BA MASTER CREDIT CARD TRUST /
8-K, 1999-01-25
ASSET-BACKED SECURITIES
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                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D. C. 20549



                                    FORM 8-K




                                 CURRENT REPORT



                     Pursuant to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934


                               January 15, 1999
                ------------------------------------------------
                Date of report (Date of earliest event reported)


                      Bank of America National Association
             ------------------------------------------------------
             (Exact name of registrant as specified in its charter)



                   U.S.A.               333-4152              86-0645265
       ----------------------------------------------------------------------
       (State or other jurisdiction   (Commission           (I.R.S. Employer
        of incorporation)             File Number)      Identification Number)


       201 N. Tryon Street
       Charlotte, North Carolina                                   28255
       ----------------------------------------------------------------------
       (Address of principal executive offices)                 (Zip Code)



                                  (704) 386-4103
      --------------------------------------------------------------------
              (Registrant's telephone number, including area code)

                                      N/A
      --------------------------------------------------------------------
         (Former Name or Former Address, if Changed Since Last Report)

<PAGE>

INFORMATION TO BE INCLUDED IN THE REPORT

Items 1-4. Not Applicable.

Item 5.    On December 18, 1998 the Pooling and Servicing Agreement for the BA
           Master Credit Card Trust, dated as of July 19, 1996 between Bank of
           America National Association, as Transferor and Servicer, and U.S.
           Bank National Association, as Trustee, was amended by the First
           Amendment to the BA Master Credit Card Trust Pooling and Servicing
           Agreement and Amendment to the Series Supplements, dated as of 
           December 18, 1998.

Item 6.    Not Applicable.

Item 7.    Exhibits.

           The following are filed as Exhibits to this Report under Exhibits
           4.1, 20.1, 20.2, 20.3, 20.4, 20.5, 20.06, 20.07, 20.08 20.09, 20.10,
           20.11 and 20.12.

           Exhibit 4.1    First Amendment to the BA Master Credit Card Trust
                          Pooling and Servicing Agreement and Amendment to the
                          Series Supplements, dated as of December 18, 1998.

           Exhibit 20.1   SERIES 1996-A - Monthly Certificateholders' Statement,
                          dated as of December 31, 1998

           Exhibit 20.2   SERIES 1996-A - Schedule to Monthly Servicers'
                          Certificate, dated as of December 31, 1998

           Exhibit 20.3   SERIES 1996-A - Monthly Servicer's Certificate, dated
                          as of December 31, 1998

           Exhibit 20.4   SERIES 1997-A - Monthly Certificateholders' Statement,
                          dated as of December 31, 1998

           Exhibit 20.5   SERIES 1997-A - Schedule to Monthly Servicer's
                          Certificate, dated as of December 31, 1998

           Exhibit 20.6   SERIES 1997-A - Monthly Servicer's Certificate, dated
                          as of December 31, 1998

           Exhibit 20.7   SERIES 1998-A - Monthly Certificateholders' Statement,
                          dated as of December 31, 1998

           Exhibit 20.8   SERIES 1998-A - Schedule to Monthly Servicer's
                          Certificate, dated as of December 31, 1998

           Exhibit 20.9   SERIES 1998-A - Monthly Servicer's Certificate, dated
                          as of December 31, 1998

           Exhibit 20.10  SERIES 1998-B - Monthly Certificateholders' Statement,
                          dated as of December 31, 1998

           Exhibit 20.11  SERIES 1998-B - Schedule to Monthly Servicer's
                          Certificate, dated as of December 31, 1998

           Exhibit 20.12  SERIES 1998-B - Monthly Servicer's Certificate, dated
                          as of December 31, 1998

<PAGE>

                                   SIGNATURES


         Pursuant to the  requirements  of the Securities  Exchange Act of 1934,
as amended, the  registrant  has duly  caused  this report to be signed on its
behalf by the undersigned hereunto duly authorized.


                      BANK OF AMERICA NATIONAL ASSOCIATION
                                         
                      Transferor and Servicer

     

                      By /s/ MARGARET A. SPRUDE
                         ------------------------------
                         Name:   Margaret A. Sprude
                         Title:  SVP & Chief Financial Officer

Date: January 15, 1999

<PAGE>

                               INDEX TO EXHIBITS

Exhibit
Number     Exhibit Description
- --------   -------------------

  4.1      First Amendment to the BA Master Credit Card Trust Pooling and
           Servicing Agreement and Amendment to the Series Supplements,
           dated as of December 18, 1998.

 20.1      SERIES 1996-A - Monthly Certificateholders' Statement, dated as
           of December 31, 1998

 20.2      SERIES 1996-A - Schedule to Monthly Servicers' Certificate,
           dated as of December 31, 1998

 20.3      SERIES 1996-A - Monthly Servicer's Certificate, dated as of
           December 31, 1998

 20.4      SERIES 1997-A - Monthly Certificateholders' Statement, dated as
           of December 31, 1998

 20.5      SERIES 1997-A - Schedule to Monthly Servicer's Certificate,
           dated as of December 31, 1998

 20.6      SERIES 1997-A - Monthly Servicer's Certificate, dated as of
           December 31, 1998

 20.7      SERIES 1998-A - Monthly Certificateholders' Statement, dated as
           of December 31, 1998

 20.8      SERIES 1998-A - Schedule to Monthly Servicer's Certificate,
           dated as of December 31, 1998

 20.9      SERIES 1998-A - Monthly Servicer's Certificate, dated as of
           December 31, 1998

 20.10     SERIES 1998-B - Monthly Certificateholders' Statement, dated as
           of December 31, 1998

 20.11     SERIES 1998-B - Schedule to Monthly Servicer's Certificate,
           dated as of December 31, 1998

 20.12     SERIES 1998-B - Monthly Servicer's Certificate, dated as of
           December 31, 1998



                                FIRST AMENDMENT
                                       TO
                        THE BA MASTER CREDIT CARD TRUST
                        POOLING AND SERVICING AGREEMENT
                    AND AMENDMENT TO THE SERIES SUPPLEMENTS



                  THIS  FIRST  AMENDMENT  TO THE BA  MASTER  CREDIT  CARD  TRUST
POOLING AND SERVICING AGREEMENT AND AMENDMENT TO THE SERIES  SUPPLEMENTS,  dated
as of  December  18,  1998 (the "First  Amendment")  is by and  between  BANK OF
                                 ----------------
AMERICA NATIONAL ASSOCIATION, as Transferor and Servicer, and U.S. BANK NATIONAL
ASSOCIATION, as Trustee.

                  WHEREAS the  Transferor  and  Servicer  and the  Trustee  have
executed that certain Pooling and Servicing Agreement, dated as of July 19, 1996
(the "Pooling and Servicing Agreement"),  and have executed those certain Series
      -------------------------------
Supplements to the Pooling and Servicing Agreement  (including the Series 1996-A
Supplement, dated as of July 19, 1996, the Series 1996-B Supplement, dated as of
October 11, 1996, the Series 1997-A  Supplement,  dated as of June 17, 1997, the
Series  1997-B  Supplement,  dated as of September  25, 1997,  the Series 1997-C
Supplement, dated as of December 9, 1997, the Series 1998-A Supplement, dated as
of March 26, 1998,  the Series 1998-B  Supplement,  dated as of May 7, 1998, and
the Series 1998-C  Supplement,  dated as of September 25, 1998,  each as amended
from time to time, collectively referred to herein as the "Series Supplements");
                                                           ------------------

                  WHEREAS the Transferor and Servicer and the Trustee wish to 
amend the Pooling and Servicing Agreement as provided herein;

                  NOW  THEREFORE,  in  consideration  of the  promises  and  the
agreements contained herein, the parties hereto agree as follows:

                  Section 1.  Amendment of Section 1.01.
                              -------------------------

                  (a) The definition of "Permitted Investments" in Section 1.01 
of the Pooling and Servicing  Agreement  shall be deleted in its entirety and 
inserted in its place shall be the following:

                  "Permitted  Investments" shall mean, unless otherwise provided
                   ----------------------
in the  Supplement  with  respect to any  Series,  (a)  instruments,  investment
property or other property  consisting of (i) obligations of or fully guaranteed
by the  United  States of  America;  (ii)  demand  deposits,  time  deposits  or
certificates  of  deposit  of  any  depositary   institution  or  trust  company
incorporated under the laws of the United States of America or any state thereof
(or domestic branches of foreign depository institutions or trust companies) and
subject to supervision and examination by federal or state banking or depositary
institution  authorities;  provided,  however,  that at the time of the  Trust's
                           --------   -------
investment or contractual  commitment to invest  therein,  the  certificates  of
deposit or short-term  deposits of such depositary  institution or trust company
shall have a credit  rating  from Fitch (if then  rated by Fitch),  Moody's  and
Standard & Poor's of F1+, P-1 and A-1+,  respectively;  (iii) commercial  paper,
bank  notes or any other  debt  obligation  having,  at the time of the  Trust's
investment or contractual  commitment to invest therein, a rating from Fitch (if
then  rated by  Fitch),  Moody's  and  Standard  & Poor's of F1+,  P-1 and A-1+,
respectively;  (iv) bankers' acceptances issued by any depository institution or
trust company  described in clause (a)(ii) above; and (v) repurchase  agreements
transacted  with either (A) an entity  subject to the United  States  Bankruptcy
Code or (B) a financial  institution insured by the FDIC or a broker-dealer with
retail  customers that is under the  jurisdiction  of the  Securities  Investors
Protection  Corp.,  in each case  having a rating  from  Fitch (if then rated by
Fitch),  Moody's and Standard & Poor's of F1+, P-1 and A-1+,  respectively;  (b)
demand  deposits  in the name of the  Trust  or the  Trustee  in any  depositary
institution or trust company  referred to in clause (a)(ii) above; (c) any other
investment if each Rating Agency  confirms in writing that such  investment will
not  adversely  affect its then  current  rating of the  Investor  Certificates,
provided  that such  investment  will not cause  the Trust to be  treated  as an
"investment  company" within the meaning of the Investment  Company Act of 1940,
as amended.

                  (b) The definition of "Shared Excess Finance Charge Collec-
tions" in Section 2 of each of the Series Supplements shall be deleted in its 
entirety and inserted in its place shall be the following:

                  "Shared Excess Finance Charge  Collections"  shall mean,  with
                   -----------------------------------------
respect to any Transfer  Date,  either (a) the amount  allocated to the Investor
Certificates  which may be applied  (i)  first,  to the  Series  Finance  Charge
Shortfall  with respect to other  outstanding  Series in Shared  Excess  Finance
Charge  Collections  Group  One and (ii)  then,  to the  Series  Finance  Charge
Shortfall with respect to other outstanding  Series in any Shared Excess Finance
Charge Group other than Shared Excess Finance Charge  Collections  Group One, or
(b) the sum of (i) the amounts  allocated to the Investor  Certificates of other
Series  in  Shared  Excess  Finance  Charge  Collections  Group  One  which  the
applicable  Supplements  for such  Series  specify  are to be treated as "Shared
Excess Finance Charge  Collections" and which may be applied pursuant to Section
4.11 with respect to the Investor  Certificates  on such  Transfer Date and (ii)
the Intergroup  Excess Finance Charge  Collections with respect to such Transfer
Date.

                  (c) Each of the definitions of "Intergroup Excess Finance 
Charge  Collections" and "Shared Excess Finance Charge  Collections  Groups" 
shall be added, in their appropriate  alphabetical  order, to Section 2 of each 
of the Series Supplements and they shall read as follows:

                  "Intergroup  Excess  Finance Charge  Collections"  shall mean,
                   -----------------------------------------------
with  respect to any  Transfer  Date,  the  amounts  allocated  to the  investor
certificates of Series in Shared Excess Finance Charge Collections Groups, other
than Shared Excess  Finance Charge  Collections  Group One, which the applicable
Supplements  for such Series specify are to be treated as "Shared Excess Finance
Charge  Collections,"  to the extent available to be applied pursuant to Section
4.11 with respect to the Investor Certificates on such Transfer Date.

                  "Shared Excess Finance Charge  Collections  Groups" shall mean
                   -------------------------------------------------
Shared  Excess  Finance  Charge  Collections  Group  One  and  any  other  Group
identified  in  any  related  Supplement  as  a  Shared  Excess  Finance  Charge
Collections Group.

                  Section 2.  Amendment of Section 2.01.  Section 2.01 of the
                              ------------------------- 
Pooling and Servicing Agreement is hereby amended by adding the following 
sentence at the end of the second paragraph thereof:

         Notwithstanding  any other provision of this  Agreement,  whenever this
         Agreement provides for Receivables to be transferred to the Trust, such
         transfer shall be made to the Trustee for the benefit of the Trust, and
         all references to transfers to the Trust shall be read as references to
         transfers to the Trustee for the benefit of the Trust.

