SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
WORLD FINANCIAL NETWORK NATIONAL BANK on behalf of
WORLD FINANCIAL NETWORK CREDIT CARD MASTER TRUST
(Issuer in respect of the Class A Floating Rate
Asset-Backed Certificates, Series 1999-A)
(Exact name of registrant as specified in its charter)
United States 34-1610866
(State of Incorporation or Organization) (I.R.S. Employer Identification No.)
800 Techcenter Drive
Gahanna, Ohio 43230
(Address of principal executive offices) (Zip Code)
Securities to be registered pursuant to Section 12(b) of the Act:
Title of each class Name of each exchange on which
to be so registered each class is to be registered
Not Applicable Not Applicable
If this Form relates to the If this Form relates to the
registration of a class of debt registration of a class of debt
securities and is effective upon securities and is to become
filing pursuant to General effective simultaneously with the
Instruction A(c)(1), please effectiveness of a concurrent
check the following box.[ ] registration statement under the
Securities Act of 1933 pursuant
to General Instruction A(c)(2),
please check the following
box. [ ]
Securities to be registered pursuant to Section 12(g) of the Act:
Class A Floating Rate Asset-Backed Certificates, Series 1999-A
<PAGE>
Item 1. Description of Registrant's Securities to be Registered.
This Registration Statement relates to the Class A Floating Rate
Asset-Backed Certificates, Series 1999-A (the "Certificates"). A
description of such Certificates, including provisions concerning
distributions with respect thereto and other matters, is contained under
the caption "Description of the Certificates" in the Prospectus Supplement
dated September 10, 1999, included in the Registrant's Registration
Statement on Form S-3 (File No. 333-85463). Such description is hereby
incorporated by reference.
Item 2. Exhibits.
4.1 Specimen Class A Floating Rate Asset-Backed Certificate,
Series 1999-A (Filed herewith)
4.2 Pooling and Servicing Agreement ("PSA") between World
Financial Network National Bank ("WFN"), as transferor
and servicer, and Harris Trust and Savings Bank, as
successor trustee (the "Trustee"), dated as of January 17,
1996 and amended and restated as of September 17,
1999 (Exhibit 4.1 to Registration Statement No. 333-85463
incorporated herein by reference).
4.3 Series 1999-A Supplement to the PSA between WFN and Trustee,
dated as of September 17, 1999 (Exhibit 4.4 to Registration
Statement No. 333-85463 incorporated herein by reference).
<PAGE>
SIGNATURE
Pursuant to the requirements of Section 12 of the Securities
Exchange Act of 1934, the Registrant has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized.
WORLD FINANCIAL NETWORK CREDIT
CARD MASTER TRUST
BY: WORLD FINANCIAL NETWORK
NATIONAL BANK
By: /s/ Dan T. Groomes
-----------------------------
Dan T. Groomes
President
Date: October 14, 1999
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INDEX TO EXHIBITS
Exhibit
No. Document Description
- ------- --------------------
4.1 Specimen Class A Floating Rate Asset-Backed Certificate,
Series 1999-A (Filed herewith)
4.2 Pooling and Servicing Agreement ("PSA") between World
Financial Network National Bank ("WFN"), as transferor
and servicer, and Harris Trust and Savings Bank, as
successor trustee (the "Trustee"), dated as of January 17,
1996 and amended and restated as of September 17,
1999 (Exhibit 4.1 to Registration Statement No. 333-85463
incorporated herein by reference).
4.3 Series 1999-A Supplement to the PSA between WFN and Trustee,
dated as of September 17, 1999 (Exhibit 4.4 to Registration
Statement No. 333-85463 incorporated herein by reference).
EXHIBIT 4.1
FORM OF CERTIFICATE
CLASS A
Unless this Certificate is presented by an authorized
representative of The Depository Trust Company, a New York corporation
("DTC"), to World Financial Network National Bank or its agent for
registration of transfer, exchange or payment, and any certificate issued
is registered in the name of Cede & Co. or in such other name as requested
by an authorized representative of DTC (and any payment is made to Cede &
Co. or to such other entity as is requested by an authorized representative
of DTC), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY
OR TO ANY PERSON IS WRONGFUL inasmuch as the registered owner hereof, Cede
& Co., has an interest herein.
