Exhibit 10.11.7
---------------
EIGHTH AMENDMENT TO RECEIVABLES PURCHASE
AGREEMENT
THIS EIGHTH AMENDMENT TO RECEIVABLES PURCHASE AGREEMENT, dated as
of
February 20, 2004 (this "Amendment"), is
entered into among COMMONWEALTH
FINANCING CORP., a Delaware corporation
(the "Seller"), COMMONWEALTH INDUSTRIES,
INC., a Delaware corporation
("Commonwealth"), MARKET STREET FUNDING
CORPORATION, a Delaware corporation (the
"Issuer"), and PNC BANK, NATIONAL
ASSOCIATION, as Administrator (the
"Administrator").
RECITALS
1. The Seller, Commonwealth, the Issuer and the Administrator
are
parties to the Receivables Purchase
Agreement, dated as of September 29, 1997
(as amended through the date hereof, the
"Agreement"); and
2. The parties hereto desire to amend the Agreement 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
Exhibit I to the Agreement shall have
the same meanings herein as therein
defined.
2. Amendment to Agreement.
2.1. The definition of "Purchase Limit" as set forth in Exhibit I
of
the Agreement is hereby amended by
replacing the number "$60,000,000" with the
number "$80,000,000".
2.2 Clause (a) of the definition of "Facility Termination Date" as
set
forth in Exhibit I to the Agreement is
hereby amended by replacing the date
"March 31, 2004" with the date "March 31,
2005" therein.
3. Effect of Amendment. All provisions of the Agreement, as
expressly
amended and modified by this Amendment,
shall remain in full force and effect
and are hereby ratified and confirmed in
all respects. After this Amendment
becomes effective, all references in the
Agreement (or in any other Transaction
Document)