                  Section 3.  Amendment of Section 2.06. (a)  The first 
                              -------------------------
paragraph of Subsection 2.06(d) of the Pooling and Servicing Agreement is
hereby amended by deleting such paragraph in its entirety and inserting in its 
place the following:

                  Each  Transferor  agrees that any such transfer of Receivables
         from Additional Accounts or Participations  under subsections  2.06(a),
         (b) or (c)  shall  satisfy  the  following  conditions  (to the  extent
         provided below; provided,  however, that the conditions set forth below
                         --------   -------
         (other than the conditions to deliver a written assignment as set forth
         in clause (ii), to represent and warrant as to the matters set forth in
         clauses (iii) and (iv), and to receive notice from the Rating  Agencies
         as set forth in clause  (vii) below) shall not apply to the transfer of
         Automatic Additional Accounts):

                  (b)  Subsection  2.06(d)(vii)  of the  Pooling  and  Servicing
Agreement  is hereby  amended by deleting  such  subsection  in its entirety and
inserting in its place the following:

                  (vii) (A) with  respect to  accounts  designated  pursuant  to
         subsections  2.06(a),  2.06(b)  and  2.06(c)  in excess of the  Maximum
         Addition Amount and with respect to Participations,  each Participating
         Transferor  shall  have  received  notice  from  Standard  & Poor's and
         Moody's that the inclusion of such  accounts as Additional  Accounts or
         the inclusion of such  Participations to be included as property of the
         Trust,  as the  case  may be,  will  not  result  in the  reduction  or
         withdrawal  of its then  existing  rating  of any  Series  of  Investor
         Certificates  then  issued  and  outstanding;  and (B) with  respect to
         accounts  not in  excess  of the  Maximum  Addition  Amount  designated
         pursuant to  subsections  2.06(a),  2.06(b) and 2.06(c) during the last
         quarterly  period (such quarterly period beginning on and including the
         fifteenth day of January,  April,  July,  and October and ending on but
         excluding  the  fifteenth  day of April,  July,  October,  and January,
         respectively),  if applicable, each Participating Transferor shall have
         received, to the extent not previously received,  not later than twenty
         days after the relevant quarterly period, notice from Standard & Poor's
         and Moody's that the inclusion of such accounts as Additional  Accounts
         pursuant to subsections 2.06(a), 2.06(b) and 2.06(c) will not result in
         the reduction or  withdrawal of its then existing  rating of any Series
         of Investor Certificates then issued and outstanding; and

                  Section 4.  Amendment of Section 2.07.
                              -------------------------

                  (a)  Subsection  2.07(b)(iv)  of the  Pooling  and  Servicing
Agreement  is hereby  amended by deleting  such  subsection  in its entirety and
inserting in its place the following:

                  (iv)     [Reserved];

                  (b)  Subsection  2.07(b)(vi)  of  the  Pooling  and  Servicing
Agreement  is hereby  amended by deleting  such  subsection  in its entirety and
inserting in its place the following:

                  (vi) on any Removal  Notice Date,  the amount of the Principal
         Receivables of the Removed Accounts to be reassigned to such Transferor
         on the  related  Removal  Date  shall  not  equal or  exceed  5% of the
         aggregate  amount of the  Principal  Receivables  on such Removal Date;
         provided,  that if any  Series  has been  paid in full,  the  Principal
         --------
         Receivables in such Removed  Accounts shall not equal or exceed the sum
         of (A) 5% of the aggregate amount of the Principal  Receivables,  after
         giving effect to the removal of accounts  pursuant to clause (B) below,
         on such  Removal  Date plus (B) the Initial  Investor  Interest of such
         Series that has been paid in full; and

                  Section 5.  Amendment of Section 3.06.
                              -------------------------

                  (a) Subsection 3.06(a) of the Pooling and Servicing  Agreement
is hereby  amended by deleting such section in its entirety and inserting in its
place the following:

                           (a) On or  before  March  31 of each  calendar  year,
         beginning  with March 31, 1999,  the Servicer,  on behalf of the Trust,
         shall  cause  a firm of  nationally  recognized  independent  certified
         public  accountants (who may also render other services to the Servicer
         or any Transferor) to furnish,  as provided in Section 13.05, a report,
         based upon established  criteria that meets the standards applicable to
         accountants' reports intended for general distribution, to the Trustee,
         any Credit  Enhancement  Provider and each Rating Agency,  attesting to
         the fairness of the  assertion of the  Servicer's  management  that its
         internal controls over the functions performed as Servicer of the Trust
         are  effective,  in all  material  respects,  in  providing  reasonable
         assurance  that  Trust  assets  are   safeguarded   against  loss  from
         unauthorized  use or  disposition,  on the date of such  report,  and a
         report  attesting  to the fairness of the  assertion of the  Servicer's
         management  that such  servicing was  conducted in conformity  with the
         sections  of this  Agreement  during the period  covered by such report
         (which  shall be the period from  January 1 of the  preceding  calendar
         year to and including  December 31 of such calendar  year),  except for
         such  exceptions  or errors as such firm shall believe to be immaterial
         and such other exceptions as shall be set forth in such report.  Unless
         otherwise   provided   with  respect  to  any  Series  in  the  related
         Supplement,  a copy of such  report  may be  obtained  by any  Investor
         Certificateholder  by a request in writing to the Trustee  addressed to
         the Corporate Trust Office.

                  (b) Subsection 3.06(b) of the Pooling and Servicing  Agreement
is hereby  amended by deleting such section in its entirety and inserting in its
place the following:

                           (b) On or  before  March  31 of each  calendar  year,
         beginning  with March 31,  1999,  the  Servicer  shall  cause a firm of
         nationally recognized independent certified public accountants (who may
         also render  other  services  to the  Servicer  or any  Transferor)  to
         furnish as provided in Section  13.05 a report,  prepared in accordance
         with the standards  established by the American  Institute of Certified
         Public  Accountants,  to the  Trustee and each  Rating  Agency,  to the
         effect that they have compared the mathematical calculations of certain
         amounts set forth in the monthly certificates forwarded by the Servicer
         pursuant to Section  3.04(b)  during the period  covered by such report
         (which  shall be the period from  January 1 of the  preceding  calendar
         year to and  including  December  31 of such  calendar  year)  with the
         Servicer's  computer  reports which were the source of such amounts and
         that, on the basis of such comparison, such firm is of the opinion that
         such amounts are in agreement,  except for such  exceptions as shall be
         set forth in such  report.  A copy of such report may be obtained  from
         the Trustee by any Investor  Certificateholder  by a request in writing
         to the Trustee addressed to the Corporate Trust Office.

                  Section 6.  Amendment of Section 4.02 and each of the Series 
                              ------------------------------------------------
Supplements.(a) With  respect to the  Finance  Charge and  Principal  Accounts,
- -----------
Subsection  4.02(e) of the Pooling and Servicing  Agreement is hereby amended by
deleting the third sentence thereof in its entirety, and (b) with respect to any
Series Account, each of the Series Supplements is hereby amended by deleting, in
each case where such  sentences  appear,  the sentence "No Permitted  Investment
shall be  disposed  of  prior to its  maturity."  and the  sentence  immediately
preceding such sentence. In each such case, the sentence(s) deleted as described
in the preceding sentence shall be replaced with the following:

         The Trustee shall:

                  (i) hold each Permitted Investment that constitutes investment
                      property through a securities intermediary, which securi-
                      ties intermediary shall agree with the Trustee that (I) 
                      such investment property shall at all times be credited to
                      a securities account of the Trustee, (II) such securities 
                      intermediary shall treat the Trustee as entitled to 
                      exercise the rights that comprise each financial asset 
                      credited to such securities account, (III) all property 
                      credited to such securities account shall be treated as a 
                      financial asset, (IV) such securities intermediary shall 
                      comply with entitlement orders originated by the Trustee 
                      without the further consent of any other person or entity,
                      (V) such securities intermediary shall not agree with any 
                      person other than the Trustee to comply with entitlement 
                      orders originated by such other person, (VI) such 
                      securities intermediary waives any lien on, security 
                      interest in, or right of set-off with respect to any 
                      property credited to such securities account, and
                      (VII) such agreement shall be governed by the laws of the
                      State of New York; and

                  (ii)maintain   possession   of   each   other   Permitted
                      Investment not described in clause (i) above;

                  provided,  that no Permitted  Investment  shall be disposed of
                  --------
                  prior to its  maturity  date.  Terms  used in clause (i) above
                  that are defined in the New York UCC and not otherwise defined
                  herein shall have the meaning set forth in the New York UCC.

                  Section 7.  Amendment to Section 4.11. Subsection  4.11(k) of 
                              -------------------------
the Pooling and Servicing  Agreement (as set
forth in Section 7 of each of the Series  1996-A  Supplement,  the Series 1997-A
Supplement,  the Series 1997-C  Supplement,  the Series 1998-A  Supplement,  the
Series 1998-B  Supplement and the Series 1998-C Supplement and Section 6 of each
of the Series  1996-B  Supplement  and the Series 1997-B  Supplement)  is hereby
amended by deleting  such  subsection in its entirety and inserting in its place
the following:

                  (k) the balance,  if any, will  constitute a portion of Shared
Excess Finance Charge  Collections  for such Transfer Date and will be available
for  allocation  (1) first,  to other  Series in Shared  Excess  Finance  Charge
Collections  Group  One,  (2) then,  to the extent  not  required  to be applied
pursuant to subsection 4.11(k)(1), to Series in any Shared Excess Finance Charge
Collections Group other than Shared Excess Finance Charge Collections Group One,
and (3) to the  extent  not  required  to be  applied  pursuant  to  subsections
4.11(k)(1)  or  (2),  shall  be  distributed  to the  Holder  of the  Transferor
Certificate.

                  Section 8.  Amendment to Section 4.13. Section 4.13 of the 
                              -------------------------
Pooling and  Servicing  Agreement (as set forth in  Section  7 of  each of the  
Series  1996-A  Supplement,  the  Series  1997-A Supplement,  the Series 1997-C 
Supplement,  the Series 1998-A  Supplement,  the Series 1998-B  Supplement and 
the Series 1998-C Supplement and Section 6 of each of the Series  1996-B  
Supplement  and the Series 1997-B  Supplement)  is hereby amended by deleting  
such Section in its entirety and inserting in its place the following:

                  SECTION 4.13      Shared Excess Finance Charge Collections.
                                    ----------------------------------------

                  (a) Subject to subsections  4.13(c) and (d) below, the portion
of Shared Excess Finance Charge Collections on deposit in the Finance Charge 
Account equal to the amount of Shared Excess  Finance  Charge  Collections  
allocable to the Investor Certificates  on any  Transfer  Date shall be applied 
as Shared  Excess  Finance Charge  Collections  pursuant to Section  4.11 and 
pursuant to such Section 4.11 shall be  deposited in the  Distribution  Account 
or to the extent not needed to make distributions  pursuant to Section 4.11, 
shall be paid to the Holder of the Transferor Certificate.

                  (b)  Subject to  subsections  4.13(c)  and (d)  below,  Shared
Excess Finance Charge  Collections  allocable to the Investor  Certificates with
respect to any Transfer  Date shall mean an amount  equal to the Series  Finance
Charge  Shortfall,  if any, with respect to the Investor  Certificates  for such
Transfer Date; provided,  however, that if the aggregate amount of Shared Excess
               --------   -------
Finance  Charge  Collections  identified  in  clauses  (b)(i)  and  (ii)  of the
definition of Shared Excess Finance Charge  Collections for all Series in Shared
Excess Finance Charge  Collections Group One for such Transfer Date is less than
the  Cumulative  Series Finance  Charge  Shortfall for such Transfer Date,  then
Shared  Excess  Finance  Charge  Collections  identified in clause (b)(i) of the
definition of Shared Excess Finance Charge Collections allocable to the Investor
Certificates  on such Transfer Date shall equal the product of (i) Shared Excess
Finance  Charge  Collections  identified in clause  (b)(i) of the  definition of
Shared Excess Finance Charge Collections for all Series in Shared Excess Finance
Charge  Collections  Group One for such Transfer  Date and (ii) a fraction,  the
numerator of which is the Series  Finance  Charge  Shortfall with respect to the
Investor Certificates for such Transfer Date and the denominator of which is the
aggregate amount of Cumulative Series Finance Charge Shortfall for all Series in
Shared Excess  Finance  Charge  Collections  Group One for such  Transfer  Date;
provided, further, however, that if the aggregate amount available to be applied
- --------  -------  -------
as Intergroup  Excess  Finance Charge  Collections  for all Series in all Shared
Excess Finance Charge Collections Groups for such Transfer Date is less than the
sum of the Cumulative  Series Finance Charge Shortfalls (as such term is defined
in the related  Supplements  for all Series in a Shared  Excess  Finance  Charge
Collections  Group and calculated  after giving effect to the application of any
other Shared Excess Finance Charge Collections  available to such Series on such
Transfer Date) for such Transfer Date, then the Intergroup Excess Finance Charge
Collections  for such Transfer Date  allocable to the Investor  Certificates  on
such Transfer Date shall equal the product of (i) the aggregate amount available
to be applied as Intergroup Excess Finance Charge  Collections for all Series in
all Shared Excess Finance Charge  Collections  Groups for such Transfer Date and
(ii) a fraction,  the numerator of which is the Series Finance Charge  Shortfall
with  respect  to the  Investor  Certificates  for  such  Transfer  Date and the
denominator of which is the aggregate amount of Cumulative Series Finance Charge
Shortfalls (as such term is defined in the related Supplements for all Series in
a Shared Excess Finance  Charge  Collections  Group and calculated  after giving
effect to the application of any other Shared Excess Finance Charge  Collections
available  to such  Series on such  Transfer  Date) for all Series in all Shared
Excess Finance Charge Collections Groups for such Transfer Date.

                  (c)  Notwithstanding  anything  else in the  Agreement  to the
contrary,  the  provisions  of this Section 4.13  applicable  to that portion of
Shared Excess Finance Charge Collections consisting of Intergroup Excess Finance
Charge  Collections shall terminate at, and the application of Intergroup Excess
Finance  Charge  Collections  among the Series within the Shared Excess  Finance
Charge Collections Groups shall continue only until, such time, if any, at which
the  Transferor  shall  deliver to the Trustee an Officer's  Certificate  to the
effect  that,  in  the  reasonable  belief  of  the  Transferor,  the  continued
application of Intergroup  Excess Finance  Charge  Collections  (as such term is
defined in the related  Supplements  for all Series in a Shared  Excess  Finance
Charge  Collections  Group) among the Series  within the Shared  Excess  Finance
Charge  Collections  Groups  would have  adverse  regulatory  implications  with
respect to the  Transferor.  Following the delivery by the Transferor of such an
Officer's Certificate to the Trustee,  there will not be any further application
of Intergroup  Excess  Finance  Charge  Collections  among the Series within the
Shared Excess Finance Charge Collections Groups.

                  (d)  Notwithstanding  anything  else in this  Agreement to the
contrary,  the  provisions  of this  Section  4.13 shall  terminate  at, and the
application of Shared Excess Finance Charge  Collections among the Series within
Shared Excess  Finance Charge  Collections  Group One shall continue only until,
such time,  if any,  at which the  Transferor  shall  deliver to the  Trustee an
Officer's  Certificate  to the  effect  that,  in the  reasonable  belief of the
Transferor,   the  continued   application   of  Shared  Excess  Finance  Charge
Collections  among the Series within Shared Excess  Finance  Charge  Collections
Group One  would  have  adverse  regulatory  implications  with  respect  to the
Transferor.  Following  the  delivery  by the  Transferor  of such an  Officer's
Certificate to the Trustee,  there will not be any further application of Shared
Excess Finance Charge  Collections among the Series within Shared Excess Finance
Charge Collections Group One.

                  Section 9.  Amendment of Section 12.03. Subsection 12.03(a) of
                              --------------------------
the Pooling and Servicing Agreement is hereby amended by deleting the second
sentence thereof in its entirety and inserting in its place the following:

         The  Servicer  shall  also  deliver  to  the  Trustee,  as  soon  as is
         practicable  but in any event not later than three  Business Days after
         the  Determination  Date relating to the final payment described in the
         preceding  sentence,   an  Officers'   Certificate  setting  forth  the
         information,  to the extent  available,  specified in Article V of this
         Agreement  covering the period  during the then current  calendar  year
         through  the date of such  notice  and  setting  forth the date of such
         final distribution.

