Second Amendment dated as of July 8, 2004



  
 Exhibit 4.30

  
 SECOND AMENDMENT TO RECEIVABLES PURCHASE AGREEMENT

  
 THIS SECOND AMENDMENT TO RECEIVABLES PURCHASE AGREEMENT,
dated as of July 8, 2004 (this “Amendment”) is entered into among AMERISOURCE RECEIVABLES FINANCIAL CORPORATION, a Delaware corporation (in such capacity, the “Seller”), AMERISOURCEBERGEN DRUG CORPORATION, a
Delaware corporation, as the initial Servicer (in such capacity, the “Servicer”), the VARIOUS PURCHASER GROUPS FROM TIME TO TIME PARTY THERETO, and WACHOVIA BANK, NATIONAL ASSOCIATION, a national banking association, as
administrator for each of the Purchaser Groups party thereto (together with its successors and assigns in such capacity, the “Administrator”). 
  

R E C I T A L S 
  
 A. The Seller, Servicer, the various other Purchaser Groups from time to time party thereto and the Administrator have entered into that certain
Receivables Purchase Agreement, dated as of July 10, 2003 (as amended, supplemented or otherwise modified from time to time, the “Agreement”). 
  

B. The parties to the Agreement desire to enter into this Amendment to amend the Agreement. 
  
 NOW, THEREFORE, for good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, the parties agree as follows: 
  
 1. Certain Defined Terms. Capitalized terms used but not defined herein shall have the meanings set forth for such terms in Exhibit I to the Agreement. 
  
 2. Amendments to the Agreement. The Agreement is hereby amended as
follows: 
  
 2.1 The Scheduled Facility
Termination Date with respect to the $125,000,000 Commitment of YC SUSI Trust, as set forth on Fleet Securities, Inc.’s signature page to the Agreement, is hereby amended by deleting the date “July 8, 2004” therein and substituting
the date “July 7, 2005” therefor. 
  
 2.2 The Scheduled Facility Termination Date with respect to the $125,000,000 Commitment of Liberty Street Funding Corp., as set forth on its signature page to the Agreement, is hereby amended by deleting the date “July 8, 2004”
therein and substituting the date “July 7, 2005” therefor. 
  
 2.3 The Scheduled Facility Termination Date with respect to the $200,000,000 Commitment of Atlantic Asset Securitization Corp., as set forth on its signature page to the Agreement, is hereby amended by deleting the
date “July 8, 2004” therein and substituting the date “July 7, 2005” therefor. 
  









 2.4 The Scheduled Facility Termination Date with respect to the $50,000,000 Commitment of
Market Street Funding Corporation, as set forth on its signature page to the Agreement, is hereby amended by deleting the date “July 8, 2004” therein and substituting the date “July 7, 2005” therefor. 
  
 3. Effect of Amendment. This Amendment shall become effective upon the
execution of such Amendment by all of the parties hereto. Except as expressly amended and modified by this Amendment, all provisions of the Agreement shall remain in full force and effect. After this Amendment becomes effective, all references in
each of the Agreements to “this Agreement”, “hereof”, “herein”, or words of similar effect referring to such Agreement shall be deemed to be references to the Agreement, as amended by this Amendment. This Amendment
shall not be deemed to expressly or impliedly waive, amend or supplement any provision of the Agreement (or any related document or agreement) other than as set forth herein. 
  
 4. Counterparts. This Amendment may be executed in any number of counterparts and by different parties on separate
counterparts, and each counterpart shall be deemed to be an original, and all such counterparts shall together constitute but one and the same instrument. 
  
 5. Governing Law. This Amendment shall be governed by, and construed in accordance with the law of the State of New York without regard to any
otherwise applicable principles of conflicts of law. 
  
 6.
Section Headings. The various headings of this Amendment are inserted for convenience only and shall not affect the meaning or interpretation of this Amendment, or the Agreements or any provision hereof or thereof. 
  
 [signature pages on next page] 
  

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 IN WITNESS WHEREOF, the parties have caused this Amendment to be executed by their respective officers thereunto duly
authorized, as of the date first above written. 
  

