Discover Financial Services (DFS) 10-Q2013 Q2 Quarterly report

Filed: 30 Jul 13, 12:00am

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New words: adapt, Ariba, bipartisan, broadly, capable, CHF, commensurate, Commission, complexity, debating, Dinit, earlier, encourage, euro, European, family, Fed, functional, infusion, Italia, Italian, Italy, larger, located, member, mentioned, mimimum, model, outweighed, overturn, ownership, pressure, progressing, quantity, random, refinancing, reintroduced, rerouting, reside, scope, sector, Slovenian, spun, Stafford, Subsidized, Supreme, translation, UK, Union, upcoming, virtually, withstanding, write, wrongdoing

Removed: aid, amend, close, comparative, curve, deposited, disclose, fact, involvement, local, newly, Offsetting, requiring, setting, situation, TLGP, virtue, winding, work

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Exhibit 10.1

Amendment No. 3 to the

Discover Financial Services

Directors' Compensation Plan

The Discover Financial Services Directors' Compensation Plan (the “Plan”), is hereby amended in the following respects:

Effective July 1, 2013, the Plan is amended by:

--Adding the following subsection (d) to the text of Section 7 Annual Retainers:

“(d) Capital Planning Special Committee. In addition to the Annual Retainer and fees provided for in Sections 7(a)-(c) above, each Eligible Director who is the Chair or a Member of the Capital Planning Special Committee shall be entitled to a one-time Committee Member fee of $7,500.”

--Changing the title of the text of Section 7 Annual Retainers to “Section 7 Retainer and Other Fees.”