No. ___ $_____________
CUSIP No. _____________
WORLD FINANCIAL NETWORK CREDIT CARD MASTER TRUST
CLASS A FLOATING RATE
ASSET-BACKED CERTIFICATE, SERIES 1999-A
Evidencing an Undivided Interest in a trust, the corpus of which consists
of a Portfolio of credit card receivables generated or acquired by World
Financial Network National Bank and other assets and interests constituting
the Trust under the Pooling and Servicing Agreement described below.
(Not an interest in or obligation of
World Financial Network National Bank
or any Affiliate thereof.)
This certifies that Cede & Co. (the "Class A Holder") is the
registered owner of a fractional undivided interest in a trust (the
"Trust"), the corpus of which consists of (i) a Portfolio of all
receivables (the "Receivables") existing in the open-end credit card
accounts identified under the Agreement from time to time (the "Accounts"),
(ii) all Receivables generated under the Accounts from time to time
thereafter, (iii) funds collected or to be collected from accountholders in
respect of the Receivables, (iv) all funds which are from time to time on
deposit in the Collection Account, Excess Funding Account and in the Series
Accounts, (v) the benefits of any Enhancements, if any, with respect to one
or more Series of Investor Certificates and (vi) the other assets and
interests constituting the Trust pursuant to a Pooling and Servicing
Agreement dated as of January 17, 1996 and amended and restated as of
September 17, 1999, as supplemented by the Series 1999-A Supplement dated
as of September 17, 1999 (collectively, the "Agreement"), between World
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Financial Network National Bank, as Transferor ("Transferor") and Servicer
("Servicer"), and Harris Trust and Savings Bank (successor to The Bank of
New York), as Trustee ("Trustee").
The Series 1999-A Certificates are issued in two classes, the
Class A Certificates (of which this certificate is one) and the Class B
Certificates, which are subordinated to the Class A Certificates in certain
rights of payment as described in the Agreement. The Trust has also issued
a third Class of uncertificated interests in the Trust, the Class C
Interests, which are subordinated to the Class A Certificates and the Class
B Certificates.
Transferor has structured the Agreement and the Series 1999-A
Certificates with the intention that the Series 1999-A Certificates will
qualify under applicable tax law as indebtedness, and each of Transferor,
the Holder of the Transferor Certificate, Servicer and each Series 1999-A
Holder (or Series 1999-A Certificate Owner) by acceptance of its Series
1999-A Certificate (or in the case of a Series 1999-A Certificate Owner, by
virtue of such Series 1999-A Certificate Owner's acquisition of a
beneficial interest therein), agrees to treat and to take no action
inconsistent with the treatment of the Series 1999-A Certificates (or any
beneficial interest therein) as indebtedness for purposes of federal,
state, local and foreign income or franchise taxes and any other tax
imposed on or measured by income, value of intangible property or net
worth. Each Series 1999-A Holder agrees that it will cause any Series
1999-A Certificate Owner acquiring an interest in a Series 1999-A
Certificate through it to comply with the Agreement as to treatment of the
Series 1999-A Certificates as indebtedness for certain tax purposes.
To the extent not defined herein, capitalized terms used herein
have the respective meanings assigned to them in the Agreement. This Class
A Certificate is issued under and is subject to the terms, provisions and
conditions of the Agreement, to which Agreement, as amended from time to
time, the Class A Holder by virtue of the acceptance hereof assents and by
which the Class A Holder is bound.
This Class A Certificate represents an interest in only World
Financial Network Credit Card Master Trust. This Class A Certificate does
not represent an obligation of, or an interest in, Transferor or Servicer,
and the Series 1999-A Certificates, the Class C Interest and the Accounts
or Receivables are not insured or guaranteed by the Federal Deposit
Insurance Corporation or any other governmental agency. This Series 1999-A
Certificate is limited in right of payment to certain collections
respecting the Receivables, all as more specifically set forth hereinabove
and in the Agreement.
Unless the certificate of authentication hereon has been executed
by or on behalf of Trustee, by manual or facsimile signature, this Class A
Certificate shall not be entitled to any benefit under the Agreement, or be
valid for any purpose.
<PAGE>
IN WITNESS WHEREOF, World Financial Network National Bank
has caused this Class A Certificate to be duly executed under its official
seal.
By:
Authorized Officer
<PAGE>
CERTIFICATE OF AUTHENTICATION
-----------------------------
DATED: ___________ __, _____
This is one of the Class A Floating Rate Asset-Backed
Certificates, Series 1999-A referred to in the within-mentioned Agreement.
HARRIS TRUST AND SAVINGS BANK
not in its individual capacity,
but solely as Trustee
By: ______________________________
Authorized Signatory
