FCC NATIONAL BANK
8-K, 1999-06-11
ASSET-BACKED SECURITIES
Previous: RICHFOOD HOLDINGS INC, 8-K, 1999-06-11
Next: EMCON, SC 14D9/A, 1999-06-11



<PAGE>

                                   FORM 8-K
                      SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C. 20549


                                CURRENT REPORT


Pursuant to Section 13 or 15(d) of the Securities Exchange Act of l934

Date of Report (Date of earliest event reported)       June 11, 1999
                                                --------------------------------

- --------------------------------------------------------------------------------

         FCC National Bank on Behalf of First Chicago Master Trust II
- --------------------------------------------------------------------------------
            (Exact name of registrant as specified in its charters)


  United States of America               0-16337                 51-0269396
- --------------------------------------------------------------------------------
(State or other jurisdiction           (Commission              (IRS Employer
     of incorporation)                File Numbers)          Identification No.)


One Gateway Center, 300 King Street, Wilmington, Delaware            19801
- --------------------------------------------------------------------------------
         (Address of principal executive office)                  (Zip Code)


Registrant's telephone number, including area code:   302-656-5020

                                    1 of 88
                            Exhibit Index on Page 5
<PAGE>

Item 5.   Other Events.
- ------

     The Registrant's hereby incorporates by reference the information contained
in Exhibit 28 hereto in response to this Item 5.


Item 7.   Financial Statements and Exhibits.
- -------

(c) Exhibits
       28A.  Monthly Servicer's Certificate -
             Floating Rate Asset Backed
             Certificates Series 1994-J, Floating Rate
             Credit Card Certificates Series 1994-K, 7.15%
             Credit Card Certificates Series 1994-L, Floating Rate
             Credit Card Certificates Series 1995-M, Floating Rate
             Credit Card Certificates Series 1995-N, Floating Rate
             Credit Card Certificates Series 1995-O, Floating Rate
             Credit Card Certificates Series 1995-P, Floating
             Rate Asset Backed Certificates Series 1996-Q, Floating
             Rate Asset Backed Certificates Series 1996-R,
             Floating Rate Asset Backed Certificates Series 1996-S, Floating
             Rate Asset Backed Certificates Series 1997-T, Floating Rate
             Asset Backed Certificates Series 1997-U, Floating Rate Asset
             Backed Certificates Series 1998-V, and Floating Rate Asset Backed
             Certificates Series 1999-W.

       28B.  Certificateholder's Payment Date Statement -
             First Chicago Master Trust II Floating Rate Asset
             Backed Certificates Series 1994-J.

                                    2 of 88
<PAGE>

       28C.  Certificateholder's Payment Date Statement-
             First Chicago Master Trust II Floating Rate Credit Card
             Certificates Series 1994-K.

       28D.  Certificateholder's Payment Date Statement-
             First Chicago Master Trust II 7.15% Credit Card
             Certificates Series 1994-L.

       28E.  Certificateholder's Payment Date Statement-
             First Chicago Master Trust II Floating Rate Credit Card
             Certificates Series 1995-M.

       28F.  Certificateholder's Payment Date Statement-
             First Chicago Master Trust II Floating Rate Credit Card
             Certificates Series 1995-N.

       28G.  Certificateholder's Payment Date Statement-
             First Chicago Master Trust II Floating Rate Credit Card
             Certificates Series 1995-O.

       28H.  Certificateholder's Payment Date Statement-
             First Chicago Master Trust II Floating Rate Credit Card
             Certificates Series 1995-P.

       28I.  Certificateholder's Payment Date Statement-
             First Chicago Master Trust II Floating Rate Asset Backed
             Certificates Series 1996-Q.

       28J.  Certificateholder's Payment Date Statement-First Chicago
             Master Trust II Floating Rate Asset Backed Certificates
             Series 1996-R.

       28K.  Certificateholder's Payment Date Statement-First Chicago
             Master Trust II Floating Rate Asset Backed Certificates
             Series 1996-S.

       28L.  Certificateholder's Payment Date Statement-First Chicago
             Master Trust II Floating Rate Asset Backed Certificates
             Series 1997-T.

       28M.  Certificateholder's Payment Date Statement-First Chicago
             Master Trust II Floating Rate Asset Backed Certificates
             Series 1997-U.

       28N.  Certificateholder's Payment Date Statement-First Chicago
             Master Trust II Floating Rate Asset Backed Certificates
             Series 1998-V.

       28O.  Certificateholder's Payment Date Statement-First Chicago
             Master Trust II Floating Rate Asset Backed Certificates
             Series 1999-W.

                                    3 of 88
<PAGE>

                                  SIGNATURES

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

                               FCC NATIONAL BANK
                               ----------------------------------


Date: June 11, 1999        By  /s/  Sharon A. Renchof
                               --------------------------------
                               Title: Assistant Secretary

                                    4 of 88
<PAGE>

                               INDEX TO EXHIBITS


Exhibit                 Description of
Number                      Exhibit
- -------                 --------------
  28A.          Monthly Servicer's Certificate -
                  Floating Rate Asset Backed
                  Certificates Series 1994-J, Floating Rate
                  Credit Card Certificates Series 1994-K, 7.15%
                  Credit Card Certificates Series 1994-L,
                  Floating Rate Credit Card Certificates Series
                  1995-M, Floating Rate Credit Card
                  Certificates Series 1995-N, Floating Rate
                  Credit Card Certificates Series 1995-O,
                  Floating Rate Credit Card Certificates
                  Series 1995-P, Floating Rate Asset
                  Backed Certificates Series 1996-Q, Floating
                  Rate Asset Backed Certificates Series
                  1996-R, Floating Rate Asset Backed
                  Certificates Series 1996-S,
                  Floating Rate Asset Backed Certificates Series 1997-T,
                  Floating Rate Asset Backed Certificates Series 1997-U,
                  Floating Rate Asset Backed Certificates Series 1998-V and
                  Floating Rate Asset Backed Certificates Series 1999-W.

                                    5 of 88
<PAGE>

  28B.   Certificateholder's Payment Date
           Statement - First Chicago Master
           Trust II Floating Rate Asset Backed
           Certificates Series 1994-J.

  28C.   Certificateholder's Payment Date
           Statement - First Chicago Master
           Trust II Floating Rate Credit Card
           Certificates Series 1994-K.

  28D.   Certificateholder's Payment Date
           Statement - First Chicago Master
           Trust II 7.15% Credit Card
           Certificates Series 1994-L.

  28E.   Certificateholder's Payment Date
           Statement - First Chicago Master
           Trust II Floating Rate Credit Card
           Certificates Series 1995-M.

  28F.   Certificateholder's Payment Date
           Statement - First Chicago Master
           Trust II Floating Rate Credit Card
           Certificates Series 1995-N.

  28G.   Certificateholder's Payment Date
           Statement - First Chicago Master
           Trust II Floating Rate Credit Card
           Certificates Series 1995-O.

  28H.   Certificateholder's Payment Date
           Statement - First Chicago Master
           Trust II Floating Rate Credit Card
           Certificates Series 1995-P.

  28I.   Certificateholder's Payment Date
           Statement - First Chicago Master
           Trust II Floating Rate Asset Backed
           Certificates Series 1996-Q.

  28J.   Certificateholder's Payment Date
           Statement - First Chicago Master
           Trust II Floating Rate Asset Backed
           Certificates Series 1996-R.

  28K.   Certificateholder's Payment Date
           Statement - First Chicago Master
           Trust II Floating Rate Asset Backed
           Certificates Series 1996-S.

  28L.   Certificateholder's Payment Date
           Statement - First Chicago Master
           Trust II Floating Rate Asset Backed
           Certificates Series 1997-T.

  28M.   Certificateholder's Payment Date
           Statement - First Chicago Master
           Trust II Floating Rate Asset Backed
           Certificates Series 1997-U.

  28N.   Certificateholder's Payment Date
           Statement - First Chicago Master
           Trust II Floating Rate Asset Backed
           Certificates Series 1998-V.

  28O.   Certificateholder's Payment Date
           Statement - First Chicago Master
           Trust II Floating Rate Asset Backed
           Certificates Series 1999-W.

                                    6 of 88
<PAGE>

                                                                     EXHIBIT 28A


                        MONTHLY SERVICER'S CERTIFICATE

                               FCC National Bank

                ----------------------------------------------

                         First Chicago Master Trust II
                                 June 7, 1999

                ----------------------------------------------


The undersigned, duly authorized representatives of FCC National Bank ("FCCNB"),
as Servicer pursuant to the Pooling and Servicing Agreement dated as of June 1,
1990, as amended and supplemented, (the "Pooling and Servicing Agreement") by
and between FCCNB, as Seller and Servicer and Norwest Bank Minnesota, National
Association, as Trustee, does hereby certify as follows:

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

    2.  FCCNB is as of the date hereof the Seller and the Servicer under the
        Pooling and Servicing Agreement.

    3.  The undersigned are Servicing Officers.

    4.  The aggregate amount of Collections processed for
        the Due Period for this Distribution Date was
        equal to............................................. $4,654,322,002.13

    5.  (a)  The aggregate amount of such Collections
        allocated to Principal Receivables for the Due Period for
        this Distribution Date was equal to.................. $4,416,712,392.13

        (b)  The aggregate amount of such Collections allocated
        to Finance Charge Receivables for the Due Period for this
        Distribution Date was equal to.......................   $237,609,610.00

    6.  (a)  The aggregate Interchange Amount (which will be
        included as Finance Charge Receivables for all Series) for
        this Distribution Date was equal to..................    $57,521,194.56

        (b)  The aggregate Net Recoveries Amount (which will be
        included as Finance Charge Receivables for all Series) for
        this Distribution Date was equal to..................     $4,384,160.72

    7.  The Invested Pecentage of Collections allocated to Principal
        Receivables for the Due Period was equal to for:

             Series 1994 - J ..................................  3.050%
             Series 1994 - K ..................................  3.050%
             Series 1994 - L ..................................  3.050%
             Series 1995 - M ..................................  3.486%
             Series 1995 - N ..................................  3.486%
             Series 1995 - O ..................................  3.486%
             Series 1995 - P ..................................  3.486%
             Series 1996 - Q ..................................  6.275%
             Series 1996 - R ..................................  2.789%
             Series 1996 - S ..................................  4.880%
             Series 1997 - T ..................................  4.183%
             Series 1997 - U ..................................  2.789%
             Series 1998 - V ..................................  6.972%
             Series 1999 - W ..................................  5.229%

                                    7 of 88
<PAGE>

     8.   The Invested Percentage of Collections allocated to Finance Charge
          Receivables for the Due Period was equal to for:

              Series 1994 - J................................... 1.525%
              Series 1994 - K................................... 2.288%
              Series 1994 - L................................... 2.288%
              Series 1995 - M................................... 3.486%
              Series 1995 - N................................... 1.429%
              Series 1995 - O................................... 3.486%
              Series 1995 - P................................... 3.486%
              Series 1996 - Q................................... 6.275%
              Series 1996 - R................................... 2.789%
              Series 1996 - S................................... 4.880%
              Series 1997 - T................................... 4.183%
              Series 1997 - U................................... 2.789%
              Series 1998 - V................................... 6.972%
              Series 1999 - W................................... 5.229%

     9.   The Invested Percentage with respect to the Investor Default Amount
          for the Due Period was equal to for:

              Series 1994 - J................................... 1.525%
              Series 1994 - K................................... 2.288%
              Series 1994 - L................................... 2.288%
              Series 1995 - M................................... 3.486%
              Series 1995 - N................................... 1.429%
              Series 1995 - O................................... 3.486%
              Series 1995 - P................................... 3.486%
              Series 1996 - Q................................... 6.275%
              Series 1996 - R................................... 2.789%
              Series 1996 - S................................... 4.880%
              Series 1997 - T................................... 4.183%
              Series 1997 - U................................... 2.789%
              Series 1998 - V................................... 6.972%
              Series 1999 - W................................... 5.229%

   10.    The aggregate amount of drawings or payments, if any, under the
          Enhancement, if any, required to be made on the next succeeding
          Distribution Date is equal to for:

              Series 1994 - J................................... $0.00
              Series 1994 - K................................... $0.00
              Series 1994 - L................................... $0.00
              Series 1995 - M................................... $0.00
              Series 1995 - N................................... $0.00
              Series 1995 - O................................... $0.00
              Series 1995 - P................................... $0.00
              Series 1996 - Q................................... $0.00
              Series 1996 - R................................... $0.00
              Series 1996 - S................................... $0.00
              Series 1997 - T................................... $0.00
              Series 1997 - U................................... $0.00
              Series 1998 - V................................... $0.00
              Series 1999 - W................................... $0.00

                                    8 of 88
<PAGE>

     11.  The amount of interest due on the Cash Collateral Account loan, if
          applicable, required to be paid on the next Distribution Date is equal
          to for:

               Series 1994 - J...................................   $10,197.71
               Series 1994 - K...................................   $20,188.28
               Series 1994 - L...................................   $13,275.56
               Series 1995 - M...................................        $0.00
               Series 1995 - N...................................        $0.00
               Series 1995 - O...................................        $0.00
               Series 1995 - P...................................        $0.00
               Series 1996 - Q...................................        $0.00
               Series 1996 - R...................................        $0.00
               Series 1996 - S...................................        $0.00
               Series 1997 - T...................................        $0.00
               Series 1997 - U...................................        $0.00
               Series 1998 - V...................................        $0.00
               Series 1999 - W...................................        $0.00

     12.  The amount of Monthly Servicing Fee required to be paid on the next
          succeeding Distribution Date is equal to for:

               Series 1994 - J...................................   $416,666.67
               Series 1994 - K...................................   $625,000.00
               Series 1994 - L...................................   $625,000.00
               Series 1995 - M...................................   $952,380.95
               Series 1995 - N...................................   $390,402.80
               Series 1995 - O...................................   $952,380.95
               Series 1995 - P...................................   $952,380.95
               Series 1996 - Q................................... $1,714,285.71
               Series 1996 - R...................................   $761,904.77
               Series 1996 - S................................... $1,333,333.34
               Series 1997 - T................................... $1,142,857.14
               Series 1997 - U...................................   $761,904.77
               Series 1998 - V................................... $1,904,761.90
               Series 1999 - W................................... $1,428,571.43

     13.  The aggregate amount payable to Investor Certificateholders on the
          succeeding Distribution Date in respect of interest is equal to for:

               Series 1994 - J................................... $1,026,076.39
               Series 1994 - K................................... $1,529,296.87
               Series 1994 - L................................... $2,234,375.00
               Series 1995 - M................................... $2,377,539.68
               Series 1995 - N...................................   $959,754.01
               Series 1995 - O................................... $2,401,185.49
               Series 1995 - P................................... $2,374,895.84
               Series 1996 - Q................................... $4,195,160.72
               Series 1996 - R................................... $1,845,825.14
               Series 1996 - S................................... $3,273,741.05
               Series 1997 - T................................... $2,771,226.19
               Series 1997 - U................................... $1,864,515.88
               Series 1998 - V................................... $4,834,118.87
               Series 1999 - W................................... $3,539,512.79

                                    9 of 88
<PAGE>

     14.  The aggregate amount payable to Investor Certificateholders on the
          succeeding Distribution Date in respect of principal is equal to for:

               Series 1994 - J...............................    $41,666,666.67
               Series 1994 - K...............................    $41,666,666.67
               Series 1994 - L...............................    $41,666,666.67
               Series 1995 - M...............................             $0.00
               Series 1995 - N...............................    $48,169,556.67
               Series 1995 - O...............................             $0.00
               Series 1995 - P...............................             $0.00
               Series 1996 - Q...............................             $0.00
               Series 1996 - R...............................    $38,535,646.33
               Series 1996 - S...............................             $0.00
               Series 1997 - T...............................             $0.00
               Series 1997 - U...............................             $0.00
               Series 1998 - V...............................             $0.00
               Series 1999 - W...............................             $0.00

     15.  The excess, if any, of the First Chicago Amount
          over the Aggregate Principal Receivables required
          to be maintained pursuant to Agreement............. $7,177,969,213.88

     16.  The First Chicago Amount for the Due Period divided
          by Aggregate Principal Receivables for the Due
          Period.............................................            48.896%

     17.  The Minimum First Chicago Interest Percentage......             7.000%

     18.  Attached hereto is a true and correct copy of the
          statement required to be delivered by the Servicer on
          the date of this Certificate to the Trustee in respect
          of each Series outstanding pursuant to Section 5.
          02(a) of the Agreement, if applicable.