                  Section 10.  Effectiveness. The amendments provided for by 
                               -------------
this First  Amendment shall become effective upon receipt by the Trustee of the
following,  each of which shall be satisfactory  to the  Trustee  in  its  sole
discretion,  except  as  otherwise provided:

                  (a)  Notification  in writing  from each of Fitch IBCA,  Inc. 
(as  successor to Fitch), Moody's and Standard & Poor's to the effect that the
terms of this First Amendment  will not result in a  reduction  or  withdrawal  
of the rating of any outstanding Series or Class to which it is a Rating Agency.

                  (b) Confirmation from the Transferor and Servicer that it has 
received a copy of the  written  notification  referred to in  subsection  7(a) 
above and that such written  notification is satisfactory to the Transferor and 
Servicer in its sole discretion.  

                  (c) An Officer's  Certificate  from the  Transferor  addressed
and delivered  to the  Trustee  certifying  that  this  First  Amendment  shall 
not adversely affect in any material respect  the  interests  of  any  Investor
Certificateholder.  

                  (d) An Officer's  Certificate from the Transferor  addressed
and  delivered  to each of the  Agents  under the  outstanding  Loan  Agreements
certifying that this First Amendment shall not adversely  affect in any material
respect  the  interests  of any Agent or any  Collateral  Interest  Holder.  

                  (e) Counterparts  of this First  Amendment,  duly  executed by
the  parties  hereto.

                  Section 11.  Pooling and Servicing Agreement in Full Force and
                               -------------------------------------------------
Effect as Amended. Except as specifically  amended or waived hereby, all of the 
- -----------------
terms and conditions of the Pooling and Servicing Agreement shall remain in full
force and effect.  All references to the Pooling and Servicing  Agreement in any
other document  or  instrument  shall be  deemed to mean such  Pooling  and  
Servicing Agreement as amended by this First  Amendment.  This First  Amendment
shall not constitute  a  novation  of the  Pooling  and  Servicing  Agreement,  
but  shall constitute  an amendment  thereof.  The parties  hereto agree to be 
bound by the terms and obligations of the Pooling and Servicing Agreement, as 
amended by this First  Amendment,  as though  the  terms and obligations  of the
Pooling  and Servicing Agreement were set forth herein.

                  Section 12.  Counterparts. This First Amendment may be 
                               ------------
executed in any number of counterparts and by  separate  parties  hereto on 
separate  counterparts, each of which when executed shall be deemed an original,
but all such counterparts  taken together shall constitute one and the same 
instrument.

                  Section 13.  Governing Law. This First  Amendment  shall be 
                               -------------
construed in  accordance  with the laws  of the  State  of New  York,  without  
reference  to its  conflict  of law provisions,  and the obligations, rights and
remedies of the parties  hereunder shall be determined in accordance with such 
laws.

                  Section 14.  Defined Terms and Section References. Capitalized
                               ------------------------------------
terms used herein and not otherwise defined shall have the meanings  assigned to
such terms in the Pooling and  Servicing  Agreement or the Series  Supplements, 
as  applicable.  All section or subsection  references herein  shall  mean  
sections  or  subsections  of  the  Pooling  and  Servicing Agreement, except as
otherwise provided herein.

<PAGE>

                  IN WITNESS WHEREOF,  the Transferor,  the Servicer and the 
Trustee have caused this First Amendment to be duly executed by their respective
officers as of the day and year first above written.

                                         BANK AMERICA NATIONAL ASSOCIATION,
                                         Transferor and Servicer


                                         By:/s/ MARGARET A. SPRUDE
                                            ------------------------------------
                                         Name:  Margaret A. Sprude
                                         Title: SVP & Chief Financial Officer


                                         U.S. BANK NATIONAL ASSOCIATION,
                                         Trustee


                                         By:/s/ LYNN M. STEINER
                                            ------------------------------------
                                         Name:  Lynn M. Steiner
                                         Title: Assistant Vice President



              MONTHLY SERIES 1996-A CERTIFICATEHOLDERS' STATEMENT
              ---------------------------------------------------

                                 Series 1996-A

                      BANK OF AMERICA NATIONAL ASSOCIATION
- --------------------------------------------------------------------------------

                          BA MASTER CREDIT CARD TRUST
- --------------------------------------------------------------------------------

         The  information  which is required to be prepared  with respect to the
Distribution Date of JANUARY 15, 1998, and with respect to the performance of
                     ----------------
the Trust during the related Monthly Period.

         Capitalized terms used in this Statement have their respective meanings
set forth in the Pooling and Servicing Agreement.

     A.  Information Regarding the Current Monthly Distribution (Stated on the
         ---------------------------------------------------------------------
         Basis of $1,000 Original Certificate Principal Amount)
         ------------------------------------------------------

         1.  The amount of the current monthly distribution
             in respect of Class A Monthly Principal...........$         0.00000
                                                                ----------------

         2.  The amount of the current monthly distribution
             in respect of Class B Monthly Principal...........$         0.00000
                                                                ----------------

         3.  The amount of the current monthly distribution
             in respect of Collateral Monthly Principal........$         0.00000
                                                                ----------------

         4.  The amount of the current monthly distribution
             in respect of Class A Monthly Interest............$         4.87860
                                                                ----------------

         5.  The amount of the current monthly distribution
             in respect of Class A Deficiency Amounts..........$         0.00000
                                                                ----------------

         6.  The amount of the current monthly distribution
             in respect of Class A Additional Interest.........$         0.00000
                                                                ----------------

         7.  The amount of the current monthly distribution
             in respect of Class B Monthly Interest............$         5.01638
                                                                ----------------

         8.  The amount of the current monthly distribution
             in respect of Class B Deficiency Amounts..........$         0.00000
                                                                ----------------

         9.  The amount of the current monthly distribution
             in respect of Class B Additional Interest.........$         0.00000
                                                                ----------------

        10.  The amount of the current monthly distribution
             in respect of Collateral Monthly Interest.........$         5.11110
                                                                ----------------

        11.  The amount of the current monthly distribution
             in respect of any accrued and unpaid Collateral
             Monthly Interest..................................$         0.00000
                                                                ----------------

     B.  Information Regarding the Performance of the Trust
         --------------------------------------------------

         1.  Collection of Principal Receivables
             -----------------------------------

             (a) The aggregate amount of Collections of
                 Principal  Receivables  processed during
                 the related Monthly Period which were
                 allocated in respect of the Class A
                 Certificates..................................$   62,715,292.06
                                                                ----------------

             (b) The aggregate amount of Collections of
                 Principal  Receivables  processed during
                 the related  Monthly Period which were
                 allocated in respect of the Class B
                 Certificates..................................$    4,767,829.22
                                                                ----------------

             (c) The aggregate amount of Collections of
                 Principal Receivables processed during
                 the related Monthly Period which were
                 allocated in respect of the Collateral
                 Interest......................................$    5,868,097.50
                                                                ----------------

         2.  Principal Receivables in the Trust
             ----------------------------------

             (a) The aggregate amount of Principal
                 Receivables in the Trust as of the end
                 of the day on the last day of the
                 related Monthly Period........................$6,643,099,213.99
                                                                ----------------

             (b) The amount of Principal Receivables in
                 the Trust represented by the Investor
                 Interest of Series 1996-A as of the end
                 of the day on the last day of the related
                 Monthly Period................................$  500,000,000.00
                                                                ----------------

             (c) The amount of Principal Receivables in
                 the Trust represented by the Series
                 1996-A Adjusted Investor Interest as of
                 the end of day on the last day of the
                 related Monthly Period.......... .............$  500,000,000.00
                                                                ----------------

             (d) The amount of Principal Receivables in
                 the Trust represented by the Class A
                 Investor Interest as of the end of the
                 day on the last day of the related
                 Monthly Period................................$  427,500,000.00
                                                                ----------------

             (e) The amount of Principal Receivables in
                 the Trust represented by the Class A
                 Adjusted Investor Interest as of the end
                 of day on the last day of the related
                 Monthly Period................................$  427,500,000.00
                                                                ----------------

             (f) The amount of Principal Receivables in
                 the Trust represented by the Class B
                 Investor Interest as of the end of the
                 day on the last day of the related
                 Monthly Period................................$   32,500,000.00
                                                                ----------------

             (g) The amount of Principal Receivables in
                 the Trust represented by the Collateral
                 Interest as of the end of the day on the
                 last day of the related Monthly Period........$   40,000,000.00
                                                                ----------------

             (h) The Floating Investor Percentage with
                 respect to the related Monthly Period.........          7.5806%
                                                                ----------------

             (i) The Class A Floating Allocation with
                 respect to the related Monthly Period.........           85.50%
                                                                ----------------

             (j) The Class B Floating Allocation with
                 respect to the related Monthly Period.........            6.50%
                                                                ----------------

             (k) The Collateral Floating Allocation with
                 respect to the related Monthly Period.........            8.00%
                                                                ----------------

             (l) The Fixed Investor Percentage with
                 respect to the related Monthly Period.........              N/A
                                                                ----------------

             (m) The Class A Fixed Allocation with respect
                 to the related Monthly Period.................              N/A
                                                                ----------------

             (n) The Class B Fixed Allocation with respect
                 to the related Monthly Period.................              N/A
                                                                ----------------

             (o) The Collateral Fixed Allocation with
                 respect to the related Monthly Period.........              N/A
                                                                ----------------

         3.  Delinquent Balances
             -------------------

             The aggregate amount of outstanding balances in the
             Accounts which were delinquent as of the end of the
             day on the last day of the related Monthly Period:

                                             Aggregate             Percentage of
                                              Account                  Total
                                              Balance               Receivables
                                             ---------             -------------

             (a)  31 - 60 days            $108,080,998.55             1.5998%
             (b)  61 - 90 days            $ 68,380,433.02             1.0122%
             (c)  91 - or more days       $126,675,983.85             1.8751%
             Total....................... $303,137,415.42             4.4871%

         4.  Investor Default Amount
             -----------------------

             (a) The Aggregate Investor Default Amount
                 for the related Monthly Period................$    3,324,787.89
                                                                ----------------

             (b) The Class A Investor Default Amount
                 for the related Monthly Period................$    2,842,693.65
                                                                ----------------

             (c) The Class B Investor Default Amount
                 for the related Monthly Period................$      216,111.21
                                                                ----------------

             (d) The Collateral Default Amount for
                 the related Monthly Period....................$      265,983.03
                                                                ----------------

         5.  Investor Charge Offs
             --------------------

             (a) The aggregate amount of Class A
                 Investor Charge Offs for the related
                 Monthly Period................................$            0.00
                                                                ----------------

             (b) The aggregate amount of Class A
                 Investor Charge Offs set forth in
                 5(a) above per $1,000 of original
                 certificate principal amount..................$            0.00
                                                                ----------------

             (c) The aggregate amount of Class B
                 Investor Charge Offs for the related
                 Monthly Period................................$            0.00
                                                                ----------------

             (d) The aggregate amount of Class B
                 Investor Charge Offset forth in 5(c)
                 above per $1,000 of original
                 certificate principal amount..................$            0.00
                                                                ----------------

             (e) The aggregate amount of Collateral
                 Charge Offs for the related Monthly
                 Period........................................$            0.00
                                                                ----------------

             (f) The aggregate amount of Collateral
                 Charge Offs set forth in 5(e)  above
                 per  $1,000 of original certificate
                 principal amount..............................$            0.00
                                                                ----------------

             (g) The aggregate amount of Class A
                 Investor Charge Offs reimbursed on
                 the Transfer Date immediately preceding
                 this Distribution Date .......................$            0.00
                                                                ----------------

             (h) The aggregate amount of Class A
                 Investor Charge  Offs  set  forth
                 in 5(g)  above  per $1,000 original
                 certificate principal amount
                 reimbursed on the Transfer Date
                 immediately preceding this Distribution
                 Date..........................................$            0.00
                                                                ----------------

             (i) The aggregate amount of Class B
                 Investor Charge Offs  reimbursed
                 on the Transfer Date immediately
                 preceding this Distribution Date .............$            0.00
                                                                ----------------

             (j) The aggregate amount of Class B
                 Investor Charge Offs set forth
                 in 5(i)  above  per $1,000 original
                 certificate principal amount reimbursed
                 on the Transfer Date  immediately
                 preceding this Distribution Date..............$            0.00
                                                                ----------------

             (k) The aggregate amount of Collateral
                 Charge Offs reimbursed on the Transfer
                 Date immediately preceding this
                 Distribution Date.............................$            0.00
                                                                ----------------

             (l) The aggregate amount of Collateral
                 Charge Offs set forth in 5(k) above
                 per $1,000 original certificate
                 principal amount reimbursed on the
                 Transfer Date immediately preceding
                 Distribution Date.............................$            0.00
                                                                ----------------

         6.  Investor Servicing Fee
             ----------------------

             (a) The amount of the Class A Servicing
                 Fee payable by the Trust to the
                 Servicer for the related Monthly
                 Period........................................$      356,250.00
                                                                ----------------

             (b) The amount of the Class B Servicing
                 Fee payable by the Trust to the 
                 Servicer for the related Monthly
                 Period........................................$       27,083.33
                                                                ----------------

             (c) The amount of the Collateral Servicing
                 Fee payable by the Trust to the
                 Servicer for the related Monthly Period.......$       33,333.34
                                                                ----------------

             (d) The amount of Servicer Interchange
                 payable by the Trust to the Servicer
                 for the related Monthly Period................$      416,666.67
                                                                ----------------

         7.  Reallocations
             -------------

             (a) The amount of Reallocated Collateral
                 Principal Collections with respect
                 to this Distribution Date.....................$            0.00
                                                                ----------------

             (b) The amount of Reallocated Class B
                 Principal Collections with respect
                 to this Distribution Date.....................$            0.00
                                                                ----------------

             (c) The Collateral Interest as of the
                 close of business on this Distribution
                 Date..........................................$   40,000,000.00
                                                                ----------------

             (d) The Class B Investor Interest as
                 of the close of business on this
                 Distribution Date.............................$   32,500,000.00
                                                                ----------------

         8.  Collection of Finance Charge Receivables
             ----------------------------------------

             (a) The aggregate amount of Collections
                 of Finance Charge Receivables
                 processed during the related Monthly
                 Period  which  were allocated in
                 respect of the Class A Certificates...........$    7,286,661.71
                                                                ----------------

