Waiver of Change of Control Benefits, dated September 24, 2007



 Exhibit 10.15 
 DISCOVER FINANCIAL SERVICES 
 September 24, 2007 
 Ms. Diane E. Offereins 
 270 Roger Williams Avenue 
 Highland Park, IL 60035 
  

	 	Re:	Waiver of Change of Control Benefits in Your Offer Letter 

 Dear Diane,

 This Letter Agreement is to memorialize the agreement between you and Discover as set forth below regarding the change of control severance benefits
delineated in your January 8, 1999 offer letter (“Offer Letter”) from Discover Financial Services, Inc. (“Discover”). (See offer letter attached hereto.) For purposes of this Letter Agreement, Discover shall include Discover
Financial Services and its past, present and future parents, subsidiaries, divisions, business units, and its and their respective current and former directors, officers, employees, agents, managers, shareholders, successors, assigns, and other
representatives. 
 You, and anyone claiming through you or on your behalf, hereby voluntarily waive any right that you had, have or may ever have to, and
hereby release Discover with respect to any and all claims that you had, have or may ever have to provide you with, any severance or other benefits pursuant to your Offer Letter in the event of a change of control. You further agree that the entire
third paragraph of your Offer Letter which concerns such change of control severance benefits will be null and void and of no force or effect, effective as of the date that you sign this Letter Agreement. In consideration for your eligibility to
participate in the Discover Change in Control Severance Policy and other good and valuable consideration, the receipt of which is hereby acknowledged, you waive and release Discover as set forth above. 
 You represent and confirm that you are the sole owner of the claims that are waived and released above; and that none of these claims has been transferred or assigned or
caused to be transferred or assigned to any other person, firm or other legal entity; and that you have the full right and power to grant, execute, and deliver the waivers, releases, and agreements contained in this Letter Agreement. 
 This Letter Agreement is enforceable by Discover and may be assigned or transferred by Discover to, and shall be binding upon and inure to the benefit of, any affiliate
of Discover or any entity which at any time, whether by merger, purchase, or otherwise, acquires all or substantially all of the assets, stock or business of Discover. You may not assign any of your rights under this Letter Agreement. This Letter
Agreement contains the entire agreement between you and Discover with respect to the subject matter contained herein and supersedes all 








 
prior and/or contemporaneous negotiations, understandings or agreements between us, whether written or oral, with respect to such subject matter. 

Please acknowledge that you agree with the foregoing by signing in the space provided below and returning the signed copy to me. If you have any questions, please do
not hesitate to contact me. 
 Sincerely yours, 
 /s/ Marcelo Modica 
 Marcelo Modica 
 Vice President, Human Resources 
 On behalf of 
 Discover Financial Services, Inc. 
 AGREED AND ACCEPTED; 
 /s/ Diane E. Offereins 
 Diane E. Offereins 
 Executive Vice President 
 9-24-07 
 Date

  

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