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Alliance Data Systems Corporation

(Name of Registrant as Specified In Its Charter)

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On April 20, 2015, Alliance Data Systems Corporation (the "Company") filed with the Securities and Exchange Commission and commenced mailing its proxy statement for its 2015 Annual Meeting of Stockholders to be held Wednesday, June 3, 2015 (the "2015 Proxy Statement").  Proposal Three in the 2015 Proxy Statement seeks approval of the 2015 Omnibus Incentive Plan to replace the Company's existing 2010 Omnibus Incentive Plan (the "Old Plan") that terminates on June 30, 2015, and does not permit any further grants to be made after such termination.

In clarification of the information previously included in the 2015 Proxy Statement, the Company commits to grant awards representing no greater than 10,000 shares pursuant to the Old Plan between the date of this filing and the termination of the Old Plan on June 30, 2015.