Exhibit 10.15(g)

EXECUTION COPY

SUPPLEMENT NO. 2 TO SERIES 2006-ONE SUPPLEMENT to MASTER INDENTURE

This SUPPLEMENT NO. 2 TO SERIES 2006-ONE SUPPLEMENT to MASTER INDENTURE, dated as of November 2, 2007 (this Supplement), is
entered into among COMPUCREDIT CREDIT CARD MASTER NOTE BUSINESS TRUST III, a business trust organized and existing under the laws of the State of Nevada (the Issuer), COMPUCREDIT CORPORATION, a Georgia corporation, as Servicer
(the Servicer), and U.S. BANK NATIONAL ASSOCIATION, a national banking association, not in its individual capacity, but solely as Indenture Trustee (together with its successors in the trusts thereunder as provided in the
Indenture, the Indenture Trustee) under the Master Indenture dated as of March 10, 2006 (the Indenture) among the Issuer, the Servicer and the Indenture Trustee.

RECITALS

1. The Issuer, the Servicer
and the Indenture Trustee are parties to that certain Series 2006-One Supplement dated as of March 10, 2006, as amended by Supplement No. 1 dated as of September 29, 2006 (as so previously supplemented and as amended, supplemented or
otherwise modified from time to time, the Indenture Supplement).

2. The parties hereto desire to amend and supplement
the Indenture Supplement as hereinafter set forth.

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 that are used herein
without definition and that are defined in the Indenture Supplement shall have the same meanings herein as therein.

2. Amendments to
Indenture Supplement. The Indenture Supplement is hereby amended and supplemented by:

(a) adding the following
definitions to Section 2.01 (a) in the appropriate alphabetical order:

Overconcentration
Amount shall mean, for any date of determination, the product of (a) excess, if any, of (i) the percentage equivalent of a fraction the numerator of which is the outstanding amount of all Actual Principal Receivables and the
denominator of which is the outstanding amount of all Portfolio Receivables, in each case as of the last day of the prior Monthly Period, over (ii) 50%, times (b) the outstanding amount of Actual Principal Receivables as of the last day of
the prior Monthly Period.

Portfolio Receivables shall mean all amounts payable by Obligors on any
Account from time to time to the extent such amounts have been transferred to Transferor by CompuCredit.

Step-Down
Percentage shall mean, for any date of determination, the lesser of (a) 5% and (b) the excess, if any, of 15% over the Three Month Seasoning Percentage as of the last day of the prior Monthly Period, but in no event less than
zero.

Three Month Seasoning Percentage shall mean, for any date of determination, the percentage
(carried out to a seven digit decimal figure) equivalent of a fraction the numerator of which is the outstanding amount of all Portfolio Receivables in Accounts which Accounts were originated in the three Monthly Periods preceding the Monthly Period
prior to such date of determination and the denominator of which is the total amount of all Portfolio Receivables as of the last day of the prior Monthly Period.



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(b) deleting the definition of Borrowing Base Excess Amount in its entirety
and substituting, in lieu thereof, the following:

Borrowing Base Excess Amount shall mean, with respect
to any Distribution Date, an amount equal to the excess, if any, of the Class A Note Principal Balance over the sum of (1) the product of (i) the percentage specified in Item 2 of Schedule A, (ii) the Series 2006-One
Allocation Percentage and (iii) Actual Principal Receivables minus (if the Repricing Date pursuant to clause (ii) of the definition thereof has not occurred) the Overconcentration Amount plus (2) the product of
(i) the percentage specified in Item 2 of Schedule A, (ii) the Series 2006-One Allocation Percentage and (iii) the Special Funding Amount plus any Collections of Principal on deposit in the Collection Account, in all cases as of
the last day of the prior Monthly Period.

(c) deleting subsection 4.05(b)(i) in its entirety and substituting, in lieu
thereof, the following:

(i) an amount, to the extent available, equal to the Borrowing Base Excess Amount shall be
distributed to the Class A Noteholders; and

and (d) deleting Schedule A thereto and substituting, in lieu
thereof, Schedule A hereto.

