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                                                                EXHIBIT 10.22(c)

              SECOND AMENDMENT TO THE CREDIT CARD PROGRAM AGREEMENT

      This Second Amendment to the Credit Card Program Agreement ("Second
Amendment") is made and entered into as of the 15th day of December, 2006
("Amendment Effective Date") by and between HSBC Bank Nevada, National
Association ("HSBC"), and The Bon-Ton Stores, Inc. ("Bon-Ton") to that certain
Credit Card Program Agreement, dated as of June 20, 2005 ("Agreement"), as
amended by the First Amendment to the Credit Card Program Agreement dated
effective as of March 1, 2006.

      WHEREAS, the parties recognize that Bon-Ton has purchased from Belk, Inc.
("Belk") four (4) Parisian-branded retail store locations ("the Parisian
Stores");

      WHEREAS, the parties recognize that, in connection with the purchase of
the Parisian Stores, that HSBC has agreed to purchase from GE Money Bank ("GE")
certain private label credit card accounts associated with the Parisian Stores
("the Parisian Accounts"); and,

      WHEREAS, the parties desire to further amend the Agreement to reflect
their agreement as to the incorporation of the Parisian Accounts into the
Program.

      NOW THEREFORE, in consideration of the mutual promises, covenants and
agreements set forth below and other good and valuable consideration, the
receipt and sufficiency of which are hereby acknowledged, HSBC and Bon-Ton do
hereby agree as follows:

      1. HSBC will purchase the Parisian Accounts from GE pursuant to a Purchase
and Sale Agreement to be executed concurrently with this Second Amendment;
further, the parties agree that the Parisian Accounts will be considered
"Accounts" as defined in the Agreement, with the exceptions as agreed to in
Section 3 of this Second Amendment.

      2. The parties agree that during the period of time beginning with the
Amendment Effective Date and ending at 11:59 p.m. on February 3, 2007, the
Parisian Accounts will be serviced pursuant to an agreement that HSBC Private
Label Corporation (f/k/a Household Corporation) an Affiliate of HSBC, has with
Jackson Office Properties, Inc. (f/k/a North Park Fixtures, Inc., the successor
to McRae's, Inc.), dated April 15, 2003 ("the Servicing Agreement"). Beginning
on February 4, 2007, the Parisian Accounts will be serviced by HSBC Private
Label Corporation.

      3. The parties agree to the provisions contained in Schedule 3 to this
Second Amendment.

      To the extent the provisions of this Second Amendment are inconsistent
with the Agreement, this Second Amendment shall govern.

      This Second Amendment supersedes all prior communications and shall be
binding upon and inure to the benefit of the parties, their respective
successors and assigns.

      All capitalized terms not otherwise defined herein shall have the same
meaning afforded them in the Agreement.

      Except as otherwise modified herein, the terms and conditions of the
Agreement remain in full force and effect.

      In witness whereof, the parties hereby execute this Second Amendment by
their authorized representatives.

The Bon-Ton Stores, Inc.                 HSBC Bank Nevada, National Association

By: /s/ H. Todd Dissinger                By: /s/ Asim Majeed
    ------------------------                 --------------------
H. Todd Dissinger                        Asim Majeed
Vice President and Secretary             Executive Vice President

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