     19.  As of the date hereof, to the best knowledge of
          the undersigned, no default in the performance of the
          obligation of the Servicer under the Pooling and
          Servicing Agreement has occurred or is continuing except
          as follows:........................................              NONE

     20.  As of the date hereof no Liquidation Event has been
          deemed to have occurred for the Due Period for this
          Distribution Date with respect to any Series.

     21.  As of the date hereof, to the best knowledge of the
          undersigned, no Lien has been placed on any of the
          Receivables other than the Lien granted by the Pooling
          and Servicing Agreement.

     22.  During the preceding calendar month, the number of
          newly-originated Accounts was......................            48,793

          IN WITNESS WHEREOF, the undersigned have duly executed
          and delivered this certificate the date first set
          forth above.


                                              FCC National Bank
                                                 as Servicer


                                              By: /s/ James A. Harwood
                                                  --------------------------
                                                   Servicing Officer


                                              By: /s/ Michael J. Kuzlik
                                                  --------------------------
                                                   Servicing Officer

                                   10 of 88
<PAGE>

                                                                     EXHIBIT 28B


             CERTIFICATEHOLDERS' PAYMENT DATE STATEMENT
                          FCC NATIONAL BANK




                   FIRST CHICAGO MASTER TRUST II

                          Series 1994 - J

                           June 7, 1999



     Under the Pooling and Servicing Agreement (the "Pooling and Servicing
Agreement") dated as of June 1, 1990 by and between FCC National Bank, as Seller
and Servicer ("FCCNB"), and Norwest Bank Minnesota, National Association, as
Trustee, (the "Trustee"), as amended and supplemented by the Series 1994 - J
Supplement dated as of May 01, 1994 by and between FCCNB and the Trustee, FCCNB,
as Servicer, is required to prepare certain information for each Payment Date
regarding current distributions to Certificateholders and the performance of the
First Chicago Master Trust II (the "Trust") during the previous period. The
information which is required to be prepared with respect to the distribution on
the June 15, 1999 Payment Date and with respect to the performance of the Trust
during the Due Period for such Payment Date is set forth below. Certain of the
information is presented on the aggregate amounts for the Trust as a whole. All
capitalized terms used herein shall have the respective meanings set forth in
the Pooling and Servicing Agreement.

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

       1. The total amount of the distribution to
          Series 1994 - J Certificateholders on the
          Payment Date per $1,000 interest............................ $85.385


       2. The amount of the distribution set forth
          in paragraph 1 above in respect of
          principal on the Series 1994 - J Certificates,
          per $1,000 interest......................................... $83.333


       3. The amount of the distribution set forth in
          paragraph 1 above in respect of interest on
          the Series 1994 - J Certificates, per $1,000
          interest.................................................... $ 2.052

                                    11 of 88
<PAGE>

   B.  Information Regarding the Performance of the Trust.

       1. Collections of Receivables.

       a. The aggregate amount of Collections of
          Receivables processed for the Due Period
          with respect to the current Distribution
          Date which were allocated in respect of
          the Investor Certificates of all Series ............. $825,633,698.06

       b. The aggregate amount of Collections of
          Receivables processed for the Due Period
          with respect to the current Distribution
          Date which were allocated in respect of the
          Series 1994 - J Certificates......................... $139,027,005.94

       c. The amount of Collections of Receivables
          processed for the Due Period with respect
          to the current Distribution Date which were
          allocated in respect of the Series 1994 - J
          Certificates, per $1,000 interest.................... $       278.054

       d. Excess Finance Charge Collections allocated
          in respect of the Series 1994 - J Certificates,
          if any............................................... $          0.00

       e. Excess Principal Collections allocated in
          respect of the Series 1994 - J Certificates,
          if any............................................... $          0.00


       2. Receivables in Trust.

       a. Aggregate Principal Receivables for the
          Due Period with respect to the current
          Distribution Date (which reflects the
          Principal Receivables represented by the
          Exchangeable Seller's Certificate and by
          the Investor Certificates of all Series).......... $16,392,254,932.88


       b. The amount of Principal Receivables in
          the Trust represented by the Series 1994 - J
          Certificates (the "Invested Amount") for
          the Due Period with respect to the current
          Distribution Date.................................... $249,999,999.98

       c. The Invested Percentage with respect to
          Finance Charge Receivables (including
          Interchange) and Defaulted Receivables for
          the Series 1994 - J  Certificates for the Due
          Period with respect to the current Distribution Date.          1.525%

       d. The Invested Percentage with respect to
          Principal Receivables for the Series 1994 - J
          Certificates for the Due Period with respect
          to the current Distribution Date.....................          3.050%

                                    12 of 88
<PAGE>

       3. Delinquent Balances.

          The aggregate amount of outstanding
          balances in the Accounts which were 30
          or more days delinquent as of the end of
          the Due Period for the current Distribution.......... $751,104,924.77

       4. Investor Default Amount.

          The aggregate amount of all Defaulted
          Receivables written off as uncollectible
          during the Due Period with respect
          to the current Distribution Date
          allocable to the Series 1994 - J Certificates
          (the "Investor Default Amount").


       a. Investor Default Amount................................ $1,381,597.94

       b. Recoveries.............................................    $66,863.30

       c. Net Default Receivables................................ $1,314,734.64

       5. Investor Charge-offs.

       a. The amount of the Investor Charge-Offs
          per $1,000 interest after reimbursement
          of any such Investor Charge-Offs for the
          Due Period with respect to the current
          Distribution Date.......................................        $0.00

       b. The amount attributable to Investor Charge-Offs,
          if any, by which the principal balance of
          the Series 1994 - J Certificates exceeds
          the Invested Amount as of the end of the
          day on the Record Date with respect to the current
          Distribution Date.......................................        $0.00

       6. Monthly Servicing Fee.

       a. The amount of the Monthly Servicing Fee
          payable from Available Funds by the
          Trust to the Servicer with respect to
          the current Distribution Date...........................  $156,250.00

       b. The amount of the Interchange Monthly
          Servicing Fee payable to the Servicer
          with respect to the current Distribution Date...........  $260,416.67

       7. Available Cash Collateral Amount.

       a. The amount, if any, withdrawn
          from the Cash Collateral Account
          for the current Distribution Date
          (the "Withdrawal Amount")...............................        $0.00

                                    13 of 88
<PAGE>

       b. The amount available to be withdrawn from
          the Cash Collateral Account (the "Available
          Cash Collateral Amount") as of the end
          of the day on the current Distribution
          Date, after giving effect to all
          withdrawals, deposits and payments to be
          made in respect of the preceding Due
          Period..............................................   $32,500,000.00


       c. The Available Cash Collateral Amount
          as computed in 7.b. as a percentage of the
          Invested Amount of the Series 1994 - J
          Certificates as of such Due Period..................          13.000%


   C.  The Pool Factor.
       ---------------

          The Pool Factor (which represents the ratio
          of the Invested Amount on the last  day
          of the month ending on the Record Date
          adjusted for Investor Charge-Offs set forth
          in B.5.a. above and for the distributions
          of principal set forth in A.2 above to the
          Initial Invested Amount).  The amount of a
          Certificateholder's pro rata share of the
          Invested Amount can be determined by multi-
          plying the original denomination of the
          holder's Certificate by the Pool Factor..............    41.66666666%

   D. Deficit Controlled Amortization Amount.
      ---------------------------------------

      1.  The Deficit Controlled Amortization Amount
          for the preceding Due Period.........................           $0.00


                            FCC National Bank,
                            Servicer



                            By /s/ James A. Harwood
                               _______________________
                            Title: Vice President

                                    14 of 88
<PAGE>

                                                                     EXHIBIT 28C

                  CERTIFICATEHOLDERS' PAYMENT DATE STATEMENT
                               FCC NATIONAL BANK



                ----------------------------------------------
                         FIRST CHICAGO MASTER TRUST II

                                Series 1994 - K

                                 June 7, 1999

                ----------------------------------------------



     Under the Pooling and Servicing Agreement (the "Pooling and Servicing
Agreement") dated as of June 1, 1990 by and between FCC National Bank, as Seller
and Servicer ("FCCNB"), and Norwest Bank Minnesota, National Association, as
Trustee, (the "Trustee"), as amended and supplemented by the Series 1994 - K
Supplement dated as of August 01, 1994 by and between FCCNB and the Trustee,
FCCNB, as Servicer, is required to prepare certain information for each Payment
Date regarding current distributions to Certificateholders and the performance
of the First Chicago Master Trust II (the "Trust") during the previous period.
The information which is required to be prepared with respect to the
distribution on the June 15, 1999 Payment Date and with respect to the
performance of the Trust during the Due Period for such Payment Date is set
forth below. Certain of the information is presented on the aggregate amounts
for the Trust as a whole. All capitalized terms used herein shall have the
respective meanings set forth in the Pooling and Servicing Agreement.

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

       1. The total amount of the distribution to
          Series 1994 - K Certificateholders on the
          Payment Date per $1,000 interest.....................         $86.392

       2. The amount of the distribution set forth
          in paragraph 1 above in respect of
          principal on the Series 1994 - K Certificates,
          per $1,000 interest..................................         $83.333

       3. The amount of the distribution set forth in
          paragraph 1 above in respect of interest on
          the Series 1994 - K Certificates, per $1,000
          interest.............................................          $3.059

                                   15 of 88
<PAGE>

   B.  Information Regarding the Performance of the Trust.

       1. Collections of Receivables.

       a. The aggregate amount of Collections of
          Receivables processed for the Due Period
          with respect to the current Distribution
          Date which were allocated in respect of
          the Investor Certificates of all Series...........    $825,633,698.06

       b. The aggregate amount of Collections of
          Receivables processed for the Due Period
          with respect to the current Distribution
          Date which were allocated in respect of
          the Series 1994 - K Certificates..................    $141,180,764.68

       c. The amount of Collections of Receivables
          processed for the Due Period with respect
          to the current Distribution Date which were
          allocated in respect of the Series 1994 - K
          Certificates, per $1,000 interest.................           $282,362

       d. Excess Finance Charge Collections allocated
          in respect of the Series 1994 - K Certificates,
          if any............................................              $0.00

       e. Excess Principal Collections allocated in
          respect of the Series 1994 - K Certificates,
          if any............................................              $0.00


       2. Receivables in Trust.

       a. Aggregate Principal Receivables for the
          Due Period with respect to the current
          Distribution Date (which reflects the
          Principal Receivables represented by the
          Exchangeable Seller's Certificate and by
          the Investor Certificates of all Series).......... $16,392,254,932.88

       b. The amount of Principal Receivables in
          the Trust represented by the Series 1994 - K
          Certificates (the "Invested Amount") for
          the Due Period with respect to the current
          Distribution Date.................................    $374,999,999.99

       c. The Invested Percentage with respect to
          Finance Charge Receivables (including
          Interchange) and Defaulted Receivables for
          the Series 1994 - K Certificates for the Due
          Period with respect to the current
          Distribution Date.................................             2.288%

       d. The Invested Percentage with respect to
          Principal Receivables for the Series 1994 - K
          Certificates for the Due Period with respect
          to the current Distribution Date..................             3.050%

                                   16 of 88
<PAGE>

       3. Delinquent Balances.

          The aggregate amount of outstanding
          balances in the Accounts which were 30
          or more days delinquent as of the end of
          the Due Period for the current Distribution
          Date................................................. $751,104,924.77

       4. Investor Default Amount.

          The aggregate amount of all Defaulted
          Receivables written off as uncollectible
          during the Due Period with respect
          to the current Distribution Date
          allocable to the Series 1994 - K
          Certificates (the "Investor Default Amount").

       a. Investor Default Amount..............................   $2,072,396.90

       b. Recoveries...........................................     $100,294.93

       c. Net Default Receivables..............................   $1,972,101.97

       5. Investor Charge-offs.

       a. The amount of the Investor Charge-Offs
          per $1,000 interest after reimbursement
          of any such Investor Charge-Offs for the
          Due Period with respect to the current
          Distribution Date....................................           $0.00

       b. The amount attributable to Investor Charge-Offs,
          if any, by which the principal balance of
          the Series 1994 - K Certificates exceeds
          the Invested Amount as of the end of the
          day on the Record Date with respect
          to the current Distribution Date.....................           $0.00

       6. Monthly Servicing Fee.

       a. The amount of the Monthly Servicing Fee
          payable from Available Funds by the
          Trust to the Servicer with respect to
          the current Distribution Date........................     $234,375.00

       b. The amount of the Interchange Monthly
          Servicing Fee payable to the Servicer
          with respect to the current Distribution
          Date.................................................     $390,625.00

       7. Available Cash Collateral Amount.

       a. The amount, if any, withdrawn
          from the Cash Collateral Account
          for the current Distribution Date
          (the "Withdrawal Amount")............................           $0.00

                                   17 of 88
<PAGE>

       b. The amount available to be withdrawn from
          the Cash Collateral Account (the "Available
          Cash Collateral Amount") as of the end
          of the day on the current Distribution
          Date, after giving effect to all
          withdrawals, deposits and payments to be
          made in respect of the preceding Due
          Period...............................................  $54,375,000.00

       c. The Available Cash Collateral Amount
          as computed in 7.b. as a percentage of the
          Invested Amount of the Series 1994 - K
          Certificates as of such Due Period...................         14.500%

   C. The Pool Factor.

          The Pool Factor (which represents the ratio
          of the Invested Amount on the last day
          of the month ending on the Record Date
          adjusted for Investor Charge-Offs set forth
          in B.5.a. above and for the distributions
          of principal set forth in A.2 above to the
          Initial Invested Amount).  The amount of a
          Certificateholder's pro rata share of the
          Invested Amount can be determined by multi-
          plying the original denomination of the
          holder's Certificate by the Pool Factor..............    66.66666666%

   D.  Deficit Controlled Amortization Amount.

       1. The Deficit Controlled Amortization Amount
          for the preceding Due Period.........................           $0.00


                            FCC National Bank,
                            Servicer



                            By /s/ James A. Harwood
                               _____________________

                            Title: Vice President

                                   18 of 88
<PAGE>


                                                                     Exhibit 28D

                  CERTIFICATEHOLDERS' PAYMENT DATE STATEMENT
                               FCC NATIONAL BANK




                         FIRST CHICAGO MASTER TRUST II

                                Series 1994 - L

                                 June 7, 1999




     Under the Pooling and Servicing Agreement (the "Pooling and Servicing
Agreement") dated as of June 1, 1990 by and between FCC National Bank, as Seller
and Servicer ("FCCNB"), and Norwest Bank Minnesota, National Association, as
Trustee, (the "Trustee"), as amended and supplemented by the Series 1994 - L
Supplement dated as of August 01, 1994 by and between FCCNB and the Trustee,
FCCNB, as Servicer, is required to prepare certain information for each Payment
Date regarding current distributions to Certificateholders and the performance
of the First Chicago Master Trust II (the "Trust") during the previous period.
The information which is required to be prepared with respect to the
distribution on the June 15, 1999 Payment Date and with respect to the
performance of the Trust during the Due Period for such Payment Date is set
forth below. Certain of the information is presented on the aggregate amounts
for the Trust as a whole. All capitalized terms used herein shall have the
respective meanings set forth in the Pooling and Servicing Agreement.

