Fourth Amended and Restated Receivables Purchase Agreement

EXHIBIT 10.2

Amendment No. 11 to
Fourth Amended and Restated Receivables Purchase Agreement

          This Amendment No. 11 to Fourth Amended and Restated Receivables Purchase Agreement (this “ Amendment ”) is dated as of November 16, 2006, among Dairy Group Receivables, L.P. (“ Dairy I ”), Dairy Group Receivables II, L.P. (“ Dairy II ”) and WhiteWave Receivables, L.P. (“ WhiteWave ” and, together with Dairy I and Dairy II, collectively, the “ Sellers ” and each, a “ Seller ”), each entity signatory hereto as a Financial Institution (each, a “ Financial Institution ” and collectively, the “ Financial Institutions” ), each entity signatory hereto as a Company (each, a “ Company ” and collectively, the “ Companies ”) and JPMorgan Chase Bank, N.A. (successor by merger to Bank One, NA (Main Office Chicago)), as Agent (the “ Agent ”).

R E C I T A L S :

          The Sellers, the Financial Institutions, the Companies, the Servicers party thereto (the “ Servicers ”) and the Agent are parties to the Fourth Amended and Restated Receivables Purchase Agreement, dated as of March 30, 2004, among the Sellers, the Servicers, the Financial Institutions, the Companies and the Agent (as amended by Amendment No. 1 thereto, dated as of April 5, 2004, as further amended by Amendment No. 2 thereto, dated as of June 3, 2004, as further amended by Amendment No. 3 thereto, dated as of August 13, 2004, as further amended by Amendment No. 4 thereto, dated as of November 18, 2004, as further amended by Amendment No. 5 thereto, dated as of January 3, 2005, as further amended by Amendment No. 6 thereto, dated as of May 27, 2005, as further amended by Amendment No. 7 thereto, entered into as of April 1, 2005, as further amended by Amendment No. 8 thereto, entered into as of November 17, 2005, as further amended by Amendment No. 9 thereto, dated as of April 27, 2006, and as further amended by Amendment No. 10 thereto, dated as of July 31, 2006, the “ Receivables Purchase Agreement ”).

          The Sellers, the Companies, the Financial Institutions and the Agent desire to amend the Receivables Purchase Agreement, as more fully described herein.

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

          Section 1. Definitions Used Herein . Capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in, or incorporated by reference into, the Receivables Purchase Agreement, as applicable.

          Section 2. Amendments . Subject to the terms and conditions set forth herein, the Receivables Purchase Agreement is hereby amended as follows:

               (a) (i) Each reference in the Receivables Purchase Agreement to “Bank One” shall be deemed to be a reference to “JPMorgan,” (ii) each reference in the Receivables Purchase Agreement to “Bank One, NA (Main Office Chicago)” shall be deemed to be a reference to “JPMorgan Chase Bank, N.A. (successor by merger to Bank One, NA (Main Office Chicago)),” (iii) each reference in the Receivables Purchase Agreement to “Bank One, NA” shall be deemed to be a reference to “JPMorgan Chase Bank, N.A. (successor by merger to Bank One, NA)” and (iv) each reference in the Receivables Purchase Agreement to the “Bank One Company” shall be deemed to be a reference to the “JPMorgan Company.”

               (b) Each reference in the Receivables Purchase Agreement to “Falcon Asset Securitization Corporation” shall be deemed to be a reference to “Falcon Asset Securitization Company LLC (formerly Falcon Asset Securitization Corporation).”

               (c) Each reference in the Receivables Purchase Agreement to “Blue Ridge Asset Funding Corporation” shall be deemed to be a reference to “Variable Funding Capital Company LLC.”

               (d) Each reference in the Receivables Purchase Agreement to “Atlantic Asset Securitization Corp.” shall be deemed to be a reference to “Atlantic Asset Securitization LLC (formerly Atlantic Asset Securitization Corp.).”

               (e)  Section 14.5(b) is hereby amended and restated in its entirety to read as follows:

     (b) Anything herein to the contrary notwithstanding, each Seller Party hereby consents to the disclosure of any nonpublic information with respect to it (i) to the Agent, the Financial Institutions or the Companies by each other, (ii) by the Agent or the Purchasers to any prospective or actual assignee or participant of any of them and (iii) by the Agent or any Purchaser to any rating agency, Funding Source, Commercial Paper dealer or provider of a surety, guaranty or credit or liquidity enhancement to any Company or any entity organized for the purpose of purchasing, or making loans secured by, financial assets for which Bank One, Rabobank, Wachovia, Wachovia Capital Markets, LLC or CLNY acts as the administrative agent and to any officers, directors, employees, outside accountants, advisors and attorneys of any of the foregoing. In addition, the Purchasers (and credit enhancers to the Purchasers) and the Agent may disclose any such nonpublic information pursuant to any law, rule,

regulation, direction, request