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Amendment To The Management And Consulting Agreement

This is an actual contract by Alon USA Energy,.
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Sectors: Utilities
Effective Date: August 01, 2003
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EXHIBIT 10.21.1


This Amendment to Management and Consulting Agreement, dated as of 17th (the "Amendment"), is made by and among Alon USA, Inc., a Delaware corporation (the "Company"), Alon Israel Oil Company, Ltd., a limited liability company formed under the laws of Israel ("Alon Israel") and Alon USA Energy, Inc., a Delaware corporation ("Alon Energy") (Alon Israel and Alon Energy are hereinafter collectively referred to as the "Consultants").


WHEREAS, the Company and the Consultants entered into a Management and Consulting Agreement ("Management Agreement") dated as of August 1, 2003;

WHEREAS, Alon Energy is contemplating an initial public offering (the "IPO");

WHEREAS, in connection with the IPO, the parties hereto wish to make certain changes to the Management Agreement to become effective immediately upon the consummation of the IPO ("Effective Date");

NOW, THEREFORE, in consideration of mutual covenants and agreements set forth herein and in reliance upon the representations contained herein, the parties hereto covenant and agree effective on the Effective Date:


Section 1.2 shall be substituted it in its entirety by the following:

"Section 1.2 Services of The Consultants. The Consultants shall make reasonably available to the Company the services of their employees and officers to assist and interact with management of the Company regarding policy initiatives, financial planning and strategic planning relating to the ongoing operations of the Company, including the ongoing implementation thereof, and to perform such other services as mutually agreed upon from time to ti
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