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

       1. The total amount of the distribution to
          Series 1994 - L Certificateholders on the
          Payment Date per $1,000 interest.....................         $87.802

       2. The amount of the distribution set forth
          in paragraph 1 above in respect of
          principal on the Series 1994 - L Certificates,
          per $1,000 interest..................................         $83.333

       3. The amount of the distribution set forth in
          paragraph 1 above in respect of interest on
          the Series 1994 - L Certificates, per $1,000
          interest.............................................          $4.469

                                   19 of 88
<PAGE>

   B.  Information Regarding the Performance of the Trust.

       1. Collections of Receivables.

       a. The aggregate amount of Collections of
          Receivables processed for the Due Period
          with respect to the current Distribution
          Date which were allocated in respect of
          the Investor Certificates of all Series.............. $825,633,698.06

       b. The aggregate amount of Collections of
          Receivables processed for the Due Period
          with respect to the current Distribution
          Date which were allocated in respect of
          the Series 1994 - L Certificates..................... $141,180,764.68

       c. The amount of Collections of Receivables
          processed for the Due Period with respect
          to the current Distribution Date which  were
          allocated in respect of the Series 1994 - L
          Certificates, per $1,000 interest....................        $282.362

       d. Excess Finance Charge Collections allocated
          in respect of the Series 1994 - L Certificates,
          if any...............................................            0.00

       e. Excess Principal Collections allocated in
          respect of the Series 1994 - L Certificates,
          if any...............................................           $0.00

       2. Receivables in Trust.

       a. Aggregate Principal Receivables for the
          Due Period with respect to the current
          Distribution Date (which reflects the
          Principal Receivables represented by the
          Exchangeable Seller's Certificate and by
          the Investor Certificates of all Series).......... $16,392,254,932.88

       b. The amount of Principal Receivables in
          the Trust represented by the Series 1994 - L
          Certificates (the "Invested Amount") for
          the Due Period with respect to the current
          Distribution Date.................................... $374,999,999.99

       c. The Invested Percentage with respect to
          Finance Charge Receivables (including
          Interchange) and Defaulted Receivables for
          the Series 1994 - L  Certificates for the Due
          Period with respect to the current
          Distribution Date....................................          2.288%

       d. The Invested Percentage with respect to
          Principal Receivables for the Series 1994 - L
          Certificates for the Due Period with respect
          to the current Distribution Date.....................          3.050%

                                   20 of 88
<PAGE>

       3. Delinquent Balances.

          The aggregate amount of outstanding
          balances in the Accounts which were 30
          or more days delinquent as of the end of
          the Due Period for the current Distribution
          Date................................................. $751,104,924.77

       4. Investor Default Amount.

          The aggregate amount of all Defaulted
          Receivables written off as uncollectible
          during the Due Period with respect
          to the current Distribution Date
          allocable to the Series 1994 - L
          Certificates (the "Investor Default Amount").

       a. Investor Default Amount..............................   $2,072,396.90

       b. Recoveries...........................................     $100,294.93

       c. Net Default Receivables..............................   $1,972,101.97

       5. Investor Charge-offs.

       a. The amount of the Investor Charge-Offs
          per $1,000 interest after reimbursement
          of any such Investor Charge-Offs for the
          Due Period with respect to the current
          Distribution Date....................................            0.00

       b. The amount attributable to Investor Charge-Offs,
          if any, by which the principal balance of
          the Series 1994 - L Certificates exceeds
          the Invested Amount as of the end of the
          day on the Record Date with respect
          to the current Distribution Date.....................           $0.00

       6. Monthly Servicing Fee.

       a. The amount of the Monthly Servicing Fee
          payable from Available Funds by the
          Trust to the Servicer with respect to
          the current Distribution Date........................     $234,375.00

       b. The amount of the Interchange Monthly
          Servicing Fee payable to the Servicer
          with respect to the current Distribution
          Date.................................................     $390,625.00

       7. Available Cash Collateral Amount.

       a. The amount, if any, withdrawn
          from the Cash Collateral Account
          for the current Distribution Date
          (the "Withdrawal Amount")............................           $0.00

                                   21 of 88
<PAGE>

       b. The amount available to be withdrawn from
          the Cash Collateral Account (the "Available
          Cash Collateral Amount") as of the end
          of the day on the current Distribution
          Date, after giving effect to all
          withdrawals, deposits and payments to be
          made in respect of the preceding Due
          Period...............................................  $43,125,000.00

       c. The Available Cash Collateral Amount
          as computed in 7.b. as a percentage of the
          Invested Amount of the Series 1994 - L
          Certificates as of such Due Period...................         11.500%

   C. The Pool Factor.

          The Pool Factor (which represents the ratio
          of the Invested Amount on the last day
          of the month ending on the Record Date
          adjusted for Investor Charge-Offs set forth
          in B.5.a. above and for the distributions
          of principal set forth in A.2 above to the
          Initial Invested Amount). The amount of a
          Certificateholder's pro rata share of the
          Invested Amount can be determined by multi-
          plying the original denomination of the
          holder's Certificate by the Pool Factor..............    66.66666666%

   D.  Deficit Controlled Amortization Amount.

       1. The Deficit Controlled Amortization Amount
          for the preceding Due Period.........................           $0.00


                            FCC National Bank,

                            Servicer



                            By /s/ James A. Harwood
                               __________________________

                            Title:      Vice President

                                   22 of 88
<PAGE>

                                                                     EXHIBIT 28E

                  CERTIFICATEHOLDERS' PAYMENT DATE STATEMENT
                               FCC NATIONAL BANK





                         FIRST CHICAGO MASTER TRUST II

                                Series 1995 - M

                                 June 7, 1999



     Under the Pooling and Servicing Agreement (the "Pooling and Servicing
Agreement") dated as of June 1, 1990 by and between FCC National Bank, as Seller
and Servicer ("FCCNB"), and Norwest Bank Minnesota, National Association, as
Trustee, (the "Trustee"), as amended and supplemented by the Series 1995 - M
Supplement dated as of April 01, 1995 by and between FCCNB and the Trustee,
FCCNB, as Servicer, is required to prepare certain information for each Payment
Date regarding current distributions to Class A Certificateholders and the
performance of the First Chicago Master Trust II (the "Trust") during the
previous period. The information which is required to be prepared with respect
to the distribution on the June 15, 1999 Payment Date and with respect to the
performance of the Trust during the Due Period for such Payment Date is set
forth below. Certain of the information is presented on the aggregate amounts
for the Trust as a whole. All capitalized terms used herein shall have the
respective meanings set forth in the Pooling and Servicing Agreement.

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

      1. The total amount of the distribution to
         Class A Certificateholders on the
         Payment Date per $1,000 interest......................          $4.143

      2. The amount of the distribution set forth
         in paragraph 1 above in respect of
         principal on the Class A Certificates,
         per $1,000 interest...................................          $0.000

      3. The amount of the distribution set forth in
         paragraph 1 above in respect of interest on
         the Class A Certificates, per $1,000 Interest.........          $4.143

                                   23 of 88
<PAGE>

  B.  Information Regarding the Performance of the Trust.

      1. Collections of Receivables.

      a. The aggregate amount of Collections of
         Receivables processed for the Due Period
         with respect to the current Distribution
         Date which were allocated in respect of
         the Investor Certificates of all Series............    $825,633,698.06

      b. The aggregate amount of Collections of
         Receivables processed for the Due Period
         with respect to the current Distribution
         Date which were allocated in respect of
         the Series 1995 - M Certificates...................      $9,845,754.31

      c. The aggregate amount of Collections of
         Receivables processed for the Due
         Period with respect to the current
         Distribution Date which were allocated
         in respect of the Class A Certificates.............      $8,615,035.01

      d. The amount of Collections of Receivables
         processed for the Due Period with respect
         to the current Distribution Date which were
         allocated in respect of Class A
         Certificates, per $1,000 interest..................            $17.230

      e. The amount of Excess Spread for the Due
         Period with respect to the current
         Distribution Date..................................      $4,654,130.86

      f. The amount of Reallocated Principal
         Collections for the Due Period with
         respect to the current Distribution Date
         allocated in respect of the
         Class A Certificates...............................              $0.00

      g. The amount of Excess Finance Charge
         Collections allocated in respect of the
         Series 1995 - M Certificates, if any...............              $0.00

      h. The amount of Excess Principal Collections allocated
         in respect of the Series 1995 - M Certificates,
         if any.............................................              $0.00

      2. Receivables in Trust

      a. Aggregate Principal Receivables for the
         Due Period with respect to the current
         Distribution Date (which reflects the
         Principal Receivables represented by the
         Exchangeable Seller's Certificate and by
         the Investor Certificates of all Series............ $16,392,254,932.88

                                   24 of 88
<PAGE>

      b.  The amount of Principal Receivables in
          the Trust represented by the Series 1995 - M
          Certificates (the "Invested Amount") for
          the Due Period with respect to the current
          Distribution Date.................................... $571,428,572.00

      c.  The amount of Principal Receivables
          in the Trust represented by the Class A
          Certificates (the "Class A Invested Amount")
          for the Due Period with respect to the
          current Distribution Date............................ $500,000,000.00

      d.  The Invested Percentage with respect to
          Finance Charge Receivables (including
          Interchange) and Defaulted Receivables for
          the Series 1995 - M  Certificates for the Due
          Period with respect to the current
          Distribution Date....................................          3.486%

      e.  The Invested Percentage with respect to
          Principal Receivables for the Series 1995 - M
          Certificates for the Due Period with respect
          to the current Distribution Date.....................          3.486%

      f.  The Class A Floating Percentage for the
          Due Period with respect to the current
          Distribution Date....................................          87.50%

      g.  The Class A Principal Percentage for the
          Due Period with respect to the current
          Distribution Date....................................          87.50%

      h.  The Collateral Floating Percentage for the
          Due Period with respect to the current
          Distribution Date....................................          12.50%

      i.  The Collateral Principal Percentage for the
          Due Period with respect to the current
          Distribution Date....................................          12.50%

      3.  Delinquent Balances.

          The aggregate amount of outstanding
          balances in the Accounts which were 30
          or more days delinquent as of the end of
          the Due Period for the current
          Distribution Date.................................... $751,104,924.77

                                   25 of 88
<PAGE>

      4. Investor Default Amount.

      a. The aggregate amount of all Defaulted
         Receivables written off as uncollectible
         during the Due Period with respect
         to the current Distribution Date
         allocable to the Series 1995 - M
         Certificates (the "Investor Default Amount")

         1. Investor Default Amount............................   $3,157,938.14

         2. Recoveries.........................................     $152,830.39

         3. Net Default Receivables............................   $3,005,107.75

      b. The Class A Investor Default Amount

         1. Investor Default Amount............................   $2,763,195.87

         2. Recoveries.........................................     $133,726.59

         3. Net Default Receivables............................   $2,629,469.28

      c. The Collateral Investor Default Amount

         1. Investor Default Amount............................     $394,742.27

         2. Recoveries.........................................      $19,103.80

         3. Net Default Receivables............................     $375,638.47

      5. Investor Charge-offs.

      a. The amount of the Class A Investor
         Charge-Offs per $1,000 interest after
         reimbursement of any such  Class A
         Investor Charge-Offs for the Due Period
         with respect to the current
         Distribution Date.....................................           $0.00

      b. The amount attributable to Class A
         Investor Charge-Offs, if any, by which
         the principal balance of the
         Class A Certificates exceeds the
         Class A Invested Amount as of the end
         of the day on the Record Date with
         respect to the current Distribution Date..............           $0.00

      c. The amount of the Collateral Charge-
         Offs, if any, for the Due Period with
         respect to the current Distribution
         Date..................................................           $0.00

      6. Monthly Servicing Fee.

      a. The amount of the Monthly Servicing Fee
         payable by the Trust to the Servicer
         with respect to the current Distribution
         Date..................................................     $357,142.86

                                   26 of 88
<PAGE>

      b. The amount of the Interchange Monthly
         Servicing Fee payable to the Servicer
         with respect to the current Distribution
         Date..................................................     $595,238.09

      7. Available Cash Collateral Amount.

      a. The amount, if any, withdrawn
         from the Cash Collateral Account
         for the current Distribution Date
         (the "Withdrawal Amount").............................           $0.00

      b. The amount available to be withdrawn from
         the Cash Collateral Account as of the
         end of the day on the current Distribution
         Date, after giving effect to all with-
         drawals, deposits and payments to be
         made on such Distribution Date (the
         "Available Cash Collateral Amount"
         for the next Distribution Date).......................   $5,714,286.00

      c. The amount as computed in 7.b as a
         percentage of the Class A Invested
         Amount after giving effect to all
         reductions thereof on the current
         Distribution Date.....................................          1.143%

      8. Collateral Invested Amount.

      a. The Collateral Invested Amount for the
         current Distribution Date.............................  $71,428,572.00

      b. The Collateral Invested Amount after
         giving effect to all withdrawals, deposits, and
         payments on the current Distribution
         Date..................................................  $71,428,572.00

      9. Total Enhancement.

      a. The total Enhancement for the current
         Distribution Date.....................................  $77,142,858.00

      b. The total Enhancement after giving ef-
         fect to all withdrawals, deposits and
         payments on the current Distribution
         Date..................................................  $77,142,858.00

                                   27 of 88
<PAGE>

  C. The Pool Factor.

         The Pool Factor (which represents the ratio
         of the Class A Invested Amount on the last  day
         of the month ending on the Record Date
         adjusted for Class A Investor Charge-Offs set
         forth in B.5.a. above and for the distributions
         of principal set forth in A.2 above to the
         Class A Initial Invested Amount).  The amount
         of a Class A Certificateholder's pro rata share
         of the Class A Invested Amount can be determined
         by multiplying the original denomination of the
         holder's Class A Certificate by the Pool
         Factor................................................   100.00000000%


  D. Deficit Controlled Amortization Amount.

      1. The Deficit Controlled Amortization Amount
         for the preceding Due Period..........................           $0.00


                             FCC National Bank,
                             Servicer



                             By /s/ James A. Harwood
                                _______________________

                             Title:    Vice President

                                   28 of 88
<PAGE>

                                                                     EXHIBIT 28F

                  CERTIFICATEHOLDERS' PAYMENT DATE STATEMENT
                               FCC NATIONAL BANK



               ------------------------------------------------

                         FIRST CHICAGO MASTER TRUST II

                                Series 1995 - N

                                 June 7, 1999

               ------------------------------------------------

          Under the Pooling and Servicing Agreement (the "Pooling and Servicing
Agreement") dated as of June 1, 1990 by and between FCC National Bank, as Seller
and Servicer ("FCCNB"), and Norwest Bank Minnesota, National Association, as
Trustee, (the "Trustee"), as amended and supplemented by the Series 1995 - N
Supplement dated as of April 01, 1995 by and between FCCNB and the Trustee,
FCCNB, as Servicer, is required to prepare certain information for each Payment
Date regarding current distributions to Class A Certificate-holders and the
performance of the First Chicago Master Trust II (the "Trust") during the
previous period. The information which is required to be prepared with respect
to the distribution on the June 15, 1999 Payment Date and with respect to the
performance of the Trust during the Due Period for such Payment Date is set
forth below. Certain of the information is presented on the aggregate amounts
for the Trust as a whole. All capitalized terms used herein shall have the
respective meanings set forth in the Pooling and Servicing Agreement.


