UNITED STATES
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
DATE OF REPORT (Date of earliest event reported): JUNE 11, 1998
FIRST NBC CREDIT CARD MASTER TRUST
(Issuer of the Certificates)
FIRST NATIONAL BANK OF COMMERCE
(Exact name of registrant as specified in its charter)
LOUISIANA 333-24023 72-0269760
(State or other jurisdiction of (Commission File Number) (IRS Employer
incorporation) Identification Number)
210 BARONNE STREET, NEW ORLEANS, LOUISIANA 70112
(Address of principal executive offices - Zip Code)
Registrant's telephone number, including area code: (504) 623-1371
N/A
(Former name, former address and former
fiscal year, if changed since last report)
<PAGE>
ITEM 5. OTHER EVENTS.
On June 12, 1998, BANC ONE CORPORATION ("BANC ONE") and First
Commerce Corporation ("FCC") consummated an agreement and plan of
merger (the "Merger Agreement") entered into on October 20, 1997,
pursuant to which FCC was merged with a wholly-owned subsidiary of BANC
ONE (the "Merger"), with FCC as the surviving corporation, and FCC's
name was changed to Louisiana Banc One Corporation ("LBO"). LBO is now
a wholly-owned subsidiary of BANC ONE. First National Bank of Commerce
("First NBC"), the Transferor and Servicer, is a wholly-owned
subsidiary of LBO. The Merger Agreement does not specify any change to
the separate existence of the subsidiary banks, including First NBC,
upon consummation of the merger, but it is expected that it will
ultimately be merged with other banks affiliated with BANC ONE.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
EXHIBIT NO. DOCUMENT DESCRIPTION
20.1 Monthly Servicer's Certificate, Series 1997-1
20.2 Monthly Holders' Statement, Series 1997-1
<PAGE>
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
FIRST NATIONAL BANK OF COMMERCE
(Registrant)
By: /s/ Thomas L. Callicutt, Jr.
----------------------------
Thomas L. Callicutt, Jr.
First Commerce Corporation
Executive Vice President, Controller and
Principal Accounting Officer
Date: June 19, 1998
INDEX TO EXHIBITS
SEQUENTIAL
EXHIBIT NO. DOCUMENT DESCRIPTION PAGE NO.
20.1 Monthly Servicer's Certificate, Series 1997-1 5
20.2 Monthly Holders' Statement, Series 1997-1 10
<PAGE>
EXHIBIT 20.1
MONTHLY SERVICERS CERTIFICATE
First National Bank of Commerce
New Orleans, Louisiana
First NBC Credit Card Master Trust
Series 1997-1
For the 6/11/98 Determination Date
For the 10th Monthly Period
The undersigned, a duly authorized representative of First National Bank of
Commerce, as Servicer, pursuant to Pooling and Servicing Agreement (the
"Pooling and Servicing Agreement"), dated as of August 1, 1997 by and between
First National Bank of Commerce and The First National Bank of Chicago, as
Trustee, does hereby certify as follows:
1. Capitalized terms used in this Certificate have their respective meanings
as 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 3.4(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, as amended by the applicable Series Supplement.
2. First National Bank of Commerce is Servicer under the Pooling and
Servicing Agreement.
3. The undersigned is a Servicing Officer.
4. The date of this Certificate is June 11, 1998, which is a Determination
Date under the Pooling and Servicing Agreement.
5. The aggregate amount of Collections processed during the preceding Monthly
Period [equal to 5(a) plus 5(b)] was $123,505,374.
(a) The aggregate amount of Collections of Finance Charge Receivables
collected during the preceding Monthly Period (the "Collections of
Finance Charge Receivables") was $13,427,969.
(b) The aggregate amount of Collections of Principal Receivables collected
during the preceding Monthly Period (the "Collections of Principal
Receivables") was $110,077,405.
6. The aggregate amount of Receivables as of the end of the last day of the
preceding Monthly Period was $821,768,441.
7. Included is an authentic copy of the statements required to be delivered
by the Servicer on the date of this Certificate to the Paying Agent
pursuant to Article V.
<PAGE>
8. To the knowledge of the undersigned, there are no liens on any Receivables
in the Trust except as described below:
None.