             (b) The aggregate amount of Collections
                 of Finance Charge Receivables
                 processed during the related Monthly
                 Period which were allocated in respect
                 of the Class B Certificates...................$      553,956.74
                                                                ----------------

             (c) The aggregate  amount of Collections of
                 Finance Charge Receivables  processed
                 during the related Monthly Period which
                 were allocated in respect of the
                 Collateral Interest...........................$      681,792.89
                                                                ----------------

         9.  Principal Funding Account
             -------------------------

             (a) The principal amount on deposit in the
                 Principal Funding Account on the
                 related Transfer Date.........................$            0.00
                                                                ----------------

             (b) The Accumulation Shortfall with respect
                 to the related Monthly Period.................$            0.00
                                                                ----------------

             (c) The Principal Funding Investment
                 Proceeds deposited in the Finance
                 Charge Account on the related
                 Transfer Date.................................$            0.00
                                                                ----------------

             (d) The Principal Funding Investment
                 Shortfall.....................................$            0.00
                                                                ----------------

             (e) The amount of all or  the portion of
                 the Reserve Draw Amount deposited in
                 the Finance Charge Account on the
                 related Transfer Date from the Reserve
                 Account.......................................$            0.00
                                                                ----------------

        10.  Reserve Draw Amount...............................$            0.00
             -------------------                                ----------------

        11.  Available Funds
             ---------------

             (a) The amount of Class A Available
                 Funds on deposit in the Finance
                 Charge Account on the related
                 Transfer Date.................................$    7,286,661.71
                                                                ----------------

             (b) The amount of Class B Available
                 Funds on deposit in the Finance
                 Charge Account on the related
                 Transfer Date.................................$      553,956.74
                                                                ----------------

             (c) The amount of Collateral Available
                 Funds on deposit in the Finance
                 Charge Account on the related
                 Transfer Date.................................$      681,792.89
                                                                ----------------

        12.  Portfolio Yield
             ---------------

             (a) The Portfolio Yield (Net) for the
                 related Monthly Period........................         13.4744%
                                                                ----------------

             (b) The Portfolio Adjusted Yield for
                 the related Monthly Period....................          5.0870%
                                                                ----------------

     C.  Floating Rate Determinations
         ----------------------------

         1.  LIBOR for the Interest Period ending on
             this Distribution Date.............................        5.53547%
                                                                ----------------

         2.  Class A Certificate Rate...........................        5.66547%
                                                                ----------------

             Class B Certificate Rate...........................        5.82547%
                                                                ----------------


                                BANK OF AMERICA NATIONAL ASSOCIATION

                                Transferor and Servicer



                                By: \s\ MARGARET A. SPRUDE
                                    ------------------------------------
                                    Name:  Margaret A. Sprude
                                    Title: SVP & Chief Financial Officer



                   SCHEDULE TO MONTHLY SERVICER'S CERTIFICATE
                      MONTHLY PERIOD ENDING December 31, 1998
                                            -----------------
                      BANK OF AMERICA NATIONAL ASSOCIATION
                    BA MASTER CREDIT CARD TRUST SERIES 1996-A


      1.  The aggregate amount of the Investor Percentage
          of Collections of Principal Receivables................$ 73,351,218.78
                                                                  --------------

      2.  The aggregate amount of the Investor Percentage
          of Collections of Finance Charge Receivables
          (excluding Interchange)................................$  7,883,773.24
                                                                  --------------

      3.  The aggregate amount of the Investor Percentage
          of Interchange.........................................$  1,055,304.77
                                                                  --------------

      4.  The aggregate amount of Servicer Interchange...........$    416,666.67
                                                                  --------------

      5.  The aggregate amount of funds on deposit in
          Finance Charge Account allocable to the Series
          1996-A Certificates................................... $  8,522,411.34
                                                                  --------------

      6.  The aggregate amount of funds on deposit in
          the Principal Account allocable to the Series
          1996-A  Certificates...................................$ 73,351,218.78
                                                                  --------------

      7.  The aggregate amount of funds on deposit in
          the Principal Funding Account allocable to
          the Series 1996-A Certificates.........................$          0.00
                                                                  --------------

      8.  The aggregate amount to be withdrawn from the
          Finance Charge Account and paid in accordance
          with the Loan Agreement pursuant to Section 4.11.......$          0.00
                                                                  --------------

      9.  The excess, if any, of the Required Collateral
          Interest over the Collateral Interest..................$          0.00
                                                                  --------------

     10.  The Collateral Interest on the Transfer Date
          of the current calendar month, after giving
          effect to the deposits and withdrawals specified
          above, is equal to.....................................$ 40,000,000.00
                                                                  --------------

     11. The amount of Monthly Interest, Deficiency
         Amounts and Additional Interest payable to the
         (i)  Class A Certificateholders.........................$  2,085,601.14
                                                                  --------------

         (ii) Class B Certificateholders.........................$    163,032.25
                                                                  --------------

         (iii)Collateral Interest Holder.........................$    204,443.97
                                                                  --------------

     12. The amount of principal payable to the
         (i)  Class A Certificateholders.........................$          0.00
                                                                  --------------

         (ii) Class B Certificateholders.........................$          0.00
                                                                  --------------

         (iii)Collateral Interest Holder.........................$          0.00
                                                                  --------------

     13. The sum of all amounts payable to the
         (i)  Class A Certificateholders.........................$  2,085,601.14
                                                                  --------------

         (ii) Class B Certificateholders ........................$    163,032.25
                                                                  --------------

         (iii)Collateral Interest Holder.........................$    204,443.97
                                                                  --------------

     14. To the knowledge of the undersigned, no Series
         1996-A  Pay Out  Event or  Trust  Pay Out  Event
         has occurred except as described below:

                                    None



                   IN WITNESS WHEREOF, the undersigned has duly executed
          and delivered this Certificate this 11th day of JANUARY, 1999.
                                              -------------------------

                                 BANK OF AMERICA NATIONAL ASSOCIATION

                                 Transferor and Servicer


                                 By:  /s/ MARGARET A. SPRUDE
                                      --------------------------------------
                                      Name:  Margaret A. Sprude
                                      Title: SVP & Chief Financial Officer



                         MONTHLY SERVICER'S CERTIFICATE
                         ------------------------------
                      (This represents Series 1996-A only)

                      Monthly Period Ending December 31, 1998
                                            -----------------
                      Bank of America National Association
                      ------------------------------------

                           BA MASTER CREDIT CARD TRUST
                           ---------------------------


                  1. Capitalized  terms  used in this  Certificate  have  their
respective meanings set forth in the Pooling and Servicing Agreement;  provided,
                                                                       --------
that the "preceding  Monthly  Period" shall mean the Monthly Period  immediately
preceding  the  calendar  month in which this  Certificate  is  delivered.  This
Certificate  is  delivered  pursuant to  subsection  3.04 (b) of the Pooling and
Servicing  Agreement.  References herein to certain sections and subsections are
references  to the  respective  sections  and  subsections  of the  Pooling  and
Servicing Agreement.

                  2. Bank of America National  Association is Servicer under the
Pooling and Servicing Agreement.

                  3. The undersigned is a Servicing Officer.

                  4. The date of this Certificate is a Determination  Date under
the Pooling and Servicing Agreement.

                  5. The aggregate amount of Collections
processed during the preceding Monthly Period was equal to
(excluding Annual Membership Fees and Interchange).............$1,068,243,594.44
                                                               -----------------

                  6. The Aggregate Investor Percentage of
Receivables processed by the Servicer during the preceding
Monthly Period was equal to......................................$ 87,773,871.93
                                                                  --------------

                  7. The Aggregate Investor Percentage of
Collections of Finance Charge Receivables processed by the
Servicer during the preceding Monthly Period was equal to
(excluding Annual Membership Fees and Interchange)...............$  7,841,810.39
                                                                  --------------

                  8. The aggregate amount of Receivables
processed by the Servicer as of the end of the last day
of the preceding Monthly Period................................$1,157,874,995.80
                                                                ----------------

                  9. Of the  balance on deposit in the
Finance  Charge  Account, the amount  attributable  to
the Aggregate  Investor  Percentage of  Collections
processed by the Servicer during the preceding Monthly
Period ..........................................................$  8,939,078.01
                                                                  --------------

                  10. Of the balance on deposit in the
Principal  Account,  the amount   attributable  to  the
Aggregate  Investor  Percentage  of  Collections
processed by the Servicer during the preceding Monthly
Period...........................................................$ 73,351,218.78
                                                                  --------------

                  11. The aggregate amount, if any, of
withdrawals, drawings or payments under any Credit
Enhancement, if any, required to be made with respect to
any Series outstanding for the preceding Monthly Period..........$          0.00
                                                                  --------------

                  12. The Aggregate Investor Percentage
of  Collections  of Principal  Receivables  processed
by the  Servicer  during the related  Monthly Period is
equal to.........................................................$ 73,351,218.78
                                                                  --------------

                  13. The amount equal to the Aggregate
Investor Percentage of Annual Membership Fees deposited
to the Finance Charge Account or any Series Account on
or before the Transfer Date during the current month is
equal to.........................................................$     41,962.85
                                                                  --------------

                  14. The aggregate amount of Interchange
to be deposited in the Finance Charge Account on the
Transfer Date of the current month is equal to...................$  1,055,304.77
                                                                  --------------

                  15. The aggregate amount of all sums
payable to the Investor Certificateholder of each Series
on the succeeding Distribution Date with respect to
Certificate Principal............................................$          0.00
                                                                  --------------

                  16. The aggregate amount of all sums
payable to the Investor Certificateholder of each
Series on the succeeding Distribution Date with respect
to Certificate Interest..........................................$  2,453,077.36
                                                                  --------------

                  17. The aggregate amount of Default
Amounts processed by the Servicer as of the end of the
last day of the preceding Monthly Period.........................$ 43,859,165.36
                                                                  --------------

                  18. To the knowledge of the undersigned, there are no Liens on
any Receivables in the Trust except as described below:

                                      None



                  IN WITNESS  WHEREOF,  the  undersigned  has duly  executed and
delivered this certificate this 11th day of JANUARY, 1999.
                                --------------------------

                                     BANK OF AMERICA NATIONAL ASSOCIATION

                                     Transferor and Servicer

                                     By:  /s/ MARGARET A. SPRUDE
                                          -----------------------------
                                          Name:  Margaret A. Sprude
                                          Title: SVP & Chief Financial Officer



              MONTHLY SERIES 1997-A CERTIFICATEHOLDERS' STATEMENT
              ---------------------------------------------------

                                 Series 1997-A

                      BANK OF AMERICA NATIONAL ASSOCIATION
- --------------------------------------------------------------------------------

                          BA MASTER CREDIT CARD TRUST
- --------------------------------------------------------------------------------

         The  information  which is required to be prepared  with respect to the
Distribution Date of JANUARY 15, 1999, and with respect to the performance of
                     -----------------
the Trust during the related Monthly Period.

         Capitalized terms used in this Statement have their respective meanings
set forth in the Pooling and Servicing Agreement.

     A.  Information Regarding the Current Monthly Distribution (Stated on the
         ---------------------------------------------------------------------
         Basis of $1,000 Original Certificate Principal Amount)
         ------------------------------------------------------

         1.  The amount of the current monthly distribution
             in respect of Class A Monthly Principal...........$         0.00000
                                                                ----------------

         2.  The amount of the current monthly distribution
             in respect of Class B Monthly Principal...........$         0.00000
                                                                ----------------

         3.  The amount of the current monthly distribution
             in respect of Collateral Monthly Principal........$         0.00000
                                                                ----------------

         4.  The amount of the current monthly distribution
             in respect of Class A Monthly Interest............$         4.86138
                                                                ----------------

         5.  The amount of the current monthly distribution
             in respect of Class A Deficiency Amounts..........$         0.00000
                                                                ----------------

         6.  The amount of the current monthly distribution
             in respect of Class A Additional Interest.........$         0.00000
                                                                ----------------

         7.  The amount of the current monthly distribution
             in respect of Class B Monthly Interest............$         5.01638
                                                                ----------------

         8.  The amount of the current monthly distribution
             in respect of Class B Deficiency Amounts..........$         0.00000
                                                                ----------------

         9.  The amount of the current monthly distribution
             in respect of Class B Additional Interest.........$         0.00000
                                                                ----------------

        10.  The amount of the current monthly distribution
             in respect of Collateral Monthly Interest.........$         5.15415
                                                                ----------------

        11.  The amount of the current monthly distribution
             in respect of any accrued and unpaid Collateral
             Monthly Interest..................................$         0.00000
                                                                ----------------

     B.  Information Regarding the Performance of the Trust

         1.  Collection of Principal Receivables

             (a) The aggregate amount of Collections of
                 Principal  Receivables  processed during
                 the related Monthly Period which were
                 allocated in respect of the Class A
                 Certificates..................................$   95,174,043.35
                                                                ----------------

             (b) The aggregate amount of Collections of
                 Principal  Receivables  processed during
                 the related  Monthly Period which were
                 allocated in respect of the Class B
                 Certificates..................................$    6,051,528.76
                                                                ----------------

             (c) The aggregate amount of Collections of
                 Principal Receivables processed during
                 the related Monthly Period which were
                 allocated in respect of the Collateral
                 Interest......................................$    8,802,223.68
                                                                ----------------

         2.  Principal Receivables in the Trust

             (a) The aggregate amount of Principal
                 Receivables in the Trust as of the end
                 of the day on the last day of the
                 related Monthly Period........................$6,643,099,213.99
                                                                ----------------

             (b) The amount of Principal Receivables in
                 the Trust represented by the Investor
                 Interest of Series 1997-A as of the end
                 of the day on the last day of the related
                 Monthly Period................................$  750,000,000.00
                                                                ----------------

             (c) The amount of Principal Receivables in
                 the Trust represented by the Series
                 1997-A Adjusted Investor Interest as of
                 the end of day on the last day of the
                 related Monthly Period.......... .............$  750,000,000.00
                                                                ----------------

             (d) The amount of Principal Receivables in
                 the Trust represented by the Class A
                 Investor Interest as of the end of the
                 day on the last day of the related
                 Monthly Period................................$  648,750,000.00
                                                                ----------------

             (e) The amount of Principal Receivables in
                 the Trust represented by the Class A
                 Adjusted Investor Interest as of the end
                 of day on the last day of the related
                 Monthly Period................................$  648,750,000.00
                                                                ----------------

             (f) The amount of Principal Receivables in
                 the Trust represented by the Class B
                 Investor Interest as of the end of the
                 day on the last day of the related
                 Monthly Period................................$   41,250,000.00
                                                                ----------------