			
	AMERISOURCE RECEIVABLES FINANCIAL CORPORATION, as Seller
		
	 By:
	 	 /s/ J. F. Quinn

	 Name:
	 	 J. F. Quinn

	 Title:
	 	 Vice President & Corporate Treasurer

	
	AMERISOURCEBERGEN DRUG CORPORATION, as initial Servicer
		
	 By:
	 	 /s/ J. F. Quinn

	 Name:
	 	 J. F. Quinn

	 Title:
	 	 Vice President & Corporate Treasurer



  

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	BLUE RIDGE ASSET FUNDING CORPORATION, as a Conduit Purchaser
		
	 BY:
	 	 WACHOVIA CAPITAL MARKETS, LLC,
 its attorney-in-fact

		
	 By:
	 	 /s/ DOUGLAS R. WILSON, SR.

	 Name:
	 	 DOUGLAS R. WILSON, SR.

	 Title:
	 	 VICE PRESIDENT

	
	WACHOVIA BANK, NATIONAL ASSOCIATION, as Administrator and as Purchaser Agent and Related Committed Purchaser for Blue Ridge Asset Funding Corporation
		
	By:	 	 /s/ VICTORIA A. DUDLEY

	 Name:
	 	 VICTORIA A. DUDLEY

	 Title:
	 	 Managing Director

		
	By:	 	 /s/ VICTORIA A. DUDLEY

	 Name:
	 	 VICTORIA A. DUDLEY

	 Title:
	 	 Managing Director



  

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	YC SUSI TRUST, as a Conduit Purchaser
		
	 By:
	 	Bank of America, National Association, as administrative trustee
		
	 By:
	 	 /s/ Charu Mani

	 Name:
	 	 Charu Mani

	 Title:
	 	 Vice President

	
	BANK OF AMERICA, NATIONAL ASSOCIATION, as a Related Committed Purchaser for YC SUSI Trust
		
	 By:
	 	 /s/ Charu Mani

	 Name:
	 	 Charu Mani

	 Title:
	 	 Vice President



  

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	 LIBERTY STREET FUNDING CORP.,
 as a Conduit
Purchaser

		
	 By:
	 	 /s/ Bernard J. Angelo

	 Name:
	 	 Bernard J. Angelo

	 Title:
	 	 Vice President

	
	THE BANK OF NOVA SCOTIA, as Administrator and as Purchaser Agent and Related Committed Purchaser for Liberty Street Funding Corp.
		
	 By:
	 	 /s/ MICHAEL EDEN

	 Name:
	 	 MICHAEL EDEN

	 Title:
	 	 DIRECTOR



  

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	 ATLANTIC ASSET SECURITIZATION CORP.,
 as a
Conduit Purchaser

		
	BY:	 	CALYON NEW YORK BRANCH, its attorney-in-fact
		
	 By:
	 	 /s/ David C. Fink

	 Name:
	 	 David C. Fink

	 Title:
	 	 Managing Director

	
	CALYON NEW YORK BRANCH (AS SUCCESSOR TO CREDIT LYONNAIS, NEW YORK BRANCH), as Administrator and as Purchaser Agent and Related Committed Purchaser for Atlantic Asset Securitization
Corp.
		
	 By:
	 	 /s/ David C. Fink

	 Name:
	 	 David C. Fink

	 Title:
	 	 Managing Director



  

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	 MARKET STREET FUNDING CORPORATION,
 as a
Conduit Purchaser

		
	 By:
	 	 /s/ EVELYN ECHEVARRIA

	 Name:
	 	 EVELYN ECHEVARRIA

	 Title:
	 	 VICE PRESIDENT

	
	PNC BANK, NATIONAL ASSOCIATION, as Administrator and as Purchaser Agent and Related Committed Purchaser for Market Street Funding Corporation
		
	 By:
	 	 /s/ John T. Smathers

	 Name:
	 	 John T. Smathers

	 Title:
	 	 Vice President



  

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