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

     1. The total amount of the distribution to
        Class A Certificateholders on the
        Payment Date per $1,000 interest. . . . . . . . . . .           $85.033

     2. The amount of the distribution set forth
        in paragraph 1 above in respect of
        principal on the Class A Certificates,
        per $1,000 interest . . . . . . . . . . . . . . . . .           $83.333

     3. The amount of the distribution set forth in
        paragraph 1 above in respect of interest on
        the Class A Certificates, per $1,000 Interest . . . .            $1.699

                                   29 of 88
<PAGE>

  B.  Information Regarding the Performance of the Trust.

      1. Collections of Receivables.

      a. The aggregate amount of Collections of
         Receivables processed for the Due Period
         with respect to the current Distribution
         Date which were allocated in respect of
         the Investor Certificates of all Series. . . . . . .    $825,633,698.06

      b. The aggregate amount of Collections of
         Receivables processed for the Due Period
         with respect to the current Distribution
         Date which were allocated in respect of
         the Series 1995 - N Certificates . . . . . . . . . .    $158,001,130.31

      c. The aggregate amount of Collections of
         Receivables processed for the Due
         Period with respect to the current
         Distribution Date which were allocated
         in respect of the Class A Certificates . . . . . . .    $138,309,086.37

      d. The amount of Collections of Receivables
         processed for the Due Period with respect
         to the current Distribution Date which were
         allocated in respect of Class A
         Certificates, per $1,000 interest. . . . . . . . . .           $276.618

      e. The amount of Excess Spread for the Due
         Period with respect to the current
         Distribution Date. . . . . . . . . . . . . . . . . .      $1,888,658.43

      f. The amount of Reallocated Principal
         Collections for the Due Period with
         respect to the current Distribution Date
         allocated in respect of the
         Class A Certificates . . . . . . . . . . . . . . . .              $0.00

      g. The amount of Excess Finance Charge
         Collections allocated in respect of the
         Series 1995 - N Certificates,
         if any . . . . . . . . . . . . . . . . . . . . . . .              $0.00

      h. The amount of Excess Principal Collections allocated
         in respect of the Series 1995 - N Certificates,
         if any . . . . . . . . . . . . . . . . . . . . . . .              $0.00


      2. Receivables in Trust.

      a. Aggregate Principal Receivables for the
         Due Period with respect to the current
         Distribution Date (which reflects the
         Principal Receivables represented by the
         Exchangeable Seller's Certificate and by
         the Investor Certificates of all Series) . . . . . . $16,392,254,932.88

                                   30 of 88
<PAGE>

     b. The  amount of Principal Receivables in
        the Trust represented by the Series 1995 - N
        Certificates (the "Invested Amount") for
        the Due Period with respect to the current
        Distribution Date . . . . . . . . . . . . . . . . . .   $234,241,675.31

     c. The amount of Principal Receivables
        in the Trust represented by the Class A
        Certificates (the "Class A Invested Amount")
        for the Due Period with respect to the
        current Distribution Date . . . . . . . . . . . . . .   $208,333,333.31

     d. The Invested Percentage with respect to
        Finance Charge Receivables (including
        Interchange) and Defaulted Receivables for
        the Series 1995 - N Certificates for the Due
        Period with respect to the current
        Distribution Date . . . . . . . . . . . . . . . . . .            1.429%

     e. The Invested Percentage with respect to
        Principal Receivables for the Series 1995 - N
        Certificates for the Due Period with respect
        to the current Distribution Date. . . . . . . . . . .            3.486%

     f. The Class A Floating Percentage for the
        Due Period with respect to the current
        Distribution Date . . . . . . . . . . . . . . . . . .            88.94%

     g. The Class A Principal Percentage for the
        Due Period with respect to the current
        Distribution Date . . . . . . . . . . . . . . . . . .            87.50%

     h. The Collateral Floating Percentage for the
        Due Period with respect to the current
        Distribution Date . . . . . . . . . . . . . . . . . .            11.06%

     i. The Collateral Principal Percentage for the
        Due Period with respect to the current
        Distribution Date . . . . . . . . . . . . . . . . . .            12.50%

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

        The aggregate amount of outstanding
        balances in the Accounts which were 30
        or more days delinquent as of the end of
        the Due Period for the current Distribution
        Date. . . . . . . . . . . . . . . . . . . . . . . . .   $751,104,924.77

                                   31 of 88
<PAGE>

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

     a. The aggregate amount of all Defaulted
        Receivables written off as uncollectible
        during the Due Period with respect
        to the current Distribution Date
        allocable to the Series 1995 - N
        Certificates (the "Investor Default Amount")

        1.  Investor Default Amount. . . . . . . . . . . . . .    $1,294,511.25

        2.  Recoveries . . . . . . . . . . . . . . . . . . . .       $62,648.68

        3.  Net Default Receivables. . . . . . . . . . . . . .    $1,231,862.57

     b. The Class A Investor Default Amount

        1.  Investor Default Amount. . . . . . . . . . . . . .    $1,151,331.61

        2.  Recoveries . . . . . . . . . . . . . . . . . . . .       $55,719.42

        3.  Net Default Receivables. . . . . . . . . . . . . .    $1,095,612.19

     c. The Collateral Investor Default Amount

        1. Investor Default Amount . . . . . . . . . . . . . .      $143,179.64

        2. Recoveries. . . . . . . . . . . . . . . . . . . . .        $6,929.26

        3. Net Default Receivables . . . . . . . . . . . . . .      $136,250.38

     5. Investor Charge-offs.
        ---------------------

     a. The amount of the Class A Investor
        Charge-Offs per $1,000 interest after
        reimbursement of any such Class A
        Investor Charge-Offs for the Due Period
        with respect to the current Distribution
        Date . . . . . . . . . . . . . . . . . . . . . . . . .            $0.00

     b. The amount attributable to Class A
        Investor Charge-Offs, if any, by which
        the principal balance of the
        Class A Certificates exceeds the
        Class A Invested Amount as of the end
        of the day on the Record Date with
        respect to the current Distribution Date . . . . . . .            $0.00

     c. The amount of the Collateral Charge-
        Offs, if any, for the Due Period with
        respect to the current Distribution
        Date . . . . . . . . . . . . . . . . . . . . . . . . .            $0.00

     6. Monthly Servicing Fee.
        ----------------------

     a. The amount of the Monthly Servicing Fee
        payable by the Trust to the Servicer
        with respect to the current Distribution
        Date . . . . . . . . . . . . . . . . . . . . . . . . .      $146,401.05

                                   32 of 88
<PAGE>

     b. The amount of the Interchange Monthly
        Servicing Fee payable to the Servicer
        with respect to the current Distribution
        Date . . . . . . . . . . . . . . . . . . . . . . . .        $244,001.75

     7. Available Cash Collateral Amount.
        ---------------------------------

     a. The amount, if any, withdrawn
        from the Cash Collateral Account
        for the current Distribution Date
        (the "Withdrawal Amount"). . . . . . . . . . . . . .              $0.00

     b. The amount available to be withdrawn from
        the Cash Collateral Account as of the
        end of the day on the current Distribution
        Date, after giving effect to all with-
        drawals, deposits and payments to be
        made on such Distribution Date (the
        "Available Cash Collateral Amount"
        for the next Distribition Date). . . . . . . . . . .      $5,714,286.00

     c. The amount as computed in 7.b as a
        percentage of the Class A Invested
        Amount after giving effect to all re-
        ductions thereof on the current Dist-
        ribution Date. . . . . . . . . . . . . . . . . . . .             3.429%

     8. Collateral Invested Amount.
        ---------------------------

     a. The Collateral Invested Amount for the
        current Distribution Date . . . . . . . . . . . . . .    $25,908,342.00

     b. The Collateral Invested Amount after
        giving effect to all withdrawals, deposits, and
        payments on the current Distribution
        Date. . . . . . . . . . . . . . . . . . . . . . . . .    $19,405,452.00

     9. Total Enhancement.
        ------------------

     a. The total Enhancement for the current
        Distribution Date . . . . . . . . . . . . . . . . . .    $31,622,628.00

     b. The total Enhancement after giving ef-
        fect to all withdrawals, deposits and
        payments on the current Distribution
        Date. . . . . . . . . . . . . . . . . . . . . . . . .    $25,119,738.00

                                   33 of 88
<PAGE>

     C. The Pool Factor.

           The Pool Factor (which represents the ratio
           of the Class A Invested Amount on the last  day
           of the month ending on the Record Date
           adjusted for Class A Investor Charge-Offs set
           forth in B.5.a. above and for the distributions
           of principal set forth in A.2 above to the
           Class A Initial Invested Amount).  The amount
           of a Class A Certificateholder's pro rata share
           of the Class A Invested Amount can be determined
           by multiplying the original denomination of the
           holder's Class A Certificate by the Pool
           Factor. . . . . . . . . . . . . . . . . . . . . .       33.33333333%


     D. Deficit Controlled Amortization Amount.
        ---------------------------------------

        1. The Deficit Controlled Amortization Amount
           for the preceding Due Period. . . . . . . . . . .              $0.00


                             FCC National Bank,
                             Servicer


                                 /s/ James A. Harwood
                             By  _______________________________________

                             Title:     Vice President


                                   34 of 88
<PAGE>

                                                                     EXHIBIT 28G

                  CERTIFICATEHOLDERS' PAYMENT DATE STATEMENT
                               FCC NATIONAL BANK



               ------------------------------------------------

                         FIRST CHICAGO MASTER TRUST II

                                Series 1995 - O

                                 June 7, 1999

               ------------------------------------------------


     Under the Pooling and Servicing Agreement (the "Pooling and Servicing
Agreement") dated as of June 1, 1990 by and between FCC National Bank, as Seller
and Servicer ("FCCNB"), and Norwest Bank Minnesota, National Association, as
Trustee, (the "Trustee"), as amended and supplemented by the Series 1995 - O
Supplement dated as of June 01, 1995 by and between FCCNB and the Trustee,
FCCNB, as Servicer, is required to prepare certain information for each Payment
Date regarding current distributions to Class A Certificateholders and the
performance of the First Chicago Master Trust II (the "Trust") during the
previous period. The information which is required to be prepared with respect
to the distribution on the June 15, 1999 Payment Date and with respect to the
performance of the Trust during the Due Period for such Payment Date is set
forth below. Certain of the information is presented on the aggregate amounts
for the Trust as a whole. All capitalized terms used herein shall have the
respective meanings set forth in the Pooling and Servicing Agreement.

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

   1. The total amount of the distribution to
      Class A Certificateholders on the
      Payment Date per $1,000 interest.........................          $4.135

   2. The amount of the distribution set forth
      in paragraph 1 above in respect of
      principal on the Class A Certificates,
      per $1,000 interest......................................          $0.000

   3. The amount of the distribution set forth in
      paragraph 1 above in respect of interest on
      the Class A Certificates, per $1,000 Interest............          $4.135

                                   35 of 88
<PAGE>

  B.  Information Regarding the Performance of the Trust.

      1. Collections of Receivables.

      a. The aggregate amount of Collections of
         Receivables processed for the Due Period
         with respect to the current Distribution
         Date which were allocated in respect of
         the Investor Certificates of all Series............... $825,633,698.06

      b. The aggregate amount of Collections of
         Receivables processed for the Due Period
         with respect to the current Distribution
         Date which were allocated in respect of
         the Series 1995 - O Certificates......................   $9,845,754.31

      c. The aggregate amount of Collections of
         Receivables processed for the Due
         Period with respect to the current
         Distribution Date which were allocated
         in respect of the Class A Certificates................   $8,615,035.01

      d. The amount of Collections of Receivables
         processed for the Due Period with respect
         to the current Distribution Date which were
         allocated in respect of Class A
         Certificates, per $1,000 interest.....................         $17.230

      e. The amount of Excess Spread for the Due
         Period with respect to the current
         Distribution Date.....................................   $4,658,158.64

      f. The amount of Reallocated Principal
         Collections for the Due Period with
         respect to the current Distribution Date
         allocated in respect of the
         Class A Certificates..................................           $0.00

      g. The amount of Excess Finance Charge
         Collections allocated in respect of the
         Series 1995 - O Certificates,
         if any................................................           $0.00

      h. The amount of Excess Principal Collections allocated
         in respect of the Series 1995 - O Certificates,
         if any................................................           $0.00

      2. Receivables in Trust.

      a. Aggregate Principal Receivables for the
         Due Period with respect to the current
         Distribution Date (which reflects the
         Principal Receivables represented by the
         Exchangeable Seller's Certificate and by
         the Investor Certificates of all Series)........... $16,392,254,932.88

                                   36 of 88
<PAGE>

      b. The  amount of Principal Receivables in
         the Trust represented by the Series 1995 - O
         Certificates (the "Invested Amount") for
         the Due Period with respect to the current
         Distribution Date..................................... $571,428,572.00

      c. The  amount of Principal Receivables
         in the Trust represented by the Class A
         Certificates (the "Class A Invested Amount")
         for the Due Period with respect to the
         current Distribution Date............................. $500,000,000.00

      d. The Invested Percentage with respect to
         Finance Charge Receivables (including
         Interchange) and Defaulted Receivables for
         the Series 1995 - O  Certificates for the Due
         Period with respect to the current
         Distribution Date.....................................          3.486%

      e. The Invested Percentage with respect to
         Principal Receivables for the Series 1995 - O
         Certificates for the Due Period with respect
         to the current Distribution Date......................          3.486%

      f. The Class A Floating Percentage for the
         Due Period with respect to the current
         Distribution Date.....................................          87.50%

      g. The Class A Principal Percentage for the
         Due Period with respect to the current
         Distribution Date.....................................          87.50%

      h. The Collateral Floating Percentage for the
         Due Period with respect to the current
         Distribution Date.....................................          12.50%

      i. The Collateral Principal Percentage for the
         Due Period with respect to the current
         Distribution Date.....................................          12.50%

      3. Delinquent Balances.

         The aggregate amount of outstanding
         balances in the Accounts which were 30
         or more days delinquent as of the end of
         the Due Period for the current Distribution
         Date.................................................. $751,104,924.77

                                   37 of 88
<PAGE>

      4. Investor Default Amount.

      a. The aggregate amount of all Defaulted
         Receivables written off as uncollectible
         during the Due Period with respect
         to the current Distribution Date
         allocable to the Series 1995 - O
         Certificates (the "Investor Default Amount")

         1. Investor Default Amount............................   $3,157,938.14

         2. Recoveries.........................................     $152,830.39

         3. Net Default Receivables............................   $3,005,107.75

      b. The Class A Investor Default Amount

         1. Investor Default Amount............................   $2,763,195.87

         2. Recoveries.........................................     $133,726.59

         3. Net Default Receivables............................   $2,629,469.28

      c. The Collateral Investor Default Amount

         1. Investor Default Amount............................     $394,742.27

         2. Recoveries.........................................      $19,103.80

         3. Net Default Receivables............................     $375,638.47

      5. Investor Charge-offs.

      a. The amount of the Class A Investor
         Charge-Offs per $1,000 interest after
         reimbursement of any such  Class A
         Investor Charge-Offs for the Due Period
         with respect to the current Distribution
         Date..................................................           $0.00

      b. The amount attributable to Class A
         Investor Charge-Offs, if any, by which
         the principal balance of the
         Class A Certificates exceeds the
         Class A Invested Amount as of the end
         of the day on the Record Date with
         respect to the current Distribution Date..............           $0.00

      c. The amount of the Collateral Charge-
         Offs, if any, for the Due Period with
         respect to the current Distribution
         Date..................................................           $0.00

      6. Monthly Servicing Fee.

      a. The amount of the Monthly Servicing Fee
         payable by the Trust to the Servicer
         with respect to the current Distribution
         Date..................................................     $357,142.86

                                   38 of 88
<PAGE>

      b. The amount of the Interchange Monthly
         Servicing Fee payable to the Servicer
         with respect to the current Distribution
         Date..................................................     $595,238.09

      7. Available Cash Collateral Amount.

      a. The amount, if any, withdrawn
         from the Cash Collateral Account
         for the current Distribution Date
         (the "Withdrawal Amount").............................           $0.00

      b. The amount available to be withdrawn from
         the Cash Collateral Account as of the
         end of the day on the current Distribution
         Date, after giving effect to all with-
         drawals, deposits and payments to be
         made on such Distribution Date (the
         "Available Cash Collateral Amount"
         for the next Distribution Date).......................   $5,714,286.00

      c. The amount as computed in 7.b as a
         percentage of the Class A Invested
         Amount after giving effect to all re-
         ductions thereof on the current Dist-
         ribution Date.........................................          1.143%

      8. Collateral Invested Amount.

      a. The Collateral Invested Amount for the
         current Distribution Date.............................  $71,428,572.00

      b. The Collateral Invested Amount after
         giving effect to all withdrawals, deposits, and
         payments on the current Distribution
         Date..................................................  $71,428,572.00

      9. Total Enhancement.

      a. The total Enhancement for the current
         Distribution Date.....................................  $77,142,858.00

      b. The total Enhancement after giving ef-
         fect to all withdrawals, deposits and
         payments on the current Distribution
         Date..................................................  $77,142,858.00

                                   39 of 88
<PAGE>

  C.  The Pool Factor.

         The Pool Factor (which represents the ratio
         of the Class A Invested Amount on the last day
         of the month ending on the Record Date
         adjusted for Class A Investor Charge-Offs set
         forth in B.5.a. above and for the distributions
         of principal set forth in A.2 above to the
         Class A Initial Invested Amount). The amount
         of a Class A Certificateholder's pro rata share
         of the Class A Invested Amount can be determined
         by multiplying the original denomination of the
         holder's Class A Certificate by the Pool
         Factor................................................   100.00000000%


  D.  Deficit Controlled Amortization Amount.

      1. The Deficit Controlled Amortization Amount
         for the preceding Due Period..........................           $0.00


                             FCC National Bank,

                             Servicer



                             By /s/ James A. Harwood
                                ______________________

                             Title:   Vice President

                                   40 of 88
<PAGE>

                                                                     EXHIBIT 28H


                  CERTIFICATEHOLDERS' PAYMENT DATE STATEMENT

                               FCC NATIONAL BANK



                ----------------------------------------------

                         FIRST CHICAGO MASTER TRUST II

                                Series 1995 - P

                                 June 7, 1999

                ----------------------------------------------


     Under the Pooling and Servicing Agreement (the "Pooling and Servicing
Agreement") dated as of June 1, 1990 by and between FCC National Bank, as Seller
and Servicer ("FCCNB"), and Norwest Bank Minnesota, National Association, as
Trustee, (the "Trustee"), as amended and supplemented by the Series 1995 - P
Supplement dated as of June 01, 1995 by and between FCCNB and the Trustee,
FCCNB, as Servicer, is required to prepare certain information for each Payment
Date regarding current distributions to Class A Certificateholders and the
performance of the First Chicago Master Trust II (the "Trust") during the
previous period. The information which is required to be prepared with respect
to the distribution on the June 15, 1999 Payment Date and with respect to the
performance of the Trust during the Due Period for such Payment Date is set
forth below. Certain of the information is presented on the aggregate amounts
for the Trust as a whole. All capitalized terms used herein shall have the
respective meanings set forth in the Pooling and Servicing Agreement.


