Three months ended June 30

EXHIBIT 4(e)

AMENDMENT NO. 3 TO LOAN AND SERVICING AGREEMENT

          This AMENDMENT NO. 3 (the “Amendment”) dated as of June 6, 2007 is by and among SWC Receivables Funding LLC (the “Borrower”), The Sherwin-Williams Company (the “Servicer”), CIESCO, LLC (“Ciesco”), as a Conduit Lender, Citibank, N.A. (“Citibank”), as a Committed Lender, and Citicorp North America, Inc. (“CNAI”), as a Managing Agent and as Program Agent.

          PRELIMINARY STATEMENTS:

          (1) The Borrower, Servicer, Ciesco, Citibank and CNAI are parties to a Loan and Servicing Agreement, dated as of February 1, 2006 (as amended, supplemented or otherwise modified previously and from time to time hereafter, the “Agreement”); capitalized terms defined therein being used herein as therein defined unless otherwise defined herein.

          (2) In consideration of the mutual agreements contained herein, and for other valuable consideration, receipt of which is hereby acknowledged, the parties hereto have agreed to amend the Agreement as set forth herein.

          NOW, THEREFORE, the parties hereto agree as follows:

          SECTION 1. Amendment to Agreement.

          Effective as of the date hereof and subject to the satisfaction of the condition precedent set forth in Section 2 hereof, the Agreement is hereby amended as follows:

     1.1 The definition of “Scheduled Termination Date” set forth in Section 1.01 of the Agreement is hereby amended and restated in its entirety as follows:

     “Scheduled Termination Date” means, (i) with respect to the Committed Lenders’ Commitments hereunder, January 30, 2008, unless such date is extended pursuant to Section 2.01(c); provided, that if there shall have occurred a Cash Secured Advance Commencement Date for a Lender Group, the Scheduled Termination Date for such Term-Out Lenders shall mean January 27, 2010 and (ii) with respect to the Conduit Lenders, January 27, 2010.

     1.2 The definition of “Termination Date” set forth in Section 1.01 of the Agreement is hereby amended and restated in its entirety as follows:

     “Termination Date” means the earliest to occur of (i) the earliest Scheduled Termination Date on which there are no Term Out Lenders or Extending Lenders, (ii) January 27, 2010, (iii) the declaration or automatic occurrence of the Termination Date pursuant to Section 7.01, and (iv) that Business Day which the Borrower designates as the

Termination Date by notice to the Program Agent at least five (5) Business Days prior to such Business Day.

          SECTION 2. Conditions of Effectiveness. This Amendment shall become effective as of the date hereof upon receipt by CNAI of the counterparts of this Amendment duly executed by each of the parties hereto.

          SECTION 3. Representations and Warranties of the Borrower and the Servicer. Each of the Borrower and the Servicer represents and warrants as to itself as follows:

     (a) No authorization, approval or other action by, and no notice to or filing with, any governmental authority or regulatory body is required for the due execution, delivery and performance by such Person of this Amendment or the performance by such Person of the Agreement as amended by this Amendment;

     (b) This Amendment and the Agreement, as amended by this Amendment, constitute legal, valid and binding obligations of such Person enforceable against such Person in accordance with their terms;

     (c) Upon the effectiveness of this Amendment, such Person hereby reaffirms all covenants, representations and warranties made by it in the Agreement, as amended, and agrees that all such covenants, representations and warranties shall be deemed to have been re-made as of the effective date of this Amendment; and

     (d) Upon the effectiveness of this Amendment, no Event of Termination, and no Incipient Event of Termination shall have occurred and is continuing.

          SECTION 4. Reference to and the Effect on the Agreement. (a) On and after the effective date of this Amendment, each reference in the Agreement to “this Agreement”, “hereunder”, “hereof”, “herein” or words of like import referring to the Agreement, and each reference to the Agreement in any Facility Document or any other document, instrument or certificate delivered in connection with any of the foregoing, shall mean and be a reference to the Agreement as amended hereby.

          (b) Except as specifically amended above, the Agreement is and shall continue to be in full force and effect and is hereby ratified and confirmed.

          SECTION 5. Costs, Expenses and Taxes. The Borrower agrees to pay on demand all reasonable costs and expenses of the Program Agent, the Managing Agents and the Lenders in connection with the preparation, execution and delivery of this Amendment and the other instruments and documents to be delivered hereunder, including, without limitation, the reasonable fees and out-of-pocket expenses of counsel for the Program Agent, the Managing Agents and the Lenders with respect thereto and with respect to advising the Program Agent, the Managing Agents and the Lenders as to its rights and responsibilities hereunder and thereunder.

          SECTION 6. Execution in Counterparts. This Amendment may be executed in any number of counterparts and by different parties hereto in separate counterparts, each of

which when so executed and delivered shall be deemed to be an original and all of which taken together shall constitute but one and the same agreement.

          SECTION 7. Governing Law. This Amendment shall be governed by, and construed in accordance with, the laws of the State of New York.

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          IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed by their respective officers thereunto duly authorized, as of the date first above written.

Signature Page to Amendment No. 3

Signature Page to Amendment No. 3