Item 1.01 Entry into a Material Definitive Agreement.
On May 8, 2009, we entered into the Seventh Amendment ("Amendment") to our Receivables Purchase Agreement dated April 30, 2001 ("Agreement") with Market Street Funding LLC and PNC Bank, National Association. The following description of the Amendment is qualified in its entirety by the provisions of the Amendment, which is filed herewith as Exhibit 10.1.
The Amendment extends the term of our accounts receivable securitization facility until May 7, 2010, although it may terminate prior to such date in the event of termination of the commitments of the facility's back-up purchasers. Prior to the Amendment, this facility was due to expire on July 25, 2009, subject to earlier termination in the event of termination of the commitments of the facility's back-up purchasers.
As amended, the facility continues to have a seasonally-adjusted funding limit of $75,000,000 during peak seasonal periods and $25,000,000 during off-peak seasonal periods. The present funding limit of $75,000,000 remains in effect until January 31, 2010 and decreases to $25,000,000 effective February 1, 2010. Our financing costs for funds provided under the Agreement, as amended, are equal to a variable commercial paper rate plus 1.5%. Higher costs apply upon the occurrence and continuation of a Termination Event (as defined in the Agreement) or if funding through the facility is provided other than through the issuance of commercial paper. Commitment fees on the unused committed amount under the Agreement, as amended, are equal to 0.50% or 0.75% per annum, depending on the percentage of the committed amount that is unused on a given day.
As part of the Amendment, financial covenants applicable to the pool of accounts receivable forming the basis for the funding provided by this facility have been modified as follows:

Maximum Permitted Level Prior to From and Covenant 5/08/2009 after 5/08/2009 Default Ratio* 7.25 % 6.0 % Lion Delinquency Ratio* for any of the months of January, February, March, April, May, June, July and August 15 % 12 % Rolling 3-month average Default Ratio* 4.65 % 4.0 % Rolling 3-month average Dilution Ratio* 5.0 % 4.0 % Average of Delinquency Ratio* over the months of September, October, November and December 4.8 % 4.0 %

* as defined in the Agreement

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits 10.1 Seventh Amendment dated May 8, 2009 to Receivables Purchase Agreement dated April 30, 2001.

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