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

     1. The total amount of the distribution to
        Class A Certificateholders on the
        Payment Date per $1,000 interest. . . . . . . . . . .            $4.094

     2. The amount of the distribution set forth
        in paragraph 1 above in respect of
        principal on the Class A Certificates,
        per $1,000 interest . . . . . . . . . . . . . . . . .            $0.000

     3. The amount of the distribution set forth in
        paragraph 1 above in respect of interest on
        the Class A Certificates, per $1,000 Interest . . . .            $4.094

                                   41 of 88
<PAGE>

B.   Information Regarding the Performance of the Trust.

     1. Collections of Receivables.

        a. The aggregate amount of Collections of
           Receivables processed for the Due Period
           with respect to the current Distribution
           Date which were allocated in respect of
           the Investor Certificates of all Series . . . . . . .$825,633,698.06

        b. The aggregate amount of Collections of
           Receivables processed for the Due Period
           with respect to the current Distribution
           Date which were allocated in respect of
           the Series 1995 - P Certificates. . . . . . . . . . .  $9,845,754.31

        c. The aggregate amount of Collections of
           Receivables processed for the Due
           Period with respect to the current
           Distribution Date which were allocated
           in respect of the Class A Certificates. . . . . . . .  $8,615,035.01

        d. The amount of Collections of Receivables
           processed for the Due Period with respect
           to the current Distribution Date which were
           allocated in respect of Class A
           Certificates, per $1,000 interest . . . . . . . . . .        $17.230

        e. The amount of Excess Spread for the Due
           Period with respect to the current
           Distribution Date . . . . . . . . . . . . . . . . . .  $4,678,297.52

        f. The amount of Reallocated Principal
           Collections for the Due Period with
           respect to the current Distribution Date
           allocated in respect of the
           Class A Certificates. . . . . . . . . . . . . . . . .          $0.00

        g. The amount of Excess Finance Charge
           Collections allocated in respect of the
           Series 1995 - P Certificates, if any. . . . . . . . .          $0.00

        h. The amount of Excess Principal Collections allocated
           in respect of the Series 1995 - P Certificates,
           if any. . . . . . . . . . . . . . . . . . . . . . . .          $0.00

     2. Receivables in Trust.

        a. Aggregate Principal Receivables for the
           Due Period with respect to the current
           Distribution Date (which reflects the
           Principal Receivables represented by the
           Exchangeable Seller's Certificate and by
           the Investor Certificates of all Series). . . . . $16,392,254,932.88

                                   42 of 88
<PAGE>

        b. The amount of Principal Receivables in
           the Trust represented by the Series 1995 - P
           Certificates (the "Invested Amount") for
           the Due Period with respect to the current
           Distribution Date. . . . . . . . . . . . . . . . . . $571,428,572.00

        c. The amount of Principal Receivables
           in the Trust represented by the Class A
           Certificates (the "Class A Invested Amount")
           for the Due Period with respect to the
           current Distribution Date. . . . . . . . . . . . . . $500,000,000.00

        d. The Invested Percentage with respect to
           Finance Charge Receivables (including
           Interchange) and Defaulted Receivables for
           the Series 1995 - P Certificates for the Due
           Period with respect to the current
           Distribution Date. . . . . . . . . . . . . . . . . .          3.486%

        e. The Invested Percentage with respect to
           Principal Receivables for the Series 1995 - P
           Certificates for the Due Period with respect
           to the current Distribution Date . . . . . . . . . .          3.486%

        f. The Class A Floating Percentage for the
           Due Period with respect to the current
           Distribution Date. . . . . . . . . . . . . . . . . .          87.50%

        g. The Class A Principal Percentage for the
           Due Period with respect to the current
           Distribution Date. . . . . . . . . . . . . . . . . .          87.50%

        h. The Collateral Floating Percentage for the
           Due Period with respect to the current
           Distribution Date. . . . . . . . . . . . . . . . . .          12.50%

        i. The Collateral Principal Percentage for the
           Due Period with respect to the current
           Distribution Date. . . . . . . . . . . . . . . . . .          12.50%

     3. Delinquent Balances.

        The aggregate amount of outstanding
        balances in the Accounts which were 30
        or more days delinquent as of the end of
        the Due Period for the current Distribution
        Date. . . . . . . . . . . . . . . . . . . . . . . . . . $751,104,924.77

                                   43 of 88
<PAGE>

     4. Investor Default Amount.

        a. The aggregate amount of all Defaulted
           Receivables written off as uncollectible
           during the Due Peiod with respect
           to the current Distribution Date
           allocable to the Series 1995 - P
           Certificates (the "Investor Default Amount")

           1.  Investor Default Amount. . . . . . . . . . . . . . $3,157,938.14

           2.  Recoveries . . . . . . . . . . . . . . . . . . . .   $152,830.39

           3.  Net Default Receivables. . . . . . . . . . . . . . $3,005,107.75

        b. The Class A Investor Default Amount

           1.  Investor Default Amount. . . . . . . . . . . . . . $2,763,195.87

           2.  Recoveries . . . . . . . . . . . . . . . . . . . .   $133,726.59

           3.  Net Default Receivables. . . . . . . . . . . . . . $2,629,469.28

        c. The Collateral Investor Default Amount

           1.  Investor Default Amount. . . . . . . . . . . . . .   $394,742.27

           2.  Recoveries . . . . . . . . . . . . . . . . . . . .    $19,103.80

           3.  Net Default Receivables. . . . . . . . . . . . . .   $375,638.47

     5. Investor Charge-offs.

        a. The amount of the Class A Investor
           Charge-Offs per $1,000 interest after
           reimbursement of any such  Class A
           Investor Charge-Offs for the Due Period
           with respect to the current Distribution Date. . . . .         $0.00

        b. The amount attributable to Class A
           Investor Charge-Offs, if any, by which
           the principal balance of the
           Class A Certificates exceeds the
           Class A Invested Amount as of the end
           of the day on the Record Date with
           respect to the current Distribution Date . . . . . . .         $0.00

        c. The amount of the Collateral Charge-
           Offs, if any, for the Due Period with
           respect to the current Distribution
           Date . . . . . . . . . . . . . . . . . . . . . . . . .         $0.00

     6. Monthly Servicing Fee.

        a. The amount of the Monthly Servicing Fee
           payable by the Trust to the Servicer
           with respect to the current Distribution
           Date . . . . . . . . . . . . . . . . . . . . . . . . .   $357,142.86

                                   44 of 88
<PAGE>

        b. The amount of the Interchange Monthly
           Servicing Fee payable to the Servicer
           with respect to the current Distribution
           Date. . . . . . . . . . . . . . . . . . . . . . . . .    $595,238.09

     7. Available Cash Collateral Amount.

        a. The amount, if any, withdrawn
           from the Cash Collateral Account
           for the current Distribution Date
           (the "Withdrawal Amount") . . . . . . . . . . . . . .           $0.00

        b. The amount available to be withdrawn from
           the Cash Collateral Account as of the
           end of the day on the current Distribution
           Date, after giving effect to all with-
           drawals, deposits and payments to be
           made on such Distribution Date (the
           "Available Cash Collateral Amount"
           for the next Distribution Date) . . . . . . . . . . .  $5,714,286.00

        c. The amount as computed in 7.b as a
           percentage of the Class A Invested
           Amount after giving effect to all re-
           ductions thereof on the current Dis-
           tribution Date. . . . . . . . . . . . . . . . . . . .         1.143%

     8. Collateral Invested Amount.

        a. The Collateral Invested Amount for the
           current Distribution Date . . . . . . . . . . . . . . $71,428,572.00

        b. The Collateral Invested Amount after
           giving effect to all withdrawals, deposits, and
           payments on the current Distribution
           Date . . . . . . . . . . . . . . . . . . . . . . . . .$71,428,572.00

     9. Total Enhancement.

        a. The total Enhancement for the current
           Distribution Date . . . . . . . . . . . . . .  . . . .$77,142,858.00

        b. The total Enhancement after giving ef-
           fect to all withdrawals, deposits and
           payments on the current Distribution
           Date . . . . . . . . . . . . . . . . . . . . . . . . .$77,142,858.00

                                   45 of 88
<PAGE>

C.   The Pool Factor.

     The Pool Factor (which represents the ratio
     of the Class A Invested Amount on the last  day
     of the month ending on the Record Date
     adjusted for Class A Investor Charge-Offs set
     forth in B.5.a. above and for the distributions
     of principal set forth in A.2 above to the
     Class A Initial Invested Amount).  The amount
     of a Class A Certificateholder's pro rata share
     of the Class A Invested Amount can be determined
     by multiplying the original denomination of the
     holder's Class A Certificate by the Pool
     Factor. . . . . . . . . . . . . . . . . . . . . . . . . . .  100.00000000%

D.   Deficit Controlled Amortization Amount.

     1. The Deficit Controlled Amortization Amount
        for the preceding Due Period . . . . . . . . . . . . . .          $0.00


                             FCC National Bank,
                             Servicer



                             By /s/ James A. Harwood
                                ____________________

                             Title: Vice President

                                   46 of 88
<PAGE>

                                                                     EXHIBIT 28I


                  CERTIFICATEHOLDERS' PAYMENT DATE STATEMENT

                               FCC NATIONAL BANK


                  ------------------------------------------


                         FIRST CHICAGO MASTER TRUST II
                                Series 1996 - Q
                                 June 7, 1999


                  ------------------------------------------


     Under the Pooling and Servicing Agreement (the "Pooling and Servicing
Agreement") dated as of June 1, 1990 by and between FCC National Bank, as Seller
and Servicer ("FCCNB"), and Norwest Bank Minnesota, National Association, as
Trustee, (the "Trustee"), as amended and supplemented by the Series 1996-Q
Supplement dated as of September 01, 1996 by and between FCCNB and the Trustee,
FCCNB, as Servicer, is required to prepare certain information for each Payment
Date regarding current distributions to Class A Certificateholders and the
performance of the First Chicago Master Trust II (the "Trust") during the
previous period. The information which is required to be prepared with respect
to the distribution on the June 15, 1999 Payment Date and with respect to the
performance of the Trust during the Due Period for such Payment Date is set
forth below. Certain of the information is presented on the aggregate amounts
for the Trust as a whole. All capitalized terms used herein shall have the
respective meanings set forth in the Pooling and Servicing Agreement.


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

     1.  The total amount of the distribution to Class A
         Certificateholders on the Payment Date per $1,000
         interest ..........................................              $4.054

     2.  The amount of the distribution set forth in
         paragraph 1 above in respect of principal on the
         Class A Certificates, per $1,000 interest .........              $0.000

     3.  The amount of the distribution set forth in
         paragraph 1 above in respect of interest on the
         Class A Certificates, per $1,000 interest .........              $4.054


                                   47 of 88
<PAGE>

B.   Information Regarding the Performance of the Trust.

     1.  Collections of Receivables.

         a.  The aggregate amount of Collections of
             Receivables processed for the Due Period with
             respect to the current Distribution Date
             which were allocated in respect of the
             Investor Certificates of all Series ...........     $825,633,698.06

         b.  The aggregate amount of Collections of
             Receivables processed for the Due Period with
             respect to the current Distribution Date
             which were allocated in respect of the Series
             1996-Q Certificates ...........................      $17,722,357.69

         c.  The aggregate amount of Collections of
             Receivables processed for the Due Period with
             respect to the current Distribution Date
             which were allocated in respect of the Class
             A Certificates ................................      $15,507,062.97

         d.  The amount of Collections of Receivables
             processed for the Due Period with respect to
             the current Distribution Date which were
             allocated in respect of Class A Certificates,
             per $1,000 interest ...........................             $17.230

         e.  The amount of Excess Spread for the Due
             Period with respect to the current
             Distribution Date .............................       $8,457,185.48

         f.  The amount of Reallocated Principal
             Collections for the Due Period with respect
             to the current Distribution Date allocated in
             respect of the Class A Certificates ...........               $0.00

         g.  The amount of Excess Finance Charge
             Collections allocated in respect of the
             Series 1996-Q Certificates, if any ............               $0.00

         h.  The amount of Excess Principal Collections
             allocated in respect of the Series 1996-Q
             Certificates, if any ..........................               $0.00


     2.  Receivables in Trust.

         a.  Aggregate Principal Receivables for the Due
             Period with respect to the current
             Distribution Date (which reflects the
             Principal Receivables represented by the
             Exchangeable Seller's Certificate and by the
             Investor Certificates of all Series) ..........  $16,392,254,932.88


                                   48 of 88
<PAGE>

         b.  The amount of Principal Receivables in the
             Trust represented by the Series 1996-Q
             Certificates (the "Invested Amount") for the
             Due Period with respect to the current
             Distribution Date .............................   $1,028,571,429.00

         c.  The amount of Principal Receivables in the
             Trust represented by the Class A Certificates
             (the "Class A Invested Amount") for the Due
             Period with respect to the current
             Distribution Date .............................     $900,000,000.00

         d.  The Invested Percentage with respect to
             Finance Charge Receivables (including
             Interchange) and Defaulted Receivables for
             the Series 1996-Q  Certificates for the Due
             Period with respect to the current
             Distribution Date .............................              6.275%

         e.  The Invested Percentage with respect to
             Principal Receivables for the Series 1996-Q
             Certificates for the Due Period with respect
             to the current Distribution Date ..............              6.275%

         f.  The Class A Floating Percentage for the Due
             Period with respect to the current
             Distribution Date .............................              87.50%

         g.  The Class A Principal Percentage for the
             Due Period with respect to the current
             Distribution Date .............................              87.50%

         h.  The Collateral Floating Percentage for the
             Due Period with respect to the current
             Distribution Date .............................              12.50%

         i.  The Collateral Principal Percentage for the
             Due Period with respect to the current
             Distribution Date .............................              12.50%


     3.  Delinquent Balances.

         The aggregate amount of outstanding balances in
         the Accounts which were 30 or more days
         delinquent as of the end of the Due Period for
         the current Distribution Date .....................     $751,104,924.77


                                   49 of 88
<PAGE>

     4.  Investor Default Amount.

         a.  The aggregate amount of all Defaulted
             Receivables written off as uncollectible
             during the Due Period with respect to the
             current Distribution Date allocable to the
             Series 1996-Q Certificates (the "Investor
             Default Amount")