9. The amount, if any, by which the sum of the balance of the Excess Funding
Account and the Aggregate Principal Receivables exceeds the Minimum
Aggregate Principal Receivables required to be maintained pursuant to the
Pooling and Servicing Agreement, is equal to $521,768,441.
10. The amount, if any, of the withdrawal of the Specified Deposit from the
Finance Charge Account required to be made by the Trustee pursuant to
subsection 4.3(a) of the Pooling and Servicing Agreement on the related
Transfer Date is $0.
<TABLE>
<CAPTION>
11. Monthly Period Trust Activity
(a) Trust Activity Total Trust
============== ===========
<S> <C>
Beginning Aggregate Principal 825,535,710
Receivables
Beginning Excess Funding Account 0
Balance
Beginning Total Principal Balance 825,535,710
Collections of Finance Charge 13,427,969
Receivables
Discount Percentage 0
Discount Option Receivables 0
Collections
Net Recoveries 0
Total Collections of Finance Charge 13,427,969
Receivables
Total Collections of Principal 110,077,405
Receivables
Net Default Amount 3,873,251
Minimum Aggregate Principal 300,000,000
Receivables Balance
Ending Aggregate Principal Receivables 821,768,441
Ending Excess Funding Account Balance 0
Ending Total Principal Balance 821,768,441
</TABLE>
<TABLE>
<CAPTION>
(b) Series Allocations Series 1997-1 All Series
================== ==========================
<S> <C> <C>
Group Number 1
Investor Interest 300,000,000 300,000,000
Adjusted Investor Interest 300,000,000 300,000,000
Principal Funding Account Balance 0 0
Minimum Transferor Interest 57,523,791 57,523,791
Group I Allocations Series 1997-1 Total Group I
=================== ===========================
Investor Finance Charge Collections 4,879,728 4,879,728
Investor Monthly Interest 1,546,116 1,546,116
Investor Monthly Fees (Servicing Fees) 500,000 500,000
Investor Default Amounts 1,407,540 1,407,540
Investor Additional Amounts 0 0
Total 3,453,656 3,453,656
Reallocated Investor Finance Charge 4,879,728 4,879,728
Collections
Available Excess 4,126,072 1,426,072
</TABLE>
<TABLE>
<CAPTION>
12 Series 1997-1 Certificates
Series 1997-1 Total Investor Transferor's
(a) Investor/Transferor Allocatio Allocations Interest Interest
===========================================================================================
<S> <C> <C> <C>
Beginning Investor/Transferor Amounts 825,535,710 300,000,000 525,535,710
Beginning Adjusted Investor Interest 825,535,710 300,000,000 525,535,710
Floating Investor Percentage 100.00000% 36.34003% 63.65997%
Fixed Investor Percentage 0 0 0
Collections of Finance Chg. 13,427,969 4,879,728 8,548,241
Receivables
Collections of Principal Receivables 110,077,405 40,002,162 70,075,243
Net Default Amount 3,873,251 1,407,540 2,465,711
Ending Investor/Transferor Amounts 821,768,441 300,000,000 521,768,441
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
Collateral
(b) Monthly Period Funding Requirements Class A Class B Interest Total
=============================================================================================================
<S> <C> <C> <C> <C>
Principal Funding Account 0.00 0.00 0.00 0.00
Principal Funding Investment Proceeds 0.00 0.00 0.00 0.00
Withdrawal from Reserve Account 0.00 0.00 0.00 0.00
Available Reserve Account Amount 0.00 0.00 0.00 0.00
Required Reserve Account Amount 0.00 0.00 0.00 0.00
Coupon 6.15000% 6.35000% 6.25625% 6.17091%
Floating Investor Percentage 31.43413% 2.54380% 2.36210% 36.34003%
Fixed Investor Percentage 0.00 0.00 0.00 0.00
Investor Monthly Interest 1,329,938 111,125 105,053 1,546,116
Overdue Monthly Interest 0 0 0 0
Additional Interest 0 0 0 0
Total Interest Due 1,329,938 111,125 105,053 1,546,116
Investor Default Amounts 1,217,523 98,527 91,940 1,407,540
Investor Monthly Fees 432,500 35,000 32,500 500,000
Investor Additional Amounts 0 0 0 0
Total Due 2,979,961 244,652 229,043 3,453,656
</TABLE>
<TABLE>
<CAPTION>
Collateral
(c) Certificates - Balances and Class A Class B Interest Total