             (g) The amount of Principal Receivables in
                 the Trust represented by the Collateral
                 Interest as of the end of the day on the
                 last day of the related Monthly Period........$   60,000,000.00
                                                                ----------------

             (h) The Floating Investor Percentage with
                 respect to the related Monthly Period.........         11.3710%
                                                                ----------------

             (i) The Class A Floating Allocation with
                 respect to the related Monthly Period.........           86.50%
                                                                ----------------

             (j) The Class B Floating Allocation with
                 respect to the related Monthly Period.........            5.50%
                                                                ----------------

             (k) The Collateral Floating Allocation with
                 respect to the related Monthly Period.........            8.00%
                                                                ----------------

             (l) The Fixed Investor Percentage with
                 respect to the related Monthly Period.........              N/A
                                                                ----------------

             (m) The Class A Fixed Allocation with respect
                 to the related Monthly Period.................              N/A
                                                                ----------------

             (n) The Class B Fixed Allocation with respect
                 to the related Monthly Period.................              N/A
                                                                ----------------

             (o) The Collateral Fixed Allocation with
                 respect to the related Monthly Period.........              N/A
                                                                ----------------

         3.  Delinquent Balances
             -------------------

             The aggregate amount of outstanding balances in the
             Accounts which were delinquent as of the end of the
             day on the last day of the related Monthly Period:

                                             Aggregate             Percentage of
                                              Account                  Total
                                              Balance               Receivables
                                             ---------             -------------

             (a)  31 - 60 days            $108,080,998.55             1.5998%
             (b)  61 - 90 days            $ 68,380,433.02             1.0122%
             (c)  91 - or more days       $126,675,983.85             1.8751%
             Total....................... $303,137,415.42             4.4871%

         4.  Investor Default Amount
             -----------------------

             (a) The Aggregate Investor Default Amount
                 for the related Monthly Period................$    4,987,225.69
                                                                ----------------

             (b) The Class A Investor Default Amount
                 for the related Monthly Period................$    4,313,950.22
                                                                ----------------

             (c) The Class B Investor Default Amount
                 for the related Monthly Period................$      274,297.41
                                                                ----------------

             (d) The Collateral Default Amount for
                 the related Monthly Period....................$      398,978.06
                                                                ----------------

         5.  Investor Charge Offs
             --------------------

             (a) The aggregate amount of Class A
                 Investor Charge Offs for the related
                 Monthly Period................................$            0.00
                                                                ----------------

             (b) The aggregate amount of Class A
                 Investor Charge Offs set forth in
                 5(a) above per $1,000 of original
                 certificate principal amount..................$            0.00
                                                                ----------------

             (c) The aggregate amount of Class B
                 Investor Charge Offs for the related
                 Monthly Period................................$            0.00
                                                                ----------------

             (d) The aggregate amount of Class B
                 Investor Charge Offset forth in 5(c)
                 above per $1,000 of original
                 certificate principal amount..................$            0.00
                                                                ----------------

             (e) The aggregate amount of Collateral
                 Charge Offs for the related Monthly
                 Period........................................$            0.00
                                                                ----------------

             (f) The aggregate amount of Collateral
                 Charge Offs set forth in 5(e)  above
                 per  $1,000 of original certificate
                 principal amount..............................$            0.00
                                                                ----------------

             (g) The aggregate amount of Class A
                 Investor Charge Offs reimbursed on
                 the Transfer Date immediately preceding
                 this Distribution Date .......................$            0.00
                                                                ----------------

             (h) The aggregate amount of Class A
                 Investor Charge  Offs  set  forth
                 in 5(g)  above  per $1,000 original
                 certificate principal amount
                 reimbursed on the Transfer Date
                 immediately preceding this Distribution
                 Date..........................................$            0.00
                                                                ----------------

             (i) The aggregate amount of Class B
                 Investor Charge Offs  reimbursed
                 on the Transfer Date immediately
                 preceding this Distribution Date .............$            0.00
                                                                ----------------

             (j) The aggregate amount of Class B
                 Investor Charge Offs set forth
                 in 5(i)  above  per $1,000 original
                 certificate principal amount reimbursed
                 on the Transfer Date  immediately
                 preceding this Distribution Date..............$            0.00
                                                                ----------------

             (k) The aggregate amount of Collateral
                 Charge Offs reimbursed on the Transfer
                 Date immediately preceding this
                 Distribution Date.............................$            0.00
                                                                ----------------

             (l) The aggregate amount of Collateral
                 Charge Offs set forth in 5(k) above
                 per $1,000 original certificate
                 principal amount reimbursed on the
                 Transfer Date immediately preceding
                 Distribution Date.............................$            0.00
                                                                ----------------

         6.  Investor Servicing Fee
             ----------------------

             (a) The amount of the Class A Servicing
                 Fee payable by the Trust to the
                 Servicer for the related Monthly
                 Period........................................$      540,625.00
                                                                ----------------

             (b) The amount of the Class B Servicing
                 Fee payable by the Trust to the 
                 Servicer for the related Monthly
                 Period........................................$       34,375.00
                                                                ----------------

             (c) The amount of the Collateral Servicing
                 Fee payable by the Trust to the
                 Servicer for the related Monthly Period.......$       50,000.00
                                                                ----------------

             (d) The amount of Servicer Interchange
                 payable by the Trust to the Servicer
                 for the related Monthly Period................$      625,000.00
                                                                ----------------

         7.  Reallocations
             -------------

             (a) The amount of Reallocated Collateral
                 Principal Collections with respect
                 to this Distribution Date.....................$            0.00
                                                                ----------------

             (b) The amount of Reallocated Class B
                 Principal Collections with respect
                 to this Distribution Date.....................$            0.00
                                                                ----------------

             (c) The Collateral Interest as of the
                 close of business on this Distribution
                 Date..........................................$   60,000,000.00
                                                                ----------------

             (d) The Class B Investor Interest as
                 of the close of business on this
                 Distribution Date.............................$   41,250,000.00
                                                                ----------------

         8.  Collection of Finance Charge Receivables
             ----------------------------------------

             (a) The aggregate amount of Collections
                 of Finance Charge Receivables
                 processed during the related Monthly
                 Period  which  were allocated in
                 respect of the Class A Certificates...........$   11,057,930.73
                                                                ----------------

             (b) The aggregate amount of Collections
                 of Finance Charge Receivables
                 processed during the related Monthly
                 Period which were allocated in respect
                 of the Class B Certificates...................$      703,105.42
                                                                ----------------

             (c) The aggregate  amount of Collections of
                 Finance Charge Receivables  processed
                 during the related Monthly Period which
                 were allocated in respect of the
                 Collateral Interest...........................$    1,022,698.80
                                                                ----------------

         9.  Principal Funding Account
             -------------------------

             (a) The principal amount on deposit in the
                 Principal Funding Account on the
                 related Transfer Date.........................$            0.00
                                                                ----------------

             (b) The Accumulation Shortfall with respect
                 to the related Monthly Period.................$            0.00
                                                                ----------------

             (c) The Principal Funding Investment
                 Proceeds deposited in the Finance
                 Charge Account on the related
                 Transfer Date.................................$            0.00
                                                                ----------------

             (d) The Principal Funding Investment
                 Shortfall.....................................$            0.00
                                                                ----------------

             (e) The amount of all or  the portion of
                 the Reserve Draw Amount deposited in
                 the Finance Charge Account on the
                 related Transfer Date from the Reserve
                 Account.......................................$            0.00
                                                                ----------------

        10.  Reserve Draw Amount...............................$            0.00
             -------------------                                ----------------

        11.  Available Funds
             ---------------

             (a) The amount of Class A Available
                 Funds on deposit in the Finance
                 Charge Account on the related
                 Transfer Date.................................$   11,057,930.73
                                                                ----------------

             (b) The amount of Class B Available
                 Funds on deposit in the Finance
                 Charge Account on the related
                 Transfer Date.................................$      703,105.42
                                                                ----------------

             (c) The amount of Collateral Available
                 Funds on deposit in the Finance
                 Charge Account on the related
                 Transfer Date.................................$    1,022,698.80
                                                                ----------------

        12.  Portfolio Yield
             ---------------

             (a) The Portfolio Yield (Net) for the
                 related Monthly Period........................         13.4744%
                                                                ----------------

             (b) The Portfolio Adjusted Yield for
                 the related Monthly Period....................          5.1024%
                                                                ----------------

     C.  Floating Rate Determinations
         ----------------------------

         1.  LIBOR for the Interest Period ending on
             this Distribution Date.............................        5.53547%
                                                                ----------------

         2.  Class A Certificate Rate...........................        5.64547%
                                                                ----------------

             Class B Certificate Rate...........................        5.82547%
                                                                ----------------


                                BANK OF AMERICA NATIONAL ASSOCIATION

                                Transferor and Servicer



                                By: \s\ MARGARET A. SPRUDE
                                    ------------------------------------
                                    Name:  Margaret A. Sprude
                                    Title: SVP & Chief Financial Officer



                   SCHEDULE TO MONTHLY SERVICER'S CERTIFICATE
                      MONTHLY PERIOD ENDING December 31, 1998
                                            -----------------
                      BANK OF AMERICA NATIONAL ASSOCIATION
                    BA MASTER CREDIT CARD TRUST SERIES 1997-A


      1.  The aggregate amount of the Investor Percentage
          of Collections of Principal Receivables................$110,027,795.79
                                                                  --------------

      2.  The aggregate amount of the Investor Percentage
          of Collections of Finance Charge Receivables
          (excluding Interchange)................................$ 11,825,763.87
                                                                  --------------

      3.  The aggregate amount of the Investor Percentage
          of Interchange.........................................$  1,582,971.08
                                                                  --------------

      4.  The aggregate amount of Servicer Interchange...........$    625,000.00
                                                                  --------------

      5.  The aggregate amount of funds on deposit in
          Finance Charge Account allocable to the Series
          1997-A Certificates................................... $ 12,783,734.95
                                                                  --------------

      6.  The aggregate amount of funds on deposit in
          the Principal Account allocable to the Series
          1997-A  Certificates...................................$110,027,795.79
                                                                  --------------

      7.  The aggregate amount of funds on deposit in
          the Principal Funding Account allocable to
          the Series 1997-A Certificates.........................$          0.00
                                                                  --------------

      8.  The aggregate amount to be withdrawn from the
          Finance Charge Account and paid in accordance
          with the Loan Agreement pursuant to Section 4.11.......$          0.00
                                                                  --------------

      9.  The excess, if any, of the Required Collateral
          Interest over the Collateral Interest..................$          0.00
                                                                  --------------

     10.  The Collateral Interest on the Transfer Date
          of the current calendar month, after giving
          effect to the deposits and withdrawals specified
          above, is equal to.....................................$ 60,000,000.00
                                                                  --------------

     11. The amount of Monthly Interest, Deficiency
         Amounts and Additional Interest payable to the

         (i)  Class A Certificateholders.........................$  3,153,818.29
                                                                  --------------

         (ii) Class B Certificateholders.........................$    206,925.55
                                                                  --------------

         (iii)Collateral Interest Holder.........................$    309,249.28
                                                                  --------------

     12. The amount of principal payable to the
         (i)  Class A Certificateholders.........................$          0.00
                                                                  --------------

         (ii) Class B Certificateholders.........................$          0.00
                                                                  --------------

         (iii)Collateral Interest Holder.........................$          0.00
                                                                  --------------

     13. The sum of all amounts payable to the
         (i)  Class A Certificateholders.........................$  3,153,818.29
                                                                  --------------

         (ii) Class B Certificateholders ........................$    206,925.55
                                                                  --------------

         (iii)Collateral Interest Holder.........................$    309,249.28
                                                                  --------------

     14. To the knowledge of the undersigned, no Series
         1997-A  Pay Out  Event or  Trust  Pay Out  Event
         has occurred except as described below:

                                    None



                   IN WITNESS WHEREOF, the undersigned has duly executed
          and delivered this Certificate this 11th day of JANUARY, 1999.
                                              --------------------------

                                 BANK OF AMERICA NATIONAL ASSOCIATION

                                 Transferor and Servicer


                                 By:  /s/ MARGARET A. SPRUDE
                                      --------------------------------------
                                      Name:  Margaret A. Sprude
                                      Title: SVP & Chief Financial Officer



                         MONTHLY SERVICER'S CERTIFICATE
                         ------------------------------
                      (This represents Series 1997-A only)

                      Monthly Period Ending December 31, 1998
                                            -----------------
                      Bank of America National Association
                      ------------------------------------

                           BA MASTER CREDIT CARD TRUST
                           ---------------------------


                  1. Capitalized  terms  used in this  Certificate  have  their
respective meanings set forth in the Pooling and Servicing Agreement;  provided,
                                                                       --------
that the "preceding  Monthly  Period" shall mean the Monthly Period  immediately
preceding  the  calendar  month in which this  Certificate  is  delivered.  This
Certificate  is  delivered  pursuant to  subsection  3.04 (b) of the Pooling and
Servicing  Agreement.  References herein to certain sections and subsections are
references  to the  respective  sections  and  subsections  of the  Pooling  and
Servicing Agreement.