             1.  Investor Default Amount ...................       $5,684,288.65

             2.  Recoveries ................................         $275,094.70

             3.  Net Default Receivables ...................       $5,409,193.95

         b.  The Class A Investor Default Amount

             1.  Investor Default Amount ...................       $4,973,752.57

             2.  Recoveries ................................         $240,707.86

             3.  Net Default Receivables ...................       $4,733,044.71

         c.  The Collateral Investor Default Amount

             1.  Investor Default Amount ...................         $710,536.08

             2.  Recoveries  ...............................          $34,386.84

             3.  Net Default Receivables ...................         $676,149.24

     5.  Investor Charge-Offs.

         a.  The amount of the Class A Investor Charge-
             Offs per $1,000 interest after reimbursement
             of any such Class A Investor Charge-Offs for
             the Due Period with respect to the current
             Distribution Date .............................               $0.00

         b.  The amount attributable to Class A Investor
             Charge-Offs, if any, by which the principal
             balance of the Class A Certificates exceeds
             the Class A Invested Amount as of the end of
             the day on the Record Date with respect to
             the current Distribution Date .................               $0.00

         c.  The amount of the Collateral Charge-Offs, if
             any, for the Due Period with respect to the
             current Distribution Date .....................               $0.00

     6.  Monthly Servicing Fee.

         a.  The amount of the Monthly Servicing Fee
             payable by the Trust to the Servicer with
             respect to the current Distribution Date ......         $642,857.14


                                   50 of 88
<PAGE>

         b.  The amount of the Interchange Monthly
             Servicing Fee payable to the Servicer with
             respect to the current Distribution Date ......       $1,071,428.57

     7.  Available Cash Collateral Amount.

         a.  The amount, if any, withdrawn from the Cash
             Collateral Account for the current
             Distribution Date (the "Withdrawal Amount") ...               $0.00

         b.  The amount available to be withdrawn from the
             Cash Collateral Account as of the end of the
             day on the current Distribution Date, after
             giving effect to all withdrawals, deposits
             and payments to be made on such Distribution
             Date (the "Available Cash Collateral Amount"
             for the next Distribution Date)................      $10,285,714.00

         c.  The amount as computed in 7.b as a percentage
             of the Class A Invested Amount after giving
             effect to all reductions thereof on the
             current Distribution Date .....................              1.143%

     8.  Collateral Invested Amount.

         a.  The Collateral Invested Amount for the
             current Distribution Date .....................     $128,571,429.00

         b.  The Collateral Invested Amount after giving
             effect to all withdrawals, deposits, and
             payments on the current Distribution Date .....     $128,571,429.00

     9.  Total Enhancement.

         a.  The total Enhancement for the current
             Distribution Date .............................     $138,857,143.00

         b.  The total Enhancement after giving effect to
             all withdrawals, deposits and payments on the
             current Distribution Date .....................     $138,857,143.00


                                   51 of 88
<PAGE>

C.   The Pool Factor.

     The Pool Factor (which represents the ratio of the
     Class A Invested Amount on the last day of the month
     ending on the Record Date adjusted for Class A
     Investor Charge-Offs set forth in B.5.a. above and
     for the distributions of principal set forth in A.2
     above to the Class A Initial Invested Amount). The
     amount of a Class A Certificateholder's pro rata
     share of the Class A Invested Amount can be
     determined by multiplying the original denomination
     of the holder's Class A Certificate by the Pool
     Factor ................................................       100.00000000%

D.   Deficit Controlled Amortization Amount.

     1.  The Deficit Controlled Amortization Amount
         for the preceding Due Period ......................               $0.00


                                        FCC National Bank,
                                        Servicer

                                        By  /s/ James A. Harwood
                                           --------------------------
                                        Title:  Vice President





                                   52 of 88
<PAGE>

                                                                     EXHIBIT 28J

                  CERTIFICATEHOLDERS' PAYMENT DATE STATEMENT

                               FCC NATIONAL BANK



                ----------------------------------------------

                         FIRST CHICAGO MASTER TRUST II

                                Series 1996 - R

                                 June 7, 1999

                ----------------------------------------------


     Under the Pooling and Servicing Agreement (the "Pooling and Servicing
Agreement") dated as of June 1, 1990 by and between FCC National Bank, as Seller
and Servicer ("FCCNB"), and Norwest Bank Minnesota, National Association, as
Trustee, (the "Trustee"), as amended and supplemented by the Series 1996 - R
Supplement dated as of November 01, 1996 by and between FCCNB and the Trustee,
FCCNB, as Servicer, is required to prepare certain information for each Payment
Date regarding current distributions to Class A Certificateholders and the
performance of the First Chicago Master Trust II (the "Trust") during the
previous period. The information which is required to be prepared with respect
to the distribution on the June 15, 1999 Payment Date and with respect to the
performance of the Trust during the Due Period for such Payment Date is set
forth below. Certain of the information is presented on the aggregate amounts
for the Trust as a whole. All capitalized terms used herein shall have the
respective meanings set forth in the Pooling and Servicing Agreement.


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

      1. The total amount of the distribution to
         Class A Certificateholders on the
         Payment Date per $1,000 interest...........................  $87.339

      2. The amount of the distribution set forth
         in paragraph 1 above in respect of
         principal on the Class A Certificates,
         per $1,000 interest........................................  $83.333

      3. The amount of the distribution set forth in
         paragraph 1 above in respect of interest on
         the Class A Certificates, per $1,000 Interest..............   $4.006

                                   53 of 88
<PAGE>

  B.  Information Regarding the Performance of the Trust.

      1. Collections of Receivables.

      a. The aggregate amount of Collections of
         Receivables processed for the Due Period
         with respect to the current Distribution
         Date which were allocated in respect of
         the Investor Certificates of all Series............... $825,633,698.06

      b. The aggregate amount of Collections of
         Receivables processed for the Due Period
         with respect to the current Distribution
         Date which were allocated in respect of
         the Series 1996 - R Certificates...................... $131,048,707.32

      c. The aggregate amount of Collections of
         Receivables processed for the Due
         Period with respect to the current
         Distribution Date which were allocated
         in respect of the Class A Certificates................ $114,667,618.66

      d. The amount of Collections of Receivables
         processed for the Due Period with respect
         to the current Distribution Date which were
         allocated in respect of Class A
         Certificates, per $1,000 interest......................       $286.669

      e. The amount of Excess Spread for the Due
         Period with respect to the current
         Distribution Date......................................  $3,778,082.45

      f. The amount of Reallocated Principal
         Collections for the Due Period with
         respect to the current Distribution Date
         allocated in respect of the
         Class A Certificates...................................          $0.00

      g. The amount of Excess Finance Charge
         Collections allocated in respect of the
         Series 1996 - R Certificates,
         if any.................................................          $0.00

      h. The amount of Excess Principal Collections allocated
         in respect of the Series 1996 - R Certificates,
         if any.................................................          $0.00

      2. Receivables in Trust.

      a. Aggregate Principal Receivables for the
         Due Period with respect to the current
         Distribution Date (which reflects the
         Principal Receivables represented by the
         Exchangeable Seller's Certificate and by
         the Investor Certificates of all Series)........... $16,392,254,932.88

                                   54 of 88
<PAGE>

      b. The  amount of Principal Receivables in
         the Trust represented by the Series 1996 - R
         Certificates (the "Invested Amount") for
         the Due Period with respect to the current
         Distribution Date..................................... $457,142,858.00

      c. The amount of Principal Receivables
         in the Trust represented by the Class A
         Certificates (the "Class A Invested Amount")
         for the Due Period with respect to the
         current Distribution Date............................. $400,000,000.00

      d. The Invested Percentage with respect to
         Finance Charge Receivables (including
         Interchange) and Defaulted Receivables for
         the Series 1996 - R  Certificates for the Due
         Period with respect to the current
         Distribution Date.....................................          2.789%

      e. The Invested Percentage with respect to
         Principal Receivables for the Series 1996 - R
         Certificates for the Due Period with respect
         to the current Distribution Date......................          2.789%

      f. The Class A Floating Percentage for the
         Due Period with respect to the current
         Distribution Date.....................................          87.50%

      g. The Class A Principal Percentage for the
         Due Period with respect to the current
         Distribution Date.....................................          87.50%

      h. The Collateral Floating Percentage for the
         Due Period with respect to the current
         Distribution Date.....................................          12.50%

      i. The Collateral Principal Percentage for the
         Due Period with respect to the current
         Distribution Date.....................................          12.50%

      3. Delinquent Balances.

         The aggregate amount of outstanding
         balances in the Accounts which were 30
         or more days delinquent as of the end of
         the Due Period for the current Distribution
         Date.................................................. $751,104,924.77

                                   55 of 88
<PAGE>

      4. Investor Default Amount.

      a. The aggregate amount of all Defaulted
         Receivables written off as uncollectible
         during the Due Period with respect
         to the current Distribution Date
         allocable to the Series 1996 - R
         Certificates (the "Investor Default Amount")

         1. Investor Default Amount...........................    $2,526,350.52

         2. Recoveries........................................      $122,264.31

         3. Net Default Receivables...........................    $2,404,086.21

      b. The Class A Investor Default Amount

         1. Investor Default Amount...........................    $2,210,556.70

         2. Recoveries........................................      $106,981.27

         3. Net Default Receivables...........................    $2,103,575.43

      c. The Collateral Investor Default Amount

         1. Investor Default Amount............................     $315,793.82

         2. Recoveries.........................................      $15,283.04

         3. Net Default Receivables............................     $300,510.78

      5. Investor Charge-offs.

      a. The amount of the Class A Investor
         Charge-Offs per $1,000 interest after
         reimbursement of any such  Class A
         Investor Charge-Offs for the Due Period
         with respect to the current Distribution
         Date..................................................           $0.00

      b. The amount attributable to Class A
         Investor Charge-Offs, if any, by which
         the principal balance of the
         Class A Certificates exceeds the
         Class A Invested Amount as of the end
         of the day on the Record Date with
         respect to the current Distribution Date..............           $0.00

      c. The amount of the Collateral Charge-
         Offs, if any, for the Due Period with
         respect to the current Distribution
         Date..................................................           $0.00

      6. Monthly Servicing Fee.

      a. The amount of the Monthly Servicing Fee
         payable by the Trust to the Servicer
         with respect to the current Distribution
         Date..................................................     $285,714.29

                                   56 of 88
<PAGE>

      b. The amount of the Interchange Monthly
         Servicing Fee payable to the Servicer
         with respect to the current Distribution
         Date..................................................     $476,190.48

      7. Available Cash Collateral Amount.

      a. The amount, if any, withdrawn
         from the Cash Collateral Account
         for the current Distribution Date
         (the "Withdrawal Amont")..............................           $0.00

      b. The amount available to be withdrawn from
         the Cash Collateral Account as of the
         end of the day on the current Distribution
         Date, after giving effect to all with-
         drawals, deposits and payments to be
         made on such Distribution Date (the
         "Available Cash Collateral Amount"
         for the next Distribution Date........................   $4,571,429.00

      c. The amount as computed in 7.b as a
         percentage of the Class A Invested
         Amount after giving effect to all re-
         ductions thereof on the current Dist-
         ribution Date.........................................          1.247%

      8. Collateral Invested Amount.

      a. The Collateral Invested Amount for the
         current Distribution Date.............................  $57,142,858.00

      b. The Collateral Invested Amount after
         giving effect to all withdrawals, deposits, and
         payments on the current Distribution
         Date..................................................  $51,940,545.00

      9. Total Enhancement.

      a. The total Enhancement for the current
         Distribution Date.....................................  $61,714,287.00

      b. The total Enhancement after giving ef-
         fect to all withdrawals, deposits and
         payments on the current Distribution
         Date..................................................  $56,511,974.00


                                   57 of 88
<PAGE>

  C.  The Pool Factor.

         The Pool Factor (which represents the ratio
         of the Class A Invested Amount on the last  day
         of the month ending on the Record Date
         adjusted for Class A Investor Charge-Offs set
         forth in B.5.a. above and for the distributions
         of principal set forth in A.2 above to the
         Class A Initial Invested Amount).  The amount
         of a Class A Certificateholder's pro rata share
         of the Class A Invested Amount can be determined
         by multiplying the original denomination of the
         Factor................................................    91.66666667%


  D.  Deficit Controlled Amortization Amount.

      1. The Deficit Controlled Amortization Amount
         for the preceding Due Period..........................           $0.00


                             FCC National Bank,

                             Servicer



                             By /s/ James A. Harwood
                                ______________________

                             Title:    Vice President

                                   58 of 88
<PAGE>

                                                                     EXHIBIT 28K


                  CERTIFICATEHOLDERS' PAYMENT DATE STATEMENT

                               FCC NATIONAL BANK



                ----------------------------------------------

                         FIRST CHICAGO MASTER TRUST II

                                Series 1996 - S

                                 June 7, 1999

                ----------------------------------------------


     Under the Pooling and Servicing Agreement (the "Pooling and Servicing
Agreement") dated as of June 1, 1990 by and between FCC National Bank, as Seller
and Servicer ("FCCNB"), and Norwest Bank Minnesota, National Association, as
Trustee, (the "Trustee"), as amended and supplemented by the Series 1996 - S
Supplement dated as of November 01, 1996 by and between FCCNB and the Trustee,
FCCNB, as Servicer, is required to prepare certain information for each Payment
Date regarding current distributions to Class A Certificateholders and the
performance of the First Chicago Master Trust II (the "Trust") during the
previous period. The information which is required to be prepared with respect
to the distribution on the June 15, 1999 Payment Date and with respect to the
performance of the Trust during the Due Period for such Payment Date is set
forth below. Certain of the information is presented on the aggregate amounts
for the Trust as a whole. All capitalized terms used herein shall have the
respective meanings set forth in the Pooling and Servicing Agreement.


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

      1. The total amount of the distribution to
         Class A Certificateholders on the
         Payment Date per $1,000 interest......................          $4.050

      2. The amount of the distribution set forth
         in paragraph 1 above in respect of
         principal on the Class A Certificates,
         per $1,000 interest...................................          $0.000

      3. The amount of the distribution set forth in
         paragraph 1 above in respect of interest on
         the Class A Certificates, per $1,000 Interest.........          $4.050

                                   59 of 88
<PAGE>

  B.  Information Regarding the Performance of the Trust.

      1. Collections of Receivables.

      a. The aggregate amount of Collections of
         Receivables processed for the Due Period
         with respect to the current Distribution
         Date which were allocated in respect of
         the Investor Certificates of all Series............... $825,633,698.06

      b. The aggregate amount of Collections of
         Receivables processed for the Due Period
         with respect to the current Distribution
         Date which were allocated in respect of
         the Series 1996 - S Certificates......................  $13,784,055.98

      c. The aggregate amount of Collections of
         Receivables processed for the Due
         Period with respect to the current
         Distribution Date which were allocated
         in respect of the Class A Certificates................  $12,061,048.99

      d. The amount of Collections of Receivables
         processed for the Due Period with respect
         to the current Distribution Date which were
         allocated in respect of Class A
         Certificates, per $1,000 interest.....................         $17.230

      e. The amount of Excess Spread for the Due
         Period with respect to the current
         Distribution Date.....................................   $6,580,630.37

      f. The amount of Reallocated Principal
         Collections for the Due Period with
         respect to the current Distribution Date
         allocated in respect of the
         Class A Certificates..................................           $0.00

      g. The amount of Excess Finance Charge
         Collections allocated in respect of the
         Series 1996 - S Certificates,
         if any................................................           $0.00

      h. The amount of Excess Principal Collections allocated
         in respect of the Series 1996 - S Certificates,
         if any................................................           $0.00

      2. Receivables in Trust.

      a. Aggregate Principal Receivables for the
         Due Period with respect to the current
         Distribution Date (which reflects the
         Principal Receivables represented by the
         Exchangeable Seller's Certificate and by
         the Investor Certificates of all Series)........... $16,392,254,932.88