Distributions
=============================================================================================================
<S> <C> <C> <C> <C>
Beginning Investor Interest 259,500,000 21,000,000 19,500,000 300,000,000
Monthly Principal-Prin. Funding 0 0 0 0
Account
Principal Payments 0 0 0 0
Interest Payments 1,329,938 111,125 105,053 1,546,116
Total Payments 1,329,938 111,125 105,053 1,546,116
Ending Investor Interest 259,500,000 21,000,000 19,500,000 300,000,000
</TABLE>
<TABLE>
<CAPTION>
<S> <C>
(d) Information regarding Payments in respect
of the Class A Investor Charge-Offs
(per $1,000 original certificate principal
amount)
1. Total Payment 5.125000
2. Amount of Payment in respect of 5.125000
Class A Monthly Interest
3. Amount of Payment in respect of 0.000000
Class A Overdue Monthly Interest
4. Amount of Payment in respect of 0.000000
Class A Additional Interest
5. Amount of Payment in respect of 0.000000
Class A Principal
</TABLE>
<TABLE>
<CAPTION>
(e) Class A Investor
<S> <C>
Charge-Offs/Reimbursement of Class A
Investor Charge-Offs
1. Total amount of Class A Investor 0.00
Charge-Offs
2. Amount of Class A Investor 0.00
Charge-Offs per $1,000 original
certificate principal amount
3. Total amount reimbursed in 0.00
respect of Class A Investor
Charge-Offs
4. Amount reimbursed in respect of 0.00
Class A Investor Charge-Offs per
$1,000 original principal amount
5. The amount, if any, by which the outstanding
Principal Balance of the Class A Certificates
exceeds the Class A Adjusted Investor Interest
after giving effect to all 0.00
transactions on such Distribution
Date
</TABLE>
<TABLE>
<CAPTION>
<S> <C>
(f) Information regarding Payments in
respect of the Class B Certificates
(per $1,0900 original certificate
principal amount)
1. Total Payment 5.291670
2. Amount of Payment in respect of 5.291670
Class B Monthly Interest
3. Amount of Payment in respect of 0.000000
Class B Overdue Monthly Interest
4. Amount of Payment in respect of 0.000000
Class B Additional Interest
5. Amount of Payment in respect of 0.000000
Class B Principal
</TABLE>
<TABLE>
<CAPTION>
<S> <C>
(g) Amount of reductions in Class B
Investor Interest pursuant to
clauses (c), (d) and (e) of the
definition of Class B Investor
Interest
1. Amount of reductions in Class B 0.00
Investor Interest
2. Amount of reductions in Class B 0.00
Investor Interest per $1,000
original certificate principal
amount
3. Total amount reimbursed in 0.00
respect of reductions of Class B
Investor Interest
</TABLE>
<PAGE>
<TABLE>
<S> <C>
4. Amount reimbursed in respect of 0.00
reductions of Class B Investor
Interest per $1,000 original
principal amount
5. The amount, if any, by which the 0.00
outstanding Principal Balance of
the Class B Certificates exceeds
the Class B Investor
Interest after giving effect to
all transactions on such
Distribution Date
</TABLE>
<TABLE>
<CAPTION>
<S> <C>
(h) Information regarding Distribution in
respect of the Collateral Interest
1. Total distribution 5.387330
2. Amount of distribution in respect 5.387330
of Collateral Monthly Interest
3. Amount of distribution in respect 0.000000
of Collateral Overdue Interest
4. Amount of distribution in respect 0.000000
of Collateral Monthly Principal
(i) Amount of reductions in Collateral
Interest pursuant to clauses (c), (d)
and (e) of the definition of Collateral
Interest
1. Amount of reductions in 0.00
Collateral Interest
2. Total amount reimbursed in 0.00
respect of reduction of Collateral
Interest
(j) Application of Reallocated Investor
Finance Charge Collections
1. Class A Available Funds 4,220,965
(a) Class A Monthly Interest 1,329,938
(b) Class A Overdue Monthly 0
Interest
(c) Class A Additional Interest 0
(d) Class A Servicing Fee 432,500
(e) Class A Investor Default 1,217,523
Amount
(f) Excess Spread 1,241,004
2. Class B Available Funds 341,581
(a) Class B Monthly Interest 111,125
(b) Class B Overdue Monthly 0
Interest