                  2. Bank of America National  Association is Servicer under the
Pooling and Servicing Agreement.

                  3. The undersigned is a Servicing Officer.

                  4. The date of this Certificate is a Determination  Date under
the Pooling and Servicing Agreement.

                  5. The aggregate amount of Collections
processed during the preceding Monthly Period was equal to
(excluding Annual Membership Fees and Interchange).............$1,068,243,594.44
                                                               -----------------

                  6. The Aggregate Investor Percentage of
Receivables processed by the Servicer during the preceding
Monthly Period was equal to......................................$131,661,965.77
                                                                  --------------

                  7. The Aggregate Investor Percentage of
Collections of Finance Charge Receivables processed by the
Servicer during the preceding Monthly Period was equal to
(excluding Annual Membership Fees and Interchange)...............$ 11,762,819.03
                                                                  --------------

                  8. The aggregate amount of Receivables
processed by the Servicer as of the end of the last day
of the preceding Monthly Period................................$1,157,874,995.80
                                                                ----------------

                  9. Of the  balance on deposit in the
Finance  Charge  Account, the amount  attributable  to
the Aggregate  Investor  Percentage of  Collections
processed by the Servicer during the preceding Monthly
Period ..........................................................$ 13,408,734.95
                                                                  --------------

                  10. Of the balance on deposit in the
Principal  Account,  the amount   attributable  to  the
Aggregate  Investor  Percentage  of  Collections
processed by the Servicer during the preceding Monthly
Period...........................................................$110,027,795.79
                                                                  --------------

                  11. The aggregate amount, if any, of
withdrawals, drawings or payments under any Credit
Enhancement, if any, required to be made with respect to
any Series outstanding for the preceding Monthly Period..........$          0.00
                                                                  --------------

                  12. The Aggregate Investor Percentage
of  Collections  of Principal  Receivables  processed
by the  Servicer  during the related  Monthly Period is
equal to.........................................................$110,027,795.79
                                                                  --------------

                  13. The amount equal to the Aggregate
Investor Percentage of Annual Membership Fees deposited
to the Finance Charge Account or any Series Account on
or before the Transfer Date during the current month is
equal to.........................................................$     62,944.84
                                                                  --------------

                  14. The aggregate amount of Interchange
to be deposited in the Finance Charge Account on the
Transfer Date of the current month is equal to...................$  1,582,971.08
                                                                  --------------

                  15. The aggregate amount of all sums
payable to the Investor Certificateholder of each Series
on the succeeding Distribution Date with respect to
Certificate Principal............................................$          0.00
                                                                  --------------

                  16. The aggregate amount of all sums
payable to the Investor Certificateholder of each
Series on the succeeding Distribution Date with respect
to Certificate Interest..........................................$  3,669,993.12
                                                                  --------------

                  17. The aggregate amount of Default
Amounts processed by the Servicer as of the end of the
last day of the preceding Monthly Period.........................$ 43,859,165.36
                                                                  --------------

                  18. To the knowledge of the undersigned, there are no Liens on
any Receivables in the Trust except as described below:

                                      None



                  IN WITNESS  WHEREOF,  the  undersigned  has duly  executed and
delivered this certificate this 11th day of JANUARY, 1999.
                                -------------------------

                                     BANK OF AMERICA NATIONAL ASSOCIATION

                                     Transferor and Servicer

                                     By:  /s/ MARGARET A. SPRUDE
                                          -----------------------------
                                          Name:  Margaret A. Sprude
                                          Title: SVP & Chief Financial Officer



              MONTHLY SERIES 1998-A CERTIFICATEHOLDERS' STATEMENT
              ---------------------------------------------------

                                 Series 1998-A

                      BANK OF AMERICA NATIONAL ASSOCIATION
- --------------------------------------------------------------------------------

                          BA MASTER CREDIT CARD TRUST
- --------------------------------------------------------------------------------

         The  information  which is required to be prepared with respect to the
Distribution Date of JANUARY 15, 1999, and with respect to the performance of
                     ----------------
the Trust during the related Monthly Period.

         Capitalized terms used in this Statement have their respective meanings
set forth in the Pooling and Servicing Agreement.

     A.  Information Regarding the Current Monthly Distribution (Stated on the
         ---------------------------------------------------------------------
         Basis of $1,000 Original Certificate Principal Amount)
         ------------------------------------------------------

         1.  The amount of the current monthly distribution
             in respect of Class A Monthly Principal...........$         0.00000
                                                                ----------------

         2.  The amount of the current monthly distribution
             in respect of Class B Monthly Principal...........$         0.00000
                                                                ----------------

         3.  The amount of the current monthly distribution
             in respect of Collateral Monthly Principal........$         0.00000
                                                                ----------------

         4.  The amount of the current monthly distribution
             in respect of Class A Monthly Interest............$         4.86138
                                                                ----------------

         5.  The amount of the current monthly distribution
             in respect of Class A Deficiency Amounts..........$         0.00000
                                                                ----------------

         6.  The amount of the current monthly distribution
             in respect of Class A Additional Interest.........$         0.00000
                                                                ----------------

         7.  The amount of the current monthly distribution
             in respect of Class B Monthly Interest............$         4.99915
                                                                ----------------

         8.  The amount of the current monthly distribution
             in respect of Class B Deficiency Amounts..........$         0.00000
                                                                ----------------

         9.  The amount of the current monthly distribution
             in respect of Class B Additional Interest.........$         0.00000
                                                                ----------------

        10.  The amount of the current monthly distribution
             in respect of Collateral Monthly Interest.........$         5.19721
                                                                ----------------

        11.  The amount of the current monthly distribution
             in respect of any accrued and unpaid Collateral
             Monthly Interest..................................$         0.00000
                                                                ----------------

     B.  Information Regarding the Performance of the Trust

         1.  Collection of Principal Receivables

             (a) The aggregate amount of Collections of
                 Principal  Receivables  processed during
                 the related Monthly Period which were
                 allocated in respect of the Class A
                 Certificates..................................$   95,174,043.35
                                                                ----------------

             (b) The aggregate amount of Collections of
                 Principal  Receivables  processed during
                 the related  Monthly Period which were
                 allocated in respect of the Class B
                 Certificates..................................$    6,051,528.76
                                                                ----------------

             (c) The aggregate amount of Collections of
                 Principal Receivables processed during
                 the related Monthly Period which were
                 allocated in respect of the Collateral
                 Interest......................................$    8,802,223.68
                                                                ----------------

         2.  Principal Receivables in the Trust

             (a) The aggregate amount of Principal
                 Receivables in the Trust as of the end
                 of the day on the last day of the
                 related Monthly Period........................$6,643,099,213.99
                                                                ----------------

             (b) The amount of Principal Receivables in
                 the Trust represented by the Investor
                 Interest of Series 1997-A as of the end
                 of the day on the last day of the related
                 Monthly Period................................$  750,000,000.00
                                                                ----------------

             (c) The amount of Principal Receivables in
                 the Trust represented by the Series
                 1997-A Adjusted Investor Interest as of
                 the end of day on the last day of the
                 related Monthly Period.......... .............$  750,000,000.00
                                                                ----------------

             (d) The amount of Principal Receivables in
                 the Trust represented by the Class A
                 Investor Interest as of the end of the
                 day on the last day of the related
                 Monthly Period................................$  648,750,000.00
                                                                ----------------

             (e) The amount of Principal Receivables in
                 the Trust represented by the Class A
                 Adjusted Investor Interest as of the end
                 of day on the last day of the related
                 Monthly Period................................$  648,750,000.00
                                                                ----------------

             (f) The amount of Principal Receivables in
                 the Trust represented by the Class B
                 Investor Interest as of the end of the
                 day on the last day of the related
                 Monthly Period................................$   41,250,000.00
                                                                ----------------

             (g) The amount of Principal Receivables in
                 the Trust represented by the Collateral
                 Interest as of the end of the day on the
                 last day of the related Monthly Period........$   60,000,000.00
                                                                ----------------

             (h) The Floating Investor Percentage with
                 respect to the related Monthly Period.........         11.3710%
                                                                ----------------

             (i) The Class A Floating Allocation with
                 respect to the related Monthly Period.........           86.50%
                                                                ----------------

             (j) The Class B Floating Allocation with
                 respect to the related Monthly Period.........            5.50%
                                                                ----------------

             (k) The Collateral Floating Allocation with
                 respect to the related Monthly Period.........            8.00%
                                                                ----------------

             (l) The Fixed Investor Percentage with
                 respect to the related Monthly Period.........              N/A
                                                                ----------------

             (m) The Class A Fixed Allocation with respect
                 to the related Monthly Period.................              N/A
                                                                ----------------

             (n) The Class B Fixed Allocation with respect
                 to the related Monthly Period.................              N/A
                                                                ----------------

             (o) The Collateral Fixed Allocation with
                 respect to the related Monthly Period.........              N/A
                                                                ----------------

         3.  Delinquent Balances
             -------------------

             The aggregate amount of outstanding balances in the
             Accounts which were delinquent as of the end of the
             day on the last day of the related Monthly Period:

                                             Aggregate             Percentage of
                                              Account                  Total
                                              Balance               Receivables
                                             ---------             -------------

             (a)  31 - 60 days            $108,080,998.55             1.5998%
             (b)  61 - 90 days            $ 68,380,433.02             1.0122%
             (c)  91 - or more days       $126,675,983.85             1.8751%
             Total....................... $303,137,415.42             4.4871%

         4.  Investor Default Amount
             -----------------------

             (a) The Aggregate Investor Default Amount
                 for the related Monthly Period................$    4,987,225.69
                                                                ----------------

             (b) The Class A Investor Default Amount
                 for the related Monthly Period................$    4,313,950.22
                                                                ----------------

             (c) The Class B Investor Default Amount
                 for the related Monthly Period................$      274,297.41
                                                                ----------------

             (d) The Collateral Default Amount for
                 the related Monthly Period....................$      398,978.06
                                                                ----------------

         5.  Investor Charge Offs
             --------------------

             (a) The aggregate amount of Class A
                 Investor Charge Offs for the related
                 Monthly Period................................$            0.00
                                                                ----------------

             (b) The aggregate amount of Class A
                 Investor Charge Offs set forth in
                 5(a) above per $1,000 of original
                 certificate principal amount..................$            0.00
                                                                ----------------

             (c) The aggregate amount of Class B
                 Investor Charge Offs for the related
                 Monthly Period................................$            0.00
                                                                ----------------

             (d) The aggregate amount of Class B
                 Investor Charge Offset forth in 5(c)
                 above per $1,000 of original
                 certificate principal amount..................$            0.00
                                                                ----------------

             (e) The aggregate amount of Collateral
                 Charge Offs for the related Monthly
                 Period........................................$            0.00
                                                                ----------------

             (f) The aggregate amount of Collateral
                 Charge Offs set forth in 5(e)  above
                 per  $1,000 of original certificate
                 principal amount..............................$            0.00
                                                                ----------------

             (g) The aggregate amount of Class A
                 Investor Charge Offs reimbursed on
                 the Transfer Date immediately preceding
                 this Distribution Date .......................$            0.00
                                                                ----------------

             (h) The aggregate amount of Class A
                 Investor Charge  Offs  set  forth
                 in 5(g)  above  per $1,000 original
                 certificate principal amount
                 reimbursed on the Transfer Date
                 immediately preceding this Distribution
                 Date..........................................$            0.00
                                                                ----------------

             (i) The aggregate amount of Class B
                 Investor Charge Offs  reimbursed
                 on the Transfer Date immediately
                 preceding this Distribution Date .............$            0.00
                                                                ----------------

             (j) The aggregate amount of Class B
                 Investor Charge Offs set forth
                 in 5(i)  above  per $1,000 original
                 certificate principal amount reimbursed
                 on the Transfer Date  immediately
                 preceding this Distribution Date..............$            0.00
                                                                ----------------

             (k) The aggregate amount of Collateral
                 Charge Offs reimbursed on the Transfer
                 Date immediately preceding this
                 Distribution Date.............................$            0.00
                                                                ----------------

             (l) The aggregate amount of Collateral
                 Charge Offs set forth in 5(k) above
                 per $1,000 original certificate
                 principal amount reimbursed on the
                 Transfer Date immediately preceding
                 Distribution Date.............................$            0.00
                                                                ----------------

         6.  Investor Servicing Fee
             ----------------------

             (a) The amount of the Class A Servicing
                 Fee payable by the Trust to the
                 Servicer for the related Monthly
                 Period........................................$      540,625.00
                                                                ----------------

             (b) The amount of the Class B Servicing
                 Fee payable by the Trust to the 
                 Servicer for the related Monthly
                 Period........................................$       34,375.00
                                                                ----------------

             (c) The amount of the Collateral Servicing
                 Fee payable by the Trust to the
                 Servicer for the related Monthly Period.......$       50,000.00
                                                                ----------------

             (d) The amount of Servicer Interchange
                 payable by the Trust to the Servicer
                 for the related Monthly Period................$      625,000.00
                                                                ----------------

         7.  Reallocations
             -------------

             (a) The amount of Reallocated Collateral
                 Principal Collections with respect
                 to this Distribution Date.....................$            0.00
                                                                ----------------

             (b) The amount of Reallocated Class B
                 Principal Collections with respect
                 to this Distribution Date.....................$            0.00
                                                                ----------------

             (c) The Collateral Interest as of the
                 close of business on this Distribution
                 Date..........................................$   60,000,000.00
                                                                ----------------

             (d) The Class B Investor Interest as
                 of the close of business on this
                 Distribution Date.............................$   41,250,000.00
                                                                ----------------

         8.  Collection of Finance Charge Receivables
             ----------------------------------------

             (a) The aggregate amount of Collections
                 of Finance Charge Receivables
                 processed during the related Monthly
                 Period  which  were allocated in
                 respect of the Class A Certificates...........$   11,057,930.73
                                                                ----------------

             (b) The aggregate amount of Collections
                 of Finance Charge Receivables
                 processed during the related Monthly
                 Period which were allocated in respect
                 of the Class B Certificates...................$      703,105.42
                                                                ----------------

             (c) The aggregate  amount of Collections of
                 Finance Charge Receivables  processed
                 during the related Monthly Period which
                 were allocated in respect of the
                 Collateral Interest...........................$    1,022,698.80
                                                                ----------------

         9.  Principal Funding Account
             -------------------------

             (a) The principal amount on deposit in the
                 Principal Funding Account on the
                 related Transfer Date.........................$            0.00
                                                                ----------------

             (b) The Accumulation Shortfall with respect
                 to the related Monthly Period.................$            0.00
                                                                ----------------

             (c) The Principal Funding Investment
                 Proceeds deposited in the Finance
                 Charge Account on the related
                 Transfer Date.................................$            0.00
                                                                ----------------

             (d) The Principal Funding Investment
                 Shortfall.....................................$            0.00
                                                                ----------------

             (e) The amount of all or  the portion of
                 the Reserve Draw Amount deposited in
                 the Finance Charge Account on the
                 related Transfer Date from the Reserve
                 Account.......................................$            0.00
                                                                ----------------

        10.  Reserve Draw Amount...............................$            0.00
             -------------------                                ----------------

        11.  Available Funds
             ---------------

             (a) The amount of Class A Available
                 Funds on deposit in the Finance
                 Charge Account on the related
                 Transfer Date.................................$   11,057,930.73
                                                                ----------------

             (b) The amount of Class B Available
                 Funds on deposit in the Finance
                 Charge Account on the related
                 Transfer Date.................................$      703,105.42
                                                                ----------------

             (c) The amount of Collateral Available
                 Funds on deposit in the Finance
                 Charge Account on the related
                 Transfer Date.................................$    1,022,698.80
                                                                ----------------

        12.  Portfolio Yield
             ---------------

             (a) The Portfolio Yield (Net) for the
                 related Monthly Period........................         13.4744%
                                                                ----------------