                                   60 of 88
<PAGE>

      b. The amount of Principal Receivables in
         the Trust represented by the Series 1996 - S
         Certificates (the "Invested Amount") for
         the Due Period with respect to the current
         Distribution Date..................................... $800,000,000.00

      c. The amount of Principal Receivables
         in the Trust represented by the Class A
         Certificates (the "Class A Invested Amount")
         for the Due Period with respect to the
         current Distribution Date............................. $700,000,000.00

      d. The Invested Percentage with respect to
         Finance Charge Receivables (including
         Interchange) and Defaulted Receivables for
         the Series 1996 - S  Certificates for the Due
         Period with respect to the current
         Distribution Date.....................................          4.880%

      e. The Invested Percentage with respect to
         Principal Receivables for the Series 1996 - S
         Certificates for the Due Period with respect
         to the current Distribution Date......................          4.880%

      f. The Class A Floating Percentage for the
         Due Period with respect to the current
         Distribution Date.....................................          87.50%

      g. The Class A Principal Percentage for the
         Due Period with respect to the current
         Distribution Date.....................................          87.50%

      h. The Collateral Floating Percentage for the
         Due Period with respect to the current
         Distribution Date.....................................          12.50%

      i. The Collateral Principal Percentage for the
         Due Period with respect to the current
         Distribution Date.....................................          12.50%

      3. Delinquent Balances.

         The aggregate amount of outstanding
         balances in the Accounts which were 30
         or more days delinquent as of the end of
         the Due Period for the current Distribution
         Date.................................................. $751,104,924.77

                                   61 of 88
<PAGE>

      4. Investor Default Amount.

      a. The aggregate amount of all Defaulted
         Receivables written off as uncollectible
         during the Due Period with respect
         to the current Distribution Date
         allocable to the Series 1996 - S
         Certificates (the "Investor Default Amount")

         1. Investor Default Amount............................   $4,421,113.39

         2. Recoveries.........................................     $213,962.54

         3. Net Default Receivables............................   $4,207,150.85

      b. The Class A Investor Default Amount

         1. Investor Default Amount............................   $3,868,474.22

         2. Recoveries.........................................     $187,217.23

         3. Net Default Receivables............................   $3,681,256.99

      c. The Collateral Investor Default Amount

         1. Investor Default Amount............................     $552,639.17

         2. Recoveries.........................................      $26,745.31

         3. Net Default Receivables............................     $525,893.86

      5. Investor Charge-offs.

      a. The amount of the Class A Investor
         Charge-Offs per $1,000 interest after
         reimbursement of any such  Class A
         Investor Charge-Offs for the Due Period
         with respect to the current Distribution
         Date..................................................           $0.00

      b. The amount attributable to Class A
         Investor Charge-Offs, if any, by which
         the principal balance of the
         Class A Certificates exceeds the
         Class A Invested Amount as of the end
         of the day on the Record Date with
         respect to the current Distribution Date..............           $0.00

      c. The amount of the Collateral Charge-
         Offs, if any, for the Due Period with
         respect to the current Distribution
         Date..................................................           $0.00

      6. Monthly Servicing Fee.

      a. The amount of the Monthly Servicing Fee
         payable by the Trust to the Servicer
         with respect to the current Distribution
         Date..................................................     $500,000.00

                                   62 of 88
<PAGE>

      b. The amount of the Interchange Monthly
         Servicing Fee payable to the Servicer
         with respect to the current Distribution
         Date..................................................     $833,333.34

      7. Available Cash Collateral Amount.

      a. The amount, if any, withdrawn
         from the Cash Collateral Account
         for the current Distribution Date
         (the "Withdrawal Amount").............................           $0.00

      b. The amount available to be withdrawn from
         the Cash Collateral Account as of the
         end of the day on the current Distribution
         Date, after giving effect to all with-
         drawals, deposits and payments to be
         made on such Distribution Date (the
         "Available Cash Collateral Amount"
         for the next Distribution Date).......................   $8,000,000.00

      c. The amount as computed in 7.b as a
         percentage of the Class A Invested
         Amount after giving effect to all re-
         ductions thereof on the current Distribution Date.....           1.143%

      8. Collateral Invested Amount.

      a. The Collateral Invested Amount for the
         current Distribution Date............................. $100,000,000.00

      b. The Collateral Invested Amount after
         giving effect to all withdrawals, deposits, and
         payments on the current Distribution
         Date.................................................. $100,000,000.00

      9. Total Enhancement.

      a. The total Enhancement for the current
         Distribution Date..................................... $108,000,000.00

      b. The total Enhancement after giving ef-
         fect to all withdrawals, deposits and
         payments on the current Distribution
         Date.................................................. $108,000,000.00

                                   63 of 88
<PAGE>

  C.  The Pool Factor.

         The Pool Factor (which represents the ratio
         of the Class A Invested Amount on the last  day
         of the month ending on the Record Date
         adjusted for Class A Investor Charge-Offs set
         forth in B.5.a. above and for the distributions
         of principal set forth in A.2 above to the
         Class A Initial Invested Amount).  The amount
         of a Class A Certificateholder's pro rata share
         of the Class A Invested Amount can be determined
         by multiplying the original denomination of the
         holder's Class A Certificate by the Pool
         Factor................................................   100.00000000%


  D.  Deficit Controlled Amortization Amount.

      1. The Deficit Controlled Amortization Amount
         for the preceding Due Period..........................           $0.00


                             FCC National Bank,

                             Servicer



                             By /s/ James A. Howard
                                _______________________

                             Title:   Vice President

                                   64 of 88
<PAGE>

                                                                     EXHIBIT 28L


                  CERTIFICATEHOLDERS' PAYMENT DATE STATEMENT

                               FCC NATIONAL BANK



              ___________________________________________________


                         FIRST CHICAGO MASTER TRUST II

                                Series 1997 - T

                                 June 7, 1999

              ___________________________________________________



     Under the Pooling and Servicing Agreement (the "Pooling and Servicing
Agreement") dated as of June 1, 1990 by and between FCC National Bank, as Seller
and Servicer ("FCCNB"), and Norwest Bank Minnesota, National Association, as
Trustee, (the "Trustee"), as amended and supplemented by the Series 1997 - T
Supplement dated as of October 01, 1997 by and between FCCNB and the Trustee,
FCCNB, as Servicer, is required to prepare certain information for each Payment
Date regarding current distributions to Class A Certificateholders and the
performance of the First Chicago Master Trust II (the "Trust") during the
previous period. The information which is required to be prepared with respect
to the distribution on the June 15, 1999 Payment Date and with respect to the
performance of the Trust during the Due Period for such Payment Date is set
forth below. Certain of the information is presented on the aggregate amounts
for the Trust as a whole. All capitalized terms used herein shall have the
respective meanings set forth in the Pooling and Servicing Agreement.


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

       1. The total amount of the distribution to
          Class A Certificateholders on the
          Payment Date per $1,000 interest.....................          $4.006

       2. The amount of the distribution set forth
          in paragraph 1 above in respect of
          principal on the Class A Certificates,
          per $1,000 interest..................................          $0.000

       3. The amount of the distribution set forth in
          paragraph 1 above in respect of interest on
          the Class A Certificates,
          per $1,000 interest..................................          $4.006

                                   65 of 88
<PAGE>

   B.  Information Regarding the Performance of the Trust.

       1. Collections of Receivables.

       a. The aggregate amount of Collections of
          Receivables processed for the Due Period
          with respect to the current Distribution
          Date which were allocated in respect of
          the Investor Certificates of all Series.............. $825,633,698.06

       b. The aggregate amount of Collections of
          Receivables processed for the Due Period
          with respect to the current Distribution
          Date which were allocated in respect of
          the Series 1997 - T Certificates.....................  $11,814,905.13

       c. The aggregate amount of Collections of
          Receivables processed for the Due
          Period with respect to the current
          Distribution Date which were allocated
          in respect of the Class A Certificates...............  $10,338,041.98

       d. The amount of Collections of Receivables
          processed for the Due Period with respect
          to the current Distribution Date which were
          allocated in respect of Class A
          Certificates, per $1,000 interest....................         $17.230

       e. The amount of Excess Spread for the Due
          Period with respect to the current
          Distribution Date....................................   $5,667,123.66

       f. The amount of Reallocated Principal
          Collections for the Due Period with
          respect to the current Distribution
          Date allocated in respect of the
          Class A Certificates.................................           $0.00

       g. The amount of Excess Finance Charge
          Collections allocated in respect of the Series
          1997 - T Certificates, if any........................           $0.00

       h. The amount of Excess Principal Collections
          allocated in respect of the Series 1997 - T
          Certificates, if any.................................           $0.00

       2. Receivables in Trust.

       a. Aggregate Principal Receivables for the
          Due Period with respect to the current
          Distribution Date (which reflects the
          Principal Receivables represented by the
          Exchangeable Seller's Certificate and by
          the Investor Certificates of all Series).......... $16,392,254,932.88

                                   66 of 88
<PAGE>

       b. The amount of Principal Receivables in
          the Trust represented by the Series 1997 - T
          Certificates (the "Adjusted Invested Amount") for
          the Due Period with respect to the current
          Distribution Date.................................... $685,714,286.00

       c. The  amount of Principal Receivables
          in the Trust represented by the Class A
          Certificates (the "Class A Adjusted Invested
          Amount") for the Due Period with respect to the
          current Distribution Date............................ $600,000,000.00

       d. The Invested  Amount for the Due Period
          with respect to the current Dist-
          ribution Date........................................ $685,714,286.00

       e. The Class A Invested  Amount for the Due
          Period with respect to the current
          Distribution Date.................................... $600,000,000.00

       f. The Invested Percentage with respect to
          Finance Charge Receivables (including
          Interchange) and Defaulted Receivables for
          the Series 1997 - T  Certificates for the Due
          Period with respect to the current
          Distribution Date....................................          4.183%

       g. The Invested Percentage with respect to
          Principal Receivables for the Series 1997 - T
          Certificates for the Due Period with respect
          to the current Distribution Date.....................          4.183%

       h. The Class A Floating Percentage for the
          Due Period with respect to the current
          Distribution Date....................................          87.50%

       i. The Class A Principal Percentage for the
          Due Period with respect to the current
          Distribution Date....................................          87.50%

       j. The Collateral Floating Percentage for the
          Due Period with respect to the current
          Distribution Date....................................          12.50%

       k. The Collateral Principal Percentage for the
          Due Period with respect to the current
          Distribution Date....................................          12.50%

       3. Delinquent Balances.

          The aggregate amount of outstanding
          balances in the Accounts which were 30
          or more days delinquent as of the end of
          the Due Period for the current Distribution
          Date................................................. $751,104,924.77

                                   67 of 88
<PAGE>

       4. Investor Default Amount.

       a. The aggregate amount of all Defaulted
          Receivables written off as uncollectible
          during the Due Period with respect
          to the current Distribution Date
          allocable to the Series 1997 - T
          Certificates (the "Investor Default Amount").

          1. Investor Default Amount...........................   $3,789,525.77

          2. Recoveries........................................     $183,396.45

          3. Net Default Receivables...........................   $3,606,129.32

       b. The Class A Investor Default Amount

          1. Investor Default Amount...........................   $3,315,835.04

          2. Recoveries........................................     $160,471.90

          3. Net Default Receivables...........................   $3,155,363.14

       c. The Collateral Investor Default Amount

          1. Investor Default Amount...........................     $473,690.73

          2. Recoveries........................................      $22,924.55

          3. Net Default Receivables...........................     $450,766.18

       5. Investor Charge-offs.

       a. The amount of the Class A Investor
          Charge-Offs per $1,000 interest after
          reimbursement of any such Class A
          Investor Charge-Offs for the Due Period
          with respect to the current Distribution
          Date.................................................           $0.00

       b. The amount attributable to Class A Investor
          Charge-Offs, if any, by which the principal balance
          of the Class A Certificates exceeds the
          Class A Adjusted Invested Amount as of the end
          of the day on the Record Date with
          respect to the current Distribution
          Date.................................................           $0.00

       c. The amount of the Collateral Charge-
          Offs, if any, for the Due Period with
          respect to the current Distribution
          Date.................................................           $0.00

       6. Monthly Servicing Fee.

       a. The amount of the Monthly Servicing Fee
          payable by the Trust to the Servicer
          with respect to the current Distribution
          Date.................................................     $428,571.43

                                   68 of 88
<PAGE>

       b. The amount of the Interchange Monthly
          Servicing Fee payable to the Servicer
          with respect to the current Distribution
          Date.................................................     $714,285.71

       7. Available Cash Collateral Amount.

       a. The amount, if any, withdrawn
          from the Cash Collateral Account
          for the current Distribution Date
          (the "Withdrawal Amount")............................           $0.00

       b. The amount available to be withdrawn from
          the Cash Collateral Account as of the
          end of the day on the current Distribution
          Date, after giving effect to all with-
          drawals, deposits and payments to be
          made on such Distribution Date (the
          "Available Cash Collateral Amount"
          for the next Distribution Date)......................   $6,857,143.00

       c. The amount as computed in 7.b as a
          percentage of the Class A Adjusted Invested
          Amount after giving effect to all re-
          ductions thereof on the current Dist-
          ribution Date........................................          1.143%

       8. Collateral Invested Amount.

       a. The Collateral Invested Amount for the
          current Distribution Date............................  $85,714,286.00

       b. The Collateral Invested Amount after
          giving effect to all withdrawals,
          deposits, and payments on the current
          Distribution Date....................................  $85,714,286.00

       9. Total Enhancement.

       a. The total Enhancement for the current
          Distribution Date....................................  $92,571,429.00

       b. The total Enhancement after giving ef-
          fect to all withdrawals, deposits and
          payments on the current Distribution
          Date.................................................  $92,571,429.00

                                   69 of 88
<PAGE>

   C.  The Pool Factor.

           The Pool Factor (which represents the ratio
           of the Class A Adjusted Invested Amount on the last
           day of the month ending on the Record Date
           adjusted for Class A Investor Charge-Offs set
           forth in B.5.a. above and for the distributions
           of principal set forth in A.2 above to the
           Class A Initial Invested Amount).  The amount
           of a Class A Certificateholder's pro rata share
           of the Class A Invested Amount can be determined
           by multiplying the original denomination of the
           holder's Class A Certificate by the Pool
           Factor..............................................   100.00000000%

   D.  Principal Funding Account.

       1. The Principal Funding Investment Proceeds
          deposited in the Collection Account for the
          current Distribution Date to be treated as
          Class A Available Funds..............................           $0.00

       2. The Excess Principal Funding Investment
          Proceeds for the current Distribution Date...........           $0.00

       3. The Principal Funding Account Balance as of
          the end of day on the current Distribution
          Date.................................................           $0.00

       4. The Deficit Controlled Accumulation Amount
          for the preceding Due Period.........................           $0.00

   E.  Reserve Account.

       1. The Reserve Draw Amount for the current
          Distribution Date....................................           $0.00

       2. The amount on deposit in the Reserve Account
          as of the end of the day on the current
          Distribution Date (the "Available Reserve
          Account Amount" for the next Distribution Date)......           $0.00

                             FCC National Bank,

                             Servicer




                             By /s/ James A. Harwood
                                ______________________

                             Title:   Vice President

                                   70 of 88
<PAGE>

                                                                     EXHIBIT 28M

                  CERTIFICATEHOLDERS' PAYMENT DATE STATEMENT

                               FCC NATIONAL BANK



                 ---------------------------------------------

                         FIRST CHICAGO MASTER TRUST II
                                Series 1997 - U
                                 June 7, 1999

                 ---------------------------------------------

     Under the Pooling and Servicing Agreement (the "Pooling and Servicing
Agreement") dated as of June 1, 1990 by and between FCC National Bank, as Seller
and Servicer ("FCCNB"), and Norwest Bank Minnesota, National Association, as
Trustee, (the "Trustee"), as amended and supplemented by the Series 1997 - U
Supplement dated as of October 01, 1997 by and between FCCNB and the Trustee,
FCCNB, as Servicer, is required to prepare certain information for each Payment
Date regarding current distributions to Class A Certificate-holders and the
performance of the First Chicago Master Trust II (the "Trust") during the
previous period. The information which is required to be prepared with respect
to the distribution on the June 15, 1999 Payment Date and with respect to the
performance of the Trust during the Due Period for such Payment Date is set
forth below. Certain of the information is presented on the aggregate amounts
for the Trust as a whole. All capitalized terms used herein shall have the
respective meanings set forth in the Pooling and Servicing Agreement.