(c) Class B Additional Interest 0
(d) Class B Servicing Fee 35,000
(e) Excess Spread 195,456
3. Collateral Holder Available Funds 317,812
(a) Excess Spread 317,182
4. Total Excess Spread 1,753,642
(k) Application of Excess Spread and
Excess Finance Charge Collections
Allocated to Series 1997-1
1. Beginning Excess Spread 1,753,642
2. Excess Finance Charge Collections 0
3. Applied to fund Class A Required 0
Amount
4. Unreimbursed Class A Investor 0
Charge-Offs
5. Applied to fund Class B Required 98,527
Amount
6. Reduction of Class B Investor 0
Interest treated as Available
Principal Collections
7. Applied to Collateral Monthly 105,053
Interest and unpaid Collateral
Monthly Interest
8. Applied to Collateral Interest 32,500
Servicing Fee and any overdue
Collateral Interest Servicing Fee
9. Collateral Investor Default 91,490
Amount treated as Available
Principal Collections
10. Reductions of Collateral 0
Interest treated as Available
Principal Collections
11. Deposit to Reserve Account (if 0
required)
12. Applied to other amounts owed to 0
Collateral Interest Holder
13. Balance to constitute Excess 1,426,072
Finance Charge Collections for
other series
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
<S> <C>
13 Trust Performance
(a) Delinquencies
1. 31-59 days 13,066,476
2. 60-89 days 8,364,749
3. 90 days and over 12,767,796
4. Total 30+ days delinquent 34,199,021
(b) Base Rate 8.171%
a. Current Monthly Period 8.171%
b. Prior Monthly Period 8.173%
c. Second Prior Monthly Period
(c) Three Month Average Base Rate 8.172%
(d) Portfolio Yield (gross portfolio yield less net defaults
a. Current Monthly Period 13.88875%
b. Prior Monthly Period 13.86360%
c. Second Prior Monthly Period 14.80756%
(e) Three Month Average Portfolio 14.18664%
Yield
(f) Excess Spread Percentage
a. Current Monthly Period 5.71784%
b. Prior Monthly Period 5.69260%
c. Second Prior Monthly Period 6.63456%
(g) Three Monthly Average Excess 6.01500%
Spread Percentage
(h) Monthly Payment Rate (total 14.96063%
collections/beginning aggregate
principal receivables)
(i) Portfolio Adjusted Yield 5.21784%
</TABLE>
IN WITNESS WHEREOF, the undersigned has duly executed and delivered
this certificate this 11th day of June, 1998.
FIRST NATIONAL BANK OF COMMERCE,
As Servicer
By: /s/ Jane B. Truett
---------------------------------
Name: Jane B. Truett
Title: Vice President and Controller
EXHIBIT 20.2
MONTHLY HOLDER'S STATEMENT
First National Bank of Commerce
New Orleans, Louisiana
- -------------------------------------------------------------------------------
First NBC Credit Card Master Trust
Series 1997-1
June 11, 1998
- -------------------------------------------------------------------------------
Under the Pooling and Servicing Agreement (the "Pooling and Servicing
Agreement") dated as of August 1, 1997 by and between First National Bank of
Commerce, as Seller and Servicer ("FNBC"), and The First National Bank of
Chicago, as Trustee, (the "Trustee"), as amended and supplemented by the Series
1997-1 Supplement dated as of August 1, 1997 by and between FNBC and the
Trustee, FNBC, as Servicer, is required to prepare certain information for each
Distribution Date regarding current distributions to Certificateholders and the
performance of the First NBC Credit Card Master Trust (the "Trust") during the
previous period. The information which is required to be prepared with respect
to the distribution on the June 15,1998 Distribution Date, and with respect to
the performance of the Trust during the month of 5/1/98 to 5/31/98 is set forth
below. Certain of the information is presented on the basis of an original
principal amount of $1,000 per Series 1997-1 Certificate (a "Certificate").
Certain other information is presented based on the aggregate amounts for the
Trust as a whole. Capitalized terms used in this Monthly Statement have their
respective meanings set forth in the Pooling and Servicing Agreement and the
Supplement.
