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3 <br />.Tune 5, 2006 <br />Orange County <br />208 S. Cameron <br />Hillsborough, NC 27278 <br />To Whom It May Concern: <br />This letter is to serve as a renewal and amendment of the current Agreement entered into by and <br />between Magellan Behavioral Health, Inc., on behalf of itself and its Affiliates, ("Magellan") and <br />Orange County ("Sponsor") which is effective for the period .July 1, 2004 through June 30, <br />2006. <br />Effective .July 1, 2006: <br />1. The Agreement shall be renewed for a term of 24 months extending from July 1, 2006 <br />through June 30, 2008, <br />2, The employee count shall be as follows: <br />Number of Employees in die State of California 0 <br />Number of Employees in states other than California 800 <br />Total <br />800 <br />3. Addendum B, Fee Schedule and Conditions of Offer shall be deleted in its entirety and the <br />attached Fee Schedule and Conditions of Offer shall be substituted in its place. <br />4. All remaining terms and conditions of the Agreement shall remain unchanged and in effect. <br />If this letter reflects your understanding of the new terms of our agreement, please have both <br />originals of this letter signed by the appropriate person and return them to me For signature. <br />Sincerely, <br />Maryanne C.himero <br />