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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K
(Mark One)
/x / Annual Report pursuant to section 13 or 15(d) of the Securities Exchange
Act of 1934 for the fiscal year ended December 31, 1999 or
/ / Transition report pursuant to section 13 or 15(d) of the Securities Exchange
Act of 1934 for the transition period from ________ to _________.
Commission file number: 000-22781
Exact name of Registrant as specified in its charter:
FIRST BANK CORPORATE CARD MASTER TRUST
State or other jurisdiction of incorporation or organization: Delaware
I.R.S. Employer Identification No.: 41-1881896
Address of principle executive offices:
4325 17th Avenue S. W.
Fargo, North Dakota 58103
Registrant's telephone number, including area code: (701) 461-3468
Securities registered pursuant to Section 12 (b) of the Act: None
Securities registered pursuant to Section 12 (g) of the Act:
Asset Backed Certificates, Series 1997-1, issued by First Bank Corporate Card
Master Trust
Indicate by check mark whether the Registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
Registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes X No__
Indicate by check mark if disclosure of delinquent filers pursuant to
Item 405 of Regulation S-K is not contained herein, and will not be contained,
to the best of Registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-K or any
amendment to this Form 10-K. /x/
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PART I
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Item 1. BUSINESS.
The sole business of First Bank Corporate Card Master Trust (the
"Trust") is to hold the Receivables and to apply the proceeds
thereof to make payments to the Certificateholders, as described
in the Trust's Registration Statement on Form S-1 (File No. 333-01837).
Item 2. PROPERTIES.
Not applicable.
Item 3. LEGAL PROCEEDINGS.
Not applicable.
Item 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
Not applicable.
PART II
Item 5. MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER
MATTERS.
As of December 31, 1999, the Trust had three holders of record of the
Series 1997-1 Certificates, computed in accordance with Rule 12g5-1
under the Securities Exchange Act of 1934, as amended.
Item 6. SELECTED FINANCIAL DATA.
Not applicable.
Item 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATION.
Not applicable.
Item 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.
Not applicable.
Item 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.
Not applicable.
Item 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE.
Not applicable.
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PART III
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Item 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT.
Not applicable.
Item 11. EXECUTIVE COMPENSATION.
Not applicable.
Item 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT.
Not applicable.
Item 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.
Not applicable.
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PART IV
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Item 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K.
(a) Financial Statements:
1. Annual Certificateholders' Statement and Schedule to
Certificateholders' Statement (filed as Exhibit 99.1).
2. The Independent Accountants' Servicing Report, delivered pursuant to
Section 3.6 of the Pooling and Servicing Agreement dated as of February
1, 1997, among U.S. Bank National Association ND (formerly First Bank
of South Dakota (National Association), as Transferor, FBS Card
Services, Inc., as Servicer, and Citibank, N.A., as Trustee, is filed
herewith as exhibit 99.2.
(b) Reports on Form 8-K:
The Trust has filed the following reports on Form 8-K since May 21, 1999:
1. Form 8-K, dated June 30, 1999, attaching the Monthly Servicer's
Certificate for the due period May 1 through May 31, 1999.
2. Form 8-K, dated July 19, 1999, attaching the Monthly Servicer's
Certificate for the due period June 1 through June 30, 1999.
3. Form 8-K, dated August 18, 1999, attaching the Monthly Servicer's
Certificate for the due period July 1 through July 31, 1999.
4. Form 8-K, dated September 24, 1999, attaching the Monthly Servicer's
Certificate for the due period August 1 through August 31, 1999.
5. Form 8-K, dated October 19, 1999, attaching the Monthly Servicer's
Certificate for the due period September 1 through September 30, 1999.
6. Form 8-K, dated November 30, 1999, attaching the Monthly Servicer's
Certificate for the due period October 1 through October 31, 1999.
7. Form 8-K, dated December 16, 1999, attaching the Monthly Servicer's
Certificate for the due period November 1 through November 30, 1999.
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8. Form 8-K, dated January 21, 2000, attaching the Monthly Servicer's
Certificate for the due period December 1 through December 31, 1999.
9. Form 8-K, dated February 18, 2000, attaching the Monthly Servicer's
Certificate for the due period January 1 through January 31, 2000.
10. Form 8-K, dated March 16, 2000, attaching the Monthly Servicer's
Certificate for the due period February 1 through February 29, 2000.
11. Form 8-K, dated April 18, 2000, attaching the Monthly Servicer's
Certificate for the due period March 1 through March 31, 2000.
12. Form 8-K, dated May 18, 2000, attaching the Monthly Servicer's
Certificate for the due period April 1 through April 30, 2000.
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Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this Report to be signed on its behalf by the
undersigned hereunto duly authorized.
FIRST BANK CORPORATE
CARD MASTER TRUST
By U.S. Bank National Association ND
as Originator
Dated: June 2, 2000 By: /s/ David P. Grandstrand
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David P. Grandstrand
Senior Vice President
and Treasurer
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EXHIBIT INDEX
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ITEM
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99.1 Annual Certificateholders' Statement and Schedule to
Certificateholders' Statement
99.2 The Independent Accountants' Servicing Report, delivered pursuant to
Section 3.6 of the Pooling and Servicing Agreement dated as of February
1, 1997, among U.S. Bank National Association ND (formerly First Bank
of South Dakota (National Association)), as Transferor, FBS Card
Services, Inc., as Servicer, and Citibank, N.A., as Trustee, is filed
herewith.
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