             (b) The Portfolio Adjusted Yield for
                 the related Monthly Period....................          5.0994%
                                                                ----------------

     C.  Floating Rate Determinations
         ----------------------------

         1.  LIBOR for the Interest Period ending on
             this Distribution Date.............................        5.53547%
                                                                ----------------

         2.  Class A Certificate Rate...........................        5.64547%
                                                                ----------------

             Class B Certificate Rate...........................        5.80547%
                                                                ----------------


                                BANK OF AMERICA NATIONAL ASSOCIATION

                                Transferor and Servicer



                                By: \s\ MARGARET A. SPRUDE
                                    ------------------------------------
                                    Name:  Margaret A. Sprude
                                    Title: SVP & Chief Financial Officer



                   SCHEDULE TO MONTHLY SERVICER'S CERTIFICATE
                      MONTHLY PERIOD ENDING December 31, 1998
                                            -----------------
                      BANK OF AMERICA NATIONAL ASSOCIATION
                    BA MASTER CREDIT CARD TRUST SERIES 1998-A


      1.  The aggregate amount of the Investor Percentage
          of Collections of Principal Receivables................$110,027,795.79
                                                                  --------------

      2.  The aggregate amount of the Investor Percentage
          of Collections of Finance Charge Receivables
          (excluding Interchange)................................$ 11,825,763.87
                                                                  --------------

      3.  The aggregate amount of the Investor Percentage
          of Interchange.........................................$  1,582,971.08
                                                                  --------------

      4.  The aggregate amount of Servicer Interchange...........$    625,000.00
                                                                  --------------

      5.  The aggregate amount of funds on deposit in
          Finance Charge Account allocable to the Series
          1998-A Certificates................................... $ 12,783,734.95
                                                                  --------------

      6.  The aggregate amount of funds on deposit in
          the Principal Account allocable to the Series
          1998-A  Certificates...................................$110,027,795.79
                                                                  --------------

      7.  The aggregate amount of funds on deposit in
          the Principal Funding Account allocable to
          the Series 1998-A Certificates.........................$          0.00
                                                                  --------------

      8.  The aggregate amount to be withdrawn from the
          Finance Charge Account and paid in accordance
          with the Loan Agreement pursuant to Section 4.11.......$          0.00
                                                                  --------------

      9.  The excess, if any, of the Required Collateral
          Interest over the Collateral Interest..................$          0.00
                                                                  --------------

     10.  The Collateral Interest on the Transfer Date
          of the current calendar month, after giving
          effect to the deposits and withdrawals specified
          above, is equal to.....................................$ 60,000,000.00
                                                                  --------------

     11. The amount of Monthly Interest, Deficiency
         Amounts and Additional Interest payable to the
         (i)  Class A Certificateholders.........................$  3,153,818.29
                                                                  --------------

         (ii) Class B Certificateholders.........................$    206,215.13
                                                                  --------------

         (iii)Collateral Interest Holder.........................$    311,832.62
                                                                  --------------

     12. The amount of principal payable to the
         (i)  Class A Certificateholders.........................$          0.00
                                                                  --------------

         (ii) Class B Certificateholders.........................$          0.00
                                                                  --------------

         (iii)Collateral Interest Holder.........................$          0.00
                                                                  --------------

     13. The sum of all amounts payable to the
         (i)  Class A Certificateholders.........................$  3,153,818.29
                                                                  --------------

         (ii) Class B Certificateholders ........................$    206,215.13
                                                                  --------------

         (iii)Collateral Interest Holder.........................$    311,832.62
                                                                  --------------

     14. To the knowledge of the undersigned, no Series
         1998-A  Pay Out  Event or  Trust  Pay Out  Event
         has occurred except as described below:

                                    None



                   IN WITNESS WHEREOF, the undersigned has duly executed
          and delivered this Certificate this 11th day of JANUARY, 1999.
                                              -------------------------

                                 BANK OF AMERICA NATIONAL ASSOCIATION

                                 Transferor and Servicer


                                 By:  /s/ MARGARET A. SPRUDE
                                      --------------------------------------
                                      Name:  Margaret A. Sprude
                                      Title: SVP & Chief Financial Officer



                         MONTHLY SERVICER'S CERTIFICATE
                         ------------------------------
                      (This represents Series 1998-A only)

                      Monthly Period Ending December 31, 1998
                                            -----------------
                      Bank of America National Association
                      ------------------------------------

                           BA MASTER CREDIT CARD TRUST
                           ---------------------------


                  1. Capitalized  terms  used in this  Certificate  have  their
respective meanings set forth in the Pooling and Servicing Agreement;  provided,
                                                                       --------
that the "preceding  Monthly  Period" shall mean the Monthly Period  immediately
preceding  the  calendar  month in which this  Certificate  is  delivered.  This
Certificate  is  delivered  pursuant to  subsection  3.04 (b) of the Pooling and
Servicing  Agreement.  References herein to certain sections and subsections are
references  to the  respective  sections  and  subsections  of the  Pooling  and
Servicing Agreement.

                  2. Bank of America National  Association is Servicer under the
Pooling and Servicing Agreement.

                  3. The undersigned is a Servicing Officer.

                  4. The date of this Certificate is a Determination  Date under
the Pooling and Servicing Agreement.

                  5. The aggregate amount of Collections
processed during the preceding Monthly Period was equal to
(excluding Annual Membership Fees and Interchange).............$1,068,243,594.44
                                                                ----------------

                  6. The Aggregate Investor Percentage of
Receivables processed by the Servicer during the preceding
Monthly Period was equal to......................................$131,661,965.77
                                                                  --------------

                  7. The Aggregate Investor Percentage of
Collections of Finance Charge Receivables processed by the
Servicer during the preceding Monthly Period was equal to
(excluding Annual Membership Fees and Interchange)...............$ 11,762,819.03
                                                                  --------------

                  8. The aggregate amount of Receivables
processed by the Servicer as of the end of the last day
of the preceding Monthly Period................................$1,157,874,995.80
                                                                ----------------

                  9. Of the  balance on deposit in the
Finance  Charge  Account, the amount  attributable  to
the Aggregate  Investor  Percentage of  Collections
processed by the Servicer during the preceding Monthly
Period ..........................................................$ 13,408,734.95
                                                                  --------------

                  10. Of the balance on deposit in the
Principal  Account,  the amount   attributable  to  the
Aggregate  Investor  Percentage  of  Collections
processed by the Servicer during the preceding Monthly
Period...........................................................$110,027,795.79
                                                                  --------------

                  11. The aggregate amount, if any, of
withdrawals, drawings or payments under any Credit
Enhancement, if any, required to be made with respect to
any Series outstanding for the preceding Monthly Period..........$          0.00
                                                                  --------------

                  12. The Aggregate Investor Percentage
of  Collections  of Principal  Receivables  processed
by the  Servicer  during the related  Monthly Period is
equal to.........................................................$110,027,795.79
                                                                  --------------

                  13. The amount equal to the Aggregate
Investor Percentage of Annual Membership Fees deposited
to the Finance Charge Account or any Series Account on
or before the Transfer Date during the current month is
equal to.........................................................$     62,944.84
                                                                  --------------

                  14. The aggregate amount of Interchange
to be deposited in the Finance Charge Account on the
Transfer Date of the current month is equal to...................$  1,582,971.08
                                                                  --------------

                  15. The aggregate amount of all sums
payable to the Investor Certificateholder of each Series
on the succeeding Distribution Date with respect to
Certificate Principal............................................$          0.00
                                                                  --------------

                  16. The aggregate amount of all sums
payable to the Investor Certificateholder of each
Series on the succeeding Distribution Date with respect
to Certificate Interest..........................................$  3,671,866.04
                                                                  --------------

                  17. The aggregate amount of Default
Amounts processed by the Servicer as of the end of the
last day of the preceding Monthly Period.........................$ 43,859,165.36
                                                                  --------------

                  18. To the knowledge of the undersigned, there are no Liens on
any Receivables in the Trust except as described below:

                                      None



                  IN WITNESS  WHEREOF,  the  undersigned  has duly  executed and
delivered this certificate this 11th day of JANUARY, 1999.
                                --------------------------

                                     BANK OF AMERICA NATIONAL ASSOCIATION

                                     Transferor and Servicer

                                     By:  /s/ MARGARET A. SPRUDE
                                          -----------------------------
                                          Name:  Margaret A. Sprude
                                          Title: SVP & Chief Financial Officer



              MONTHLY SERIES 1998-B CERTIFICATEHOLDERS' STATEMENT
              ---------------------------------------------------

                                 Series 1998-B

                      BANK OF AMERICA NATIONAL ASSOCIATION
- --------------------------------------------------------------------------------

                          BA MASTER CREDIT CARD TRUST
- --------------------------------------------------------------------------------

         The  information  which is required to be prepared  with respect to the
Distribution Date of JANUARY 15, 1999, and with respect to the performance of
                     ----------------
the Trust during the related Monthly Period.

         Capitalized terms used in this Statement have their respective meanings
set forth in the Pooling and Servicing Agreement.

     A.  Information Regarding the Current Monthly Distribution (Stated on the
         ---------------------------------------------------------------------
         Basis of $1,000 Original Certificate Principal Amount)
         ------------------------------------------------------

         1.  The amount of the current monthly distribution
             in respect of Class A Monthly Principal...........$         0.00000
                                                                ----------------

         2.  The amount of the current monthly distribution
             in respect of Class B Monthly Principal...........$         0.00000
                                                                ----------------

         3.  The amount of the current monthly distribution
             in respect of Collateral Monthly Principal........$         0.00000
                                                                ----------------

         4.  The amount of the current monthly distribution
             in respect of Class A Monthly Interest............$         4.86999
                                                                ----------------

         5.  The amount of the current monthly distribution
             in respect of Class A Deficiency Amounts..........$         0.00000
                                                                ----------------

         6.  The amount of the current monthly distribution
             in respect of Class A Additional Interest.........$         0.00000
                                                                ----------------

         7.  The amount of the current monthly distribution
             in respect of Class B Monthly Interest............$         5.00777
                                                                ----------------

         8.  The amount of the current monthly distribution
             in respect of Class B Deficiency Amounts..........$         0.00000
                                                                ----------------

         9.  The amount of the current monthly distribution
             in respect of Class B Additional Interest.........$         0.00000
                                                                ----------------

        10.  The amount of the current monthly distribution
             in respect of Collateral Monthly Interest.........$         5.26179
                                                                ----------------

        11.  The amount of the current monthly distribution
             in respect of any accrued and unpaid Collateral
             Monthly Interest..................................$         0.00000
                                                                ----------------

     B.  Information Regarding the Performance of the Trust

         1.  Collection of Principal Receivables

             (a) The aggregate amount of Collections of
                 Principal  Receivables  processed during
                 the related Monthly Period which were
                 allocated in respect of the Class A
                 Certificates..................................$   95,174,043.35
                                                                ----------------

             (b) The aggregate amount of Collections of
                 Principal  Receivables  processed during
                 the related  Monthly Period which were
                 allocated in respect of the Class B
                 Certificates..................................$    6,051,528.76
                                                                ----------------

             (c) The aggregate amount of Collections of
                 Principal Receivables processed during
                 the related Monthly Period which were
                 allocated in respect of the Collateral
                 Interest......................................$    8,802,223.68
                                                                ----------------

         2.  Principal Receivables in the Trust

             (a) The aggregate amount of Principal
                 Receivables in the Trust as of the end
                 of the day on the last day of the
                 related Monthly Period........................$6,643,099,213.99
                                                                ----------------

             (b) The amount of Principal Receivables in
                 the Trust represented by the Investor
                 Interest of Series 1997-A as of the end
                 of the day on the last day of the related
                 Monthly Period................................$  750,000,000.00
                                                                ----------------

             (c) The amount of Principal Receivables in
                 the Trust represented by the Series
                 1997-A Adjusted Investor Interest as of
                 the end of day on the last day of the
                 related Monthly Period.......... .............$  750,000,000.00
                                                                ----------------

             (d) The amount of Principal Receivables in
                 the Trust represented by the Class A
                 Investor Interest as of the end of the
                 day on the last day of the related
                 Monthly Period................................$  648,750,000.00
                                                                ----------------

             (e) The amount of Principal Receivables in
                 the Trust represented by the Class A
                 Adjusted Investor Interest as of the end
                 of day on the last day of the related
                 Monthly Period................................$  648,750,000.00
                                                                ----------------

             (f) The amount of Principal Receivables in
                 the Trust represented by the Class B
                 Investor Interest as of the end of the
                 day on the last day of the related
                 Monthly Period................................$   41,250,000.00
                                                                ----------------

             (g) The amount of Principal Receivables in
                 the Trust represented by the Collateral
                 Interest as of the end of the day on the
                 last day of the related Monthly Period........$   60,000,000.00
                                                                ----------------

             (h) The Floating Investor Percentage with
                 respect to the related Monthly Period.........         11.3710%
                                                                ----------------

             (i) The Class A Floating Allocation with
                 respect to the related Monthly Period.........           86.50%
                                                                ----------------

             (j) The Class B Floating Allocation with
                 respect to the related Monthly Period.........            5.50%
                                                                ----------------

             (k) The Collateral Floating Allocation with
                 respect to the related Monthly Period.........            8.00%
                                                                ----------------

             (l) The Fixed Investor Percentage with
                 respect to the related Monthly Period.........              N/A
                                                                ----------------

             (m) The Class A Fixed Allocation with respect
                 to the related Monthly Period.................              N/A
                                                                ----------------

             (n) The Class B Fixed Allocation with respect
                 to the related Monthly Period.................              N/A
                                                                ----------------

             (o) The Collateral Fixed Allocation with
                 respect to the related Monthly Period.........              N/A
                                                                ----------------

         3.  Delinquent Balances
             -------------------

             The aggregate amount of outstanding balances in the
             Accounts which were delinquent as of the end of the
             day on the last day of the related Monthly Period:

                                             Aggregate             Percentage of
                                              Account                  Total
                                              Balance               Receivables
                                             ---------             -------------

             (a)  31 - 60 days            $108,080,998.55             1.5998%
             (b)  61 - 90 days            $ 68,380,433.02             1.0122%
             (c)  91 - or more days       $126,675,983.85             1.8751%
             Total....................... $303,137,415.42             4.4871%

         4.  Investor Default Amount
             -----------------------

             (a) The Aggregate Investor Default Amount
                 for the related Monthly Period................$    4,987,225.69
                                                                ----------------

             (b) The Class A Investor Default Amount
                 for the related Monthly Period................$    4,313,950.22
                                                                ----------------

