AMENDMENT NO. 1 TO ASSET PURCHASE AGREEMENT

Exhibit 10.28

AMENDMENT NO. 1

TO

ASSET PURCHASE AGREEMENT

This Amendment No. 1 (the “ Amendment ”), dated as of November 12, 2008 amends that certain Asset Purchase Agreement dated as of September 15, 2008 (the “ Agreement ”) by and among Green Mountain Coffee Roasters, Inc., a Delaware corporation (the “ Buyer ”), Tully’s Coffee Corporation, a Washington corporation (the “ Seller Parent ”) and Tully’s Bellaccino, LLC, a Washington limited liability company (the “ Seller Subsidiary ” and together with the Seller Parent, “ Seller ”). Capitalized terms used and not otherwise defined in this Amendment are used herein as defined in the Agreement.

WHEREAS, the parties to this Amendment desire to amend the Agreement as provided herein.

NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto hereby as follows:

1. Amendment of Section 8.1(b)(ii) .

1.1 Section 8.1(b)(ii) of the Agreement is hereby amended by deleting the dat