<TABLE>
<CAPTION>
<S> <C>
A Series 1997-1
1. Information regarding Payments in respect of the Class A Certificates
(per $1,000 original certificate principal amount)
a. Total Payment 0.051250
b. Amount of Payment in respect of Class A Monthly Interest 0.051250
c. Amount of Payment in respect of Class A Overdue Monthly Interest 0.000000
d. Amount of Payment in respect of Class A Additional Interest 0.000000
e. Amount of Payment in respect of Class A Principal 0.000000
2. Class A Investor Charge-Offs/Reimbursement of Class A Investor Charge-Offs
a. Total amount of Class A Investor Charge-Offs 0.000000
b. Amount of Class A Investor Charge-Offs per $1,000 original certificate 0.000000
Principal amount
c. Total amount reimbursed in respect of Class A Investor Charge-Offs 0.000000
d. Amount reimbursed in respect of Class A Investor Charge-Offs per 0.000000
$1,000 original certificate principal amount
e. The amount, if any, by which the outstanding Principal Balance of the 0.000000
Class A Certificates exceeds the Class A Adjusted Investor Interest after
giving effect to all transactions on such Distribution Date
3. Information regarding Payments in respect of the Class B Certificates
(per $1,000 original certificate principal amount)
a. Total Payment 5.291670
b. Amount of Payment in respect of Class B Monthly Interest 5.291670
c. Amount of Payment in respect of Class B Overdue Monthly Interest 0.000000
d. Amount of Payment in respect of Class B Additional Interest 0.000000
e. Amount of Payment in respect of Class B Principal 0.000000
<PAGE>
4. Amount of reductions in Class B Investor Interest pursuant to clauses
(c), (d) and (e) of the definition of Class B Investor Interest
a. Amount of reductions in Class B Investor Interest 0.000000
b. Amount of reduction in Class B Investor Interest per $1,000 original 0.000000
certificate principal amount)
c. Total amount reimbursed in respect of reductions of Class B Investor 0.000000
Interest
d. Amount reimbursed in respect of reductions of Class B Investor 0.000000
Interest per $1,000 original certificate principal amount
e. The amount, if any, by which the outstanding Principal Balance of 0.000000
the Class Certificates exceeds the Class B Investor Interest after giving
effect to all transactions on such Distribution Date
5. Information regarding Distribution in respect of the Collateral
Interest
a. Total distribution 5.387330
b. Amount of distribution in respect of Collateral Monthly Interest 5.387330
c. Amount of distribution in respect of Collateral Overdue Interest 0.000000
d. Amount of distribution in respect of Collateral Monthly Principal 0.000000
6. Amount of reductions in Collateral Interest pursuant to clauses (c),
(d) and (e) of the definition of Collateral Interest
a. Amount of reductions in Collateral Interest 0.000000
b. Total amount reimbursed in respect of reductions of Collateral 0.000000
Interest
B Trust Performance
1. Delinquencies
a. 31-59 days 13,066,476
b. 60-89 days 8,364,749
c. 90 days and over 12,767,796
d. Total 30+ days delinquent 34,199,021
2. Base Rate
a. Current Monthly Period 8.171%
b. Prior Monthly Period 8.171%
c. Second Prior Monthly Period 8.173%
3. Three Month Average Base Rate 8.172%
4. Portfolio Yield (gross portfolio yield less net defaults)
a. Current Monthly Period 13.88875%
b. Prior Monthly Period 13.86360%
c. Second Prior Monthly Period 14.80756%
5. Three Month Average Portfolio Yield 14.18664%
6. Excess Spread Percentage
a. Current Monthly Period 5.71784%
b. Prior Monthly Period 5.69260%
c. Second Prior Monthly Period 6.63456%
7. Three Month Average Excess Spread Percentage 6.01500%
8. Monthly payment Rate (total collections/beginning aggregate principal 14.96063%
receivables)
9. Portfolio Adjusted Yield 5.21784%
</TABLE>
<PAGE>
FIRST NATIONAL BANK OF COMMERCE,
As Servicer
By: /s/ Jane B. Truett
------------------------------
Name: Jane B. Truett
Title: Vice President and Controller