             (c) The Class B Investor Default Amount
                 for the related Monthly Period................$      274,297.41
                                                                ----------------

             (d) The Collateral Default Amount for
                 the related Monthly Period....................$      398,978.06
                                                                ----------------

         5.  Investor Charge Offs
             --------------------

             (a) The aggregate amount of Class A
                 Investor Charge Offs for the related
                 Monthly Period................................$            0.00
                                                                ----------------

             (b) The aggregate amount of Class A
                 Investor Charge Offs set forth in
                 5(a) above per $1,000 of original
                 certificate principal amount..................$            0.00
                                                                ----------------

             (c) The aggregate amount of Class B
                 Investor Charge Offs for the related
                 Monthly Period................................$            0.00
                                                                ----------------

             (d) The aggregate amount of Class B
                 Investor Charge Offset forth in 5(c)
                 above per $1,000 of original
                 certificate principal amount..................$            0.00
                                                                ----------------

             (e) The aggregate amount of Collateral
                 Charge Offs for the related Monthly
                 Period........................................$            0.00
                                                                ----------------

             (f) The aggregate amount of Collateral
                 Charge Offs set forth in 5(e)  above
                 per  $1,000 of original certificate
                 principal amount..............................$            0.00
                                                                ----------------

             (g) The aggregate amount of Class A
                 Investor Charge Offs reimbursed on
                 the Transfer Date immediately preceding
                 this Distribution Date .......................$            0.00
                                                                ----------------

             (h) The aggregate amount of Class A
                 Investor Charge  Offs  set  forth
                 in 5(g)  above  per $1,000 original
                 certificate principal amount
                 reimbursed on the Transfer Date
                 immediately preceding this Distribution
                 Date..........................................$            0.00
                                                                ----------------

             (i) The aggregate amount of Class B
                 Investor Charge Offs  reimbursed
                 on the Transfer Date immediately
                 preceding this Distribution Date .............$            0.00
                                                                ----------------

             (j) The aggregate amount of Class B
                 Investor Charge Offs set forth
                 in 5(i)  above  per $1,000 original
                 certificate principal amount reimbursed
                 on the Transfer Date  immediately
                 preceding this Distribution Date..............$            0.00
                                                                ----------------

             (k) The aggregate amount of Collateral
                 Charge Offs reimbursed on the Transfer
                 Date immediately preceding this
                 Distribution Date.............................$            0.00
                                                                ----------------

             (l) The aggregate amount of Collateral
                 Charge Offs set forth in 5(k) above
                 per $1,000 original certificate
                 principal amount reimbursed on the
                 Transfer Date immediately preceding
                 Distribution Date.............................$            0.00
                                                                ----------------

         6.  Investor Servicing Fee
             ----------------------

             (a) The amount of the Class A Servicing
                 Fee payable by the Trust to the
                 Servicer for the related Monthly
                 Period........................................$      540,625.00
                                                                ----------------

             (b) The amount of the Class B Servicing
                 Fee payable by the Trust to the 
                 Servicer for the related Monthly
                 Period........................................$       34,375.00
                                                                ----------------

             (c) The amount of the Collateral Servicing
                 Fee payable by the Trust to the
                 Servicer for the related Monthly Period.......$       50,000.00
                                                                ----------------

             (d) The amount of Servicer Interchange
                 payable by the Trust to the Servicer
                 for the related Monthly Period................$      625,000.00
                                                                ----------------

         7.  Reallocations
             -------------

             (a) The amount of Reallocated Collateral
                 Principal Collections with respect
                 to this Distribution Date.....................$            0.00
                                                                ----------------

             (b) The amount of Reallocated Class B
                 Principal Collections with respect
                 to this Distribution Date.....................$            0.00
                                                                ----------------

             (c) The Collateral Interest as of the
                 close of business on this Distribution
                 Date..........................................$   60,000,000.00
                                                                ----------------

             (d) The Class B Investor Interest as
                 of the close of business on this
                 Distribution Date.............................$   41,250,000.00
                                                                ----------------

         8.  Collection of Finance Charge Receivables
             ----------------------------------------

             (a) The aggregate amount of Collections
                 of Finance Charge Receivables
                 processed during the related Monthly
                 Period  which  were allocated in
                 respect of the Class A Certificates...........$   11,057,930.73
                                                                ----------------

             (b) The aggregate amount of Collections
                 of Finance Charge Receivables
                 processed during the related Monthly
                 Period which were allocated in respect
                 of the Class B Certificates...................$      703,105.42
                                                                ----------------

             (c) The aggregate  amount of Collections of
                 Finance Charge Receivables  processed
                 during the related Monthly Period which
                 were allocated in respect of the
                 Collateral Interest...........................$    1,022,698.80
                                                                ----------------

         9.  Principal Funding Account
             -------------------------

             (a) The principal amount on deposit in the
                 Principal Funding Account on the
                 related Transfer Date.........................$            0.00
                                                                ----------------

             (b) The Accumulation Shortfall with respect
                 to the related Monthly Period.................$            0.00
                                                                ----------------

             (c) The Principal Funding Investment
                 Proceeds deposited in the Finance
                 Charge Account on the related
                 Transfer Date.................................$            0.00
                                                                ----------------

             (d) The Principal Funding Investment
                 Shortfall.....................................$            0.00
                                                                ----------------

             (e) The amount of all or  the portion of
                 the Reserve Draw Amount deposited in
                 the Finance Charge Account on the
                 related Transfer Date from the Reserve
                 Account.......................................$            0.00
                                                                ----------------

        10.  Reserve Draw Amount...............................$            0.00
             -------------------                                ----------------

        11.  Available Funds
             ---------------

             (a) The amount of Class A Available
                 Funds on deposit in the Finance
                 Charge Account on the related
                 Transfer Date.................................$   11,057,930.73
                                                                ----------------

             (b) The amount of Class B Available
                 Funds on deposit in the Finance
                 Charge Account on the related
                 Transfer Date.................................$      703,105.42
                                                                ----------------

             (c) The amount of Collateral Available
                 Funds on deposit in the Finance
                 Charge Account on the related
                 Transfer Date.................................$    1,022,698.80
                                                                ----------------

        12.  Portfolio Yield
             ---------------

             (a) The Portfolio Yield (Net) for the
                 related Monthly Period........................         13.4744%
                                                                ----------------

             (b) The Portfolio Adjusted Yield for
                 the related Monthly Period....................          5.0837%
                                                                ----------------

     C.  Floating Rate Determinations
         ----------------------------

         1.  LIBOR for the Interest Period ending on
             this Distribution Date.............................        5.53547%
                                                                ----------------

             Class A Certificate Rate..........................         5.65547%
                                                                ----------------
             Class B Certificate Rate..........................         5.81547%
                                                                ----------------
         
         
                                BANK OF AMERICA NATIONAL ASSOCIATION

                                Transferor and Servicer



                                By: \s\ MARGARET A. SPRUDE
                                    ------------------------------------
                                    Name:  Margaret A. Sprude
                                    Title: SVP & Chief Financial Officer



                   SCHEDULE TO MONTHLY SERVICER'S CERTIFICATE
                      MONTHLY PERIOD ENDING December 31, 1998
                                            -----------------
                      BANK OF AMERICA NATIONAL ASSOCIATION
                    BA MASTER CREDIT CARD TRUST SERIES 1998-B


      1.  The aggregate amount of the Investor Percentage
          of Collections of Principal Receivables..............  $110,027,795.79
                                                                 ---------------

      2.  The aggregate amount of the Investor Percentage
          of Collections of Finance Charge Receivables
          (excluding Interchange)................................$ 11,825,763.87
                                                                  --------------

      3.  The aggregate amount of the Investor Percentage
          of Interchange.........................................$  1,582,971.08
                                                                  --------------

      4.  The aggregate amount of Servicer Interchange...........$    625,000.00
                                                                  --------------

      5.  The aggregate amount of funds on deposit in
          Finance Charge Account allocable to the Series
          1998-A Certificates................................... $ 12,783,734.95
                                                                  --------------

      6.  The aggregate amount of funds on deposit in
          the Principal Account allocable to the Series
          1998-A  Certificates...................................$110,027,795.79
                                                                  --------------

      7.  The aggregate amount of funds on deposit in
          the Principal Funding Account allocable to
          the Series 1998-A Certificates.........................$          0.00
                                                                  --------------

      8.  The aggregate amount to be withdrawn from the
          Finance Charge Account and paid in accordance
          with the Loan Agreement pursuant to Section 4.11.......$          0.00
                                                                  --------------

      9.  The excess, if any, of the Required Collateral
          Interest over the Collateral Interest..................$          0.00
                                                                  --------------

     10.  The Collateral Interest on the Transfer Date
          of the current calendar month, after giving
          effect to the deposits and withdrawals specified
          above, is equal to.....................................$ 60,000,000.00
                                                                  --------------

     11. The amount of Monthly Interest, Deficiency
         Amounts and Additional Interest payable to the
         (i)  Class A Certificateholders.........................$  3,159,404.75
                                                                  --------------

         (ii) Class B Certificateholders.........................$    206,570.34
                                                                  --------------

         (iii)Collateral Interest Holder.........................$    315,707.62
                                                                  --------------

     12. The amount of principal payable to the
         (i)  Class A Certificateholders.........................$          0.00
                                                                  --------------

         (ii) Class B Certificateholders.........................$          0.00
                                                                  --------------

         (iii)Collateral Interest Holder.........................$          0.00
                                                                  --------------

     13. The sum of all amounts payable to the
         (i)  Class A Certificateholders.........................$  3,159,404.75
                                                                  --------------

         (ii) Class B Certificateholders ........................$    206,570.34
                                                                  --------------

         (iii)Collateral Interest Holder.........................$    315,707.62
                                                                  --------------

     14. To the knowledge of the undersigned, no Series
         1998-B  Pay Out  Event or  Trust  Pay Out  Event
         has occurred except as described below:

                                    None



                   IN WITNESS WHEREOF, the undersigned has duly executed
          and delivered this Certificate this 11th day of JANUARY, 1999.
                                              --------------------------

                                 BANK OF AMERICA NATIONAL ASSOCIATION

                                 Transferor and Servicer


                                 By:  /s/ MARGARET A. SPRUDE
                                      --------------------------------------
                                      Name:  Margaret A. Sprude
                                      Title: SVP & Chief Financial Officer



                         MONTHLY SERVICER'S CERTIFICATE
                         ------------------------------
                      (This represents Series 1998-B only)

                      Monthly Period Ending December 31, 1998
                                            -----------------
                      Bank of America National Association
                      ------------------------------------

                           BA MASTER CREDIT CARD TRUST
                           ---------------------------


                  1. Capitalized  terms  used in this  Certificate  have  their
respective meanings set forth in the Pooling and Servicing Agreement;  provided,
                                                                       --------
that the "preceding  Monthly  Period" shall mean the Monthly Period  immediately
preceding  the  calendar  month in which this  Certificate  is  delivered.  This
Certificate  is  delivered  pursuant to  subsection  3.04 (b) of the Pooling and
Servicing  Agreement.  References herein to certain sections and subsections are
references  to the  respective  sections  and  subsections  of the  Pooling  and
Servicing Agreement.

                  2. Bank of America National  Association is Servicer under the
Pooling and Servicing Agreement.

                  3. The undersigned is a Servicing Officer.

                  4. The date of this Certificate is a Determination  Date under
the Pooling and Servicing Agreement.

                  5. The aggregate amount of Collections
processed during the preceding Monthly Period was equal to
(excluding Annual Membership Fees and Interchange).............$1,068,243,594.44
                                                                ----------------

                  6. The Aggregate Investor Percentage of
Receivables processed by the Servicer during the preceding
Monthly Period was equal to....................................$  131,661,965.77
                                                                ----------------

                  7. The Aggregate Investor Percentage of
Collections of Finance Charge Receivables processed by the
Servicer during the preceding Monthly Period was equal to
(excluding Annual Membership Fees and Interhcange).............$   11,762,819.03
                                                                ----------------

                  8. The aggregate amount of Receivables
processed by the Servicer as of the end of the last day
of the preceding Monthly Period................................$1,157,874,995.80
                                                                ----------------

                  9. Of the  balance on deposit in the
Finance  Charge  Account, the amount  attributable  to
the Aggregate  Investor  Percentage of  Collections
processed by the Servicer during the preceding Monthly
Period ........................................................$   13,408,734.95
                                                                ----------------

                  10. Of the balance on deposit in the
Principal  Account,  the amount   attributable  to  the
Aggregate  Investor  Percentage  of  Collections
processed by the Servicer during the preceding Monthly
Period.........................................................$  110,027,795.79
                                                                ----------------

                  11. The aggregate amount, if any, of
withdrawals, drawings or payments under any Credit
Enhancement, if any, required to be made with respect to
any Series outstanding for the preceding Monthly Period........$            0.00
                                                                ----------------

                  12. The Aggregate Investor Percentage
of  Collections  of Principal  Receivables  processed
by the  Servicer  during the related  Monthly Period is
equal to.......................................................$  110,027,795.79
                                                                ----------------

                  13. The amount equal to the Aggregate
Investor Percentage of Annual Membership Fees deposited
to the Finance Charge Account or any Series Account on
or before the Transfer Date during the current month is
equal to.......................................................$       62,944.84
                                                                ----------------

                  14. The aggregate amount of Interchange
to be deposited in the Finance Charge Account on the
Transfer Date of the current month is equal to.................$    1,582,971.08
                                                                ----------------

                  15. The aggregate amount of all sums
payable to the Investor Certificateholder of each Series
on the succeeding Distribution Date with respect to
Certificate Principal..........................................$            0.00
                                                                ----------------

                  16. The aggregate amount of all sums
payable to the Investor Certificateholder of each
Series on the succeeding Distribution Date with respect
to Certificate Interest........................................$    3,681,682.71
                                                                ----------------

                  17. The aggregate amount of Default
Amounts processed by the Servicer as of the end of the
last day of the preceding Monthly Period.......................$   43,859,165.36
                                                                ----------------

                  18. To the knowledge of the undersigned, there are no Liens on
any Receivables in the Trust except as described below:

                                      None



                  IN WITNESS  WHEREOF,  the  undersigned  has duly  executed and
delivered this certificate this 11th day of JANUARY, 1999.
                                -------------------------

                                     BANK OF AMERICA NATIONAL ASSOCIATION

                                     Transferor and Servicer

                                     By:  /s/ MARGARET A. SPRUDE
                                          -----------------------------
                                          Name:  Margaret A. Sprude
                                          Title: SVP & Chief Financial Officer



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