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