3. Effect of Supplement. Except as expressly amended and modified by this Supplement, all provisions of
the Indenture Supplement shall remain in full force and effect. After this Supplement becomes effective, all references in the Indenture Supplement to this Supplement, hereof, herein or words of similar effect referring
to the Indenture Supplement shall be deemed to be references to the Indenture Supplement as amended by this Supplement. This Supplement shall not be deemed to expressly or impliedly waive, amend or supplement any provision of the Indenture other
than as expressly set forth herein.

4. Effectiveness. This Supplement shall become effective as of the date hereof upon
(a) receipt by the Trustee of counterparts of this Supplement (whether by facsimile or otherwise) executed by each of the other parties hereto and of consent hereto by all the Class A Noteholders, and (b) receipt by the Trustee of an
opinion of counsel satisfying the requirements of Section 9.03 of the Indenture.

5. Counterparts. This Supplement 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.

6. Governing Law. THIS SUPPLEMENT SHALL BE GOVERNED BY AND CONSTRUED AND INTERPRETED IN ACCORDANCE WITH THE INTERNAL LAWS OF THE STATE OF NEW
YORK, WITHOUT REFERENCE TO ITS CONFLICT OF LAW PROVISIONS (OTHER THAN SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW) AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

7. Section Headings. The various headings of this Supplement are inserted for convenience only and shall not affect the meaning or
interpretation of this Supplement or the Indenture Supplement or any provision hereof or thereof.

8. Representations and
Warranties. The Issuer represents and warrants that (i) all of its representations and warranties set forth in the Indenture Supplement are true and accurate in all material respects as though made on and as of the date hereof (except
representations and warranties which relate to a specific date, which were true and correct as of such date) and (ii) no Early Redemption Event, and no Termination Event under the Class A Note Purchase Agreement, has occurred and is
continuing.



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9. No Recourse. It is expressly understood and agreed by the parties hereto that (a) this
Supplement is executed and delivered by Wilmington Trust, FSB, not individually or personally but solely as trustee of the Issuer, in the exercise of the powers and authority conferred and vested in it under the Trust Agreement, (b) each of the
representations, undertakings and agreements herein made on the part of the Issuer is made and intended not as personal representations, undertakings and agreements by Wilmington Trust, FSB but is made and intended for the purpose of binding only
the Issuer and (c) under no circumstances shall Wilmington Trust, FSB be personally liable for the payment of any indebtedness or expenses of the Issuer or be liable for the breach or failure of any obligation, representation, warranty or
covenant made or undertaken by the Issuer under this Supplement or any other document to which the Issuer is a party.

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intentionally left blank]



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IN WITNESS WHEREOF, the parties have executed this Supplement as of the date first written above.



COMPUCREDIT CREDIT CARD MASTER NOTE BUSINESS TRUST III,IssuerBy:

WILMINGTON TRUST FSBnot in its individual capacity, but solely as Owner Trustee


By:

LOGOName:

JAMES P. LAWLERTitle:

Vice President


U.S. BANK NATIONAL ASSOCIATION, Indenture
Trustee


By:

LOGOName:

Tamara Schultz-FughTitle:

Vice President


COMPUCREDIT CORPORATION, Servicer


By:

LOGOName:

William McCameyTitle:

Treasurer


[Trust III Series 2006-One AmendmentSupplement No. 2 to Master Indenture]



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The undersigned hereby consent to the amendment of the Indenture Supplement pursuant to the foregoing
Supplement No. 2.



DEUTSCHE BANK AG, NEW YORK BRANCH, as AgentBy:

LOGO


Name:

KEVIN TANZERTitle:

DIRECTOR


By:

LOGO


Name:

PETER KIMTitle:

VICE PRESIDENT


NANTUCKET FUNDING CORP., LLC, as Class A Purchaser,By:

LOGO


Name:

Lori GebronTitle:

Vice President


DEUTSCHE BANK AG, NEW YORK BRANCH, as Class A Purchaser and Committed Purchaser,By:

LOGO


Name:

KEVIN TANZERTitle:

DIRECTOR


By:

LOGO


Name:

PETER CHUANGTitle:

VICE PRESIDENT


[Signature page to Supplement No. 2 to Series 2006-One Indenture Supplement]