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

    1. The total amount of the distribution to
       Class A Certificateholders on the
       Payment Date per $1,000 interest....................              $4.042

    2. The amount of the distribution set forth
       in paragraph 1 above in respect of
       principal on the Class A Certificates,
       per $1,000 interest.................................              $0.000

    3. The amount of the distribution set forth in
       paragraph 1 above in respect of interest on
       the Class A Certificates,
       per $1,000 interest.................................              $4.042

                                   71 of 88
<PAGE>

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

    1. Collections of Receivables.
       ---------------------------

       a. The aggregate amount of Collections of
          Receivables processed for the Due Period
          with respect to the current Distribution
          Date which were allocated in respect of
          the Investort Certificates of all Series............  $825,633,698.06

       b. The aggregate amount of Collections of
          Receivables processed for the Due Period
          with respect to the current Distribution
          Date which were allocated in respect of
          the Series 1997 - U Certificates....................    $7,876,603.44

       c. The aggregate amount of Collections of
          Receivables processed for the Due
          Period with respect to the current
          Distribution Date which were allocated
          in respect of the Class A Certificates..............    $6,892,027.99

       d. The amount of Collections of Receivables
          processed for the Due Period with respect
          to the current Distribution Date which were
          allocated in respect of Class A
          Certificates, per $1,000 interest...................          $17.230

       e. The amount of Excess Spread for the Due
          Period with respect to the current
          Distribution Date...................................    $3,763,582.45

       f. The amount of Reallocated Principal
          Collections for the Due Period with
          respect to the current Distribution
          Date allocated in respect of the
          Class A Certificates................................            $0.00

       g. The amount of Excess Finance Charge
          Collections allocated in respect of the Series
          1997 - U Certificates, if any.......................            $0.00

       h. The amount of Excess Principal Collections
          allocated in respect of the Series
          1997 - U Certificates, if any.......................            $0.00


       2. Receivables in Trust.
          ---------------------

       a. Aggregate Principal Receivables for the
          Due Period with respect to the current
          Distribution Date (which reflects the
          Principal Receivables represented by the
          Exchangeable Seller's Certificate and by
          the Investor Certificates of all Series).......... $16,392,254,932.88

                                   72 of 88
<PAGE>

       b. The amount of Principal Receivables in
          the Trust represented by the Series 1997 - U
          Certificates (the "Adjusted Invested Amount") for
          the Due Period with respect to the current
          Distribution Date...................................  $457,142,858.00

       c. The amount of Principal Receivables
          in the Trust represented by the Class A
          Certificates (the "Class A Adjusted Invested
          Amount") for the Due Period with respect to the
          current Distribution Date...........................  $400,000,000.00

       d. The Invested  Amount for the Due Period
          with respect to the current Distribution Date.......  $457,142,858.00

       e. The Class A Invested  Amount for the Due
          Period with respect to the current
          Distribution Date...................................  $400,000,000.00

       f. The Invested Percentage with respect to
          Finance Charge Receivables (including
          Interchange) and Defaulted Receivables for
          the Series 1997 - U Certificates for the Due
          Period with respect to the current
          Distribution Date...................................           2.789%

       g. The Invested Percentage with respect to
          Principal Receivables for the Series 1997 - U
          Certificates for the Due Period with respect
          to the current Distribution Date....................           2.789%

       h. The Class A Floating Percentage for the
          Due Period with respect to the current
          Distribution Date...................................           87.50%

       i. The Class A Principal Percentage for the
          Due Period with respect to the current
          Distribution Date...................................           87.50%

       j. The Collateral Floating Percentage for the
          Due Period with respect to the current
          Distribution Date...................................           12.50%

       k. The Collateral Principal Percentage for the
          Due Period with respect to the current
          Distribution Date...................................           12.50%

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

          The aggregate amount of outstanding
          balances in the Accounts which were 30
          or more days delinquent as of the end of
          the Due Period for the current Distribution
          Date................................................  $751,104,924.77

                                   73 of 88
<PAGE>

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

       a. The aggregate amount of all Defaulted
          Receivables written off as uncollectible
          during the Due Period with respect
          to the current Distribution Date
          allocable to the Series 1997 - U
          Certificates (the "Investor Default Amount").

          1. Investor Default Amount..........................    $2,526,350.52

          2. Recoveries.......................................      $122,264.31

          3. Net Default Receivables..........................    $2,404,086.21

       b. The Class A Investor Default Amount

          1. Investor Default Amount..........................    $2,210,556.70

          2. Recoveries.......................................      $106,981.27

          3. Net Default Receivables..........................    $2,103,575.43

       c. The Collateral Investor Default Amount

          1. Investor Default Amount..........................      $315,793.82

          2. Recoveries.......................................       $15,283.04

          3. Net Default Receivables..........................      $300,510.78

       5. Investor Charge-offs.
          ---------------------

       a. The amount of the Class A Investor
          Charge-Offs per $1,000 interest after
          reimbursement of any such Class A
          Investor Charge-Offs for the Due Period
          with respect to the current Distribution
          Date................................................            $0.00

       b. The amount attributable to Class A Investor
          Charge-Offs, if any, by which the principal balance
          of the  Class A Certificates exceeds the
          Class A Adjusted Invested Amount as of the end
          of the day on the Record Date with
          respect to the current Distribution
          Date................................................            $0.00

       c. The amount of the Collateral Charge-
          Offs, if any, for the Due Period with
          respect to the current Distribution
          Date................................................            $0.00

       6. Monthly Servicing Fee.
          ----------------------

       a. The amount of the Monthly Servicing Fee
          payable by the Trust to the Servicer
          with respect to the current Distribution
          Date................................................      $285,714.29

                                   74 of 88
<PAGE>

       b. The amount of the Interchange Monthly
          Servicing Fee payable to the Servicer
          with respect to the current Distribution
          Date................................................      $476,190.48

       7. Available Cash Collateral Amount.
          ---------------------------------

       a. The amount, if any, withdrawn
          from the Cash Collateral Account
          for the current Distribution Date
          (the "Withdrawal Amount")...........................            $0.00

       b. The amount available to be withdrawn from
          the Cash Collateral Account as of the
          end of the day on the current Distribution
          Date, after giving effect to all with-
          drawals, deposits and payments to be
          made on such Distribution Date (the
          "Available Cash Collateral Amount"
          for the next Distribution Date).....................    $4,571,429.00

       c. The amount as computed in 7.b as a
          percentage of the Class A Adjusted Invested
          Amount after giving effect to all re-
          ductions thereof on the current Dist-
          ribution Date.......................................           1.143%

       8. Collateral Invested Amount.
          ---------------------------

       a. The Collateral Invested Amount for the
          current Distribution Date...........................   $57,142,858.00

       b. The Collateral Invested Amount after
          giving effect to all withdrawals,
          deposits, and payments on the current
          Distribution Date...................................   $57,142,858.00

       9. Total Enhancement.
          ------------------

       a. The total Enhancement for the current
          Distribution Date...................................   $61,714,287.00

       b. The total Enhancement after giving ef-
          fect to all withdrawals, deposits and
          payments on the current Distribution
          Date................................................   $61,714,287.00

                                   75 of 88
<PAGE>

   C. The Pool Factor.
      ----------------

           The Pool Factor (which represents the ratio
           of the Class A Adjusted Invested Amount on the last
           day of the month ending on the Record Date
           adjusted for Class A Investor Charge-Offs set
           forth in B.5.a. above and for the distributions
           of principal set forth in A.2 above to the
           Class A Initial Invested Amount).  The amount
           of a Class A Certificateholder's pro rata share
           of the Class A Invested Amount can be determined
           by multiplying the original denomination of the
           holder's Class A Certificate by the Pool
           Factor..............................................   100.00000000%

   D. Principal Funding Account.
      --------------------------

      1. The Principal Funding Investment Proceeds
         deposited in the Collection Account for the
         current Distribution Date to be treated as
         Class A Available Funds...............................           $0.00

      2. The Excess Principal Funding Investment
         Proceeds for the current Distribution Date............           $0.00

      3. The Principal Funding Account Balance as of
         the end of day on the current Distribution
         Date..................................................           $0.00

      4. The Deficit Controlled Accumulation Amount
         for the preceding Due Period..........................           $0.00

   E. Reserve Account.
      ----------------

      1. The Reserve Draw Amount for the current
         Distribution Date.....................................           $0.00

      2. The amount on deposit in the Reserve Account
         as of the end of the day on the current
         Distribution Date (the "Available Reserve
         Account Amount" for the next Distribution Date).......           $0.00


                             FCC National Bank,
                             Servicer




                                /s/ James A. Harwood
                             By _______________________________________________

                             Title:      Vice President

                                   76 of 88
<PAGE>

                                                                     EXHIBIT 28N

                  CERTIFICATEHOLDERS' PAYMENT DATE STATEMENT
                               FCC NATIONAL BANK

            -------------------------------------------------------

                         FIRST CHICAGO MASTER TRUST II

                                Series 1998 - V

                                 June 7, 1999

            -------------------------------------------------------

     Under the Pooling and Servicing Agreement (the "Pooling and Servicing
Agreement") dated as of June 1, 1990 by and between FCC National Bank, as Seller
and Servicer ("FCCNB"), and Norwest Bank Minnesota, National Association, as
Trustee, (the "Trustee"), as amended and supplemented by the Series 1998 - V
Supplement dated as of November 01, 1998 by and between FCCNB and the Trustee,
FCCNB, as Servicer, is required to prepare certain information for each Payment
Date regarding current distributions to Class A Certificateholders and the
performance of the First Chicago Master Trust II (the "Trust") during the
previous period. The information which is required to be prepared with respect
to the distribution on the June 15, 1999 Payment Date and with respect to the
performance of the Trust during the Due Period for such Payment Date is set
forth below. Certain of the information is presented on the aggregate amounts
for the Trust as a whole. All capitalized terms used herein shall have the
respective meanings set forth in the Pooling and Servicing Agreement.


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

       1. The total amount of the distribution to
          Class A Certificateholders on the
          Payment Date per $1,000 interest.....................          $4.175

       2. The amount of the distribution set forth
          in paragraph 1 above in respect of
          principal on the Class A Certificates,
          per $1,000 interest..................................          $0.000

       3. The amount of the distribution set forth in
          paragraph 1 above in respect of interest on
          the Class A Certificates,
          per $1,000 interest..................................          $4.175

                                   77 of 88
<PAGE>

   B.  Information Regarding the Performance of the Trust.

       1. Collections of Receivables.

       a. The aggregate amount of Collections of
          Receivables processed for the Due Period
          with respect to the current Distribution
          Date which were allocated in respect of
          the Investor Certificiates of all Series............. $825,633,698.06

       b. The aggregate amount of Collections of
          Receivables processed for the Due Period
          with respect to the current Distribution
          Date which were allocated in respect of
          the Series 1998 - V Certificates.....................  $19,691,508.55

       c. The aggregate amount of Collections of
          Receivables processed for the Due
          Period with respect to the current
          Distribution Date which were allocated
          in respect of the Class A Certificates...............  $17,230,069.98

       d. The amount of Collections of Receivables
          processed for the Due Period with respect
          to the current Distribution Date which were
          allocated in respect of Class A
          Certificates, per $1,000 interest....................         $17.230

       e. The amount of Excess Spread for the Due
          Period with respect to the current
          Distribution Date....................................   $9,276,039.43

       f. The amount of Reallocated Principal
          Collections for the Due Period with
          respect to the current Distribution
          Date allocated in respect of the
          Class A Certificates.................................           $0.00

       g. The amount of Excess Finance Charge
          Collections allocated in respect of the Series
          1998 - V Certificates, if any........................           $0.00

       h. The amount of Excess Principal Collections
          allocated in respect of
          the Series 1998 - V Certificates, if any.............           $0.00

       2. Receivables in Trust.

       a. Aggregate Principal Receivables for the
          Due Period with respect to the current
          Distribution Date (which reflects the
          Principal Receivables represented by the
          Exchangeable Seller's Certificate and by
          the Investor Certificates of all Series).......... $16,392,254,932.88

                                   78 of 88
<PAGE>

       b. The  amount of Principal Receivables in
          the Trust represented by the Series 1998 - V
          Certificates (the "Adjusted Invested Amount") for
          the Due Period with respect to the current
          Distribution Date.................................. $1,142,857,143.00

       c. The  amount of Principal Receivables
          in the Trust represented by the Class A
          Certificates (the "Class A Adjusted Invested
          Amount") for the Due Period with respect to the
          current Distribution Date.......................... $1,000,000,000.00

       d. The Invested  Amount for the Due Period
          with respect to the current
          Distribution Date................................... $1,142,857,143.00

       e. The Class A Invested Amount for the Due
          Period with respect to the current
          Distribution Date.................................. $1,000,000,000.00

       f. The Invested Percentage with respect to
          Finance Charge Receivables (including
          Interchange) and Defaulted Receivables for
          the Series 1998 - V Certificates for the Due
          Period with respect to the current
          Distribution Date....................................          6.972%

       g. The Invested Percentage with respect to
          Principal Receivables for the Series 1998 - V
          Certificates for the Due Period with respect
          to the current Distribution Date.....................          6.972%

       h. The Class A Floating Percentage for the
          Due Period with respect to the current
          Distribution Date....................................          87.50%

       i. The Class A Principal Percentage for the
          Due Period with respect to the current
          Distribution Date.....................................         87.50%

       j. The Collateral Floating Percentage for the
          Due Period with respect to the current
          Distribution Date....................................          12.50%


       k. The Collateral Principal Percentage for the
          Due Period with respect to the current
          Distribution Date....................................          12.50%

       3. Delinquent Balances.

          The aggregate amount of outstanding
          balances in the Accounts which were 30
          or more days delinquent as of the end of
          the Due Period for the current Distribution
          Date................................................. $751,104,924.77

                                   79 of 88
<PAGE>

       4. Investor Default Amount.

       a. The aggregate amount of all Defaulted
          Receivables written off as uncollectible
          during the Due Period with respect
          to the current Distribution Date
          allocable to the Series 1998 - V
          Certificates (the "Investor Default Amount").

          1. Investor Default Amount...........................   $6,315,876.27

          2. Recoveries........................................     $305,660.79

          3. Net Default Receivables...........................   $6,010,215.48

       b. The Class A Investor Default Amount

          1. Investor Default Amount...........................   $5,526,391.74

          2. Recoveries........................................     $267,453.19

          3. Net Default Receivables...........................   $5,258,938.55

       c. The Collateral Investor Default Amount

          1. Investor Default Amount...........................     $789,484.53

          2. Recoveries........................................      $38,207.60

          3. Net Default Receivables...........................     $751,276.93

       5. Investor Charge-Offs.

       a. The amount of the Class A Investor
          Charge-Offs per $1,000 interest after
          reimbursement of any such Class A
          Investor Charge-Offs for the Due Period
          with respect to the current Distribution
          Date.................................................           $0.00

       b. The amount attributable to Class A Investor
          Charge-Offs, if any, by which the principal balance
          of the Class A Certificates exceeds the
          Class A Adjusted Invested Amount as of the end
          of the day on the Record Date with
          respect to the current Distribution
          Date.................................................           $0.00

       c. The amount of the Collateral Charge-
          Offs, if any, for the Due Period with
          respect to the current Distribution
          Date.................................................           $0.00

       6. Monthly Servicing Fee.

       a. The amount of the Monthly Servicing Fee
          payable by the Trust to the Servicer
          with respect to the current Distribution
          Date.................................................     $714,285.71

                                   80 of 88
<PAGE>

       b. The amount of the Interchange Monthly
          Servicing Fee payable to the Servicer
          with respect to the current Distribution
          Date.................................................   $1,190,476.19

       7. Available Cash Collateral Amount.

       a. The amount, if any, withdrawn
          from the Cash Collateral Account
          for the current Distribution Date
          (the "Withdrawal Amount")............................           $0.00

       b. The amount available to be withdrawn from
          the Cash Collateral Account as of the
          end of the day on the current Distribution
          Date, after giving effect to all
          withdrawals, deposits and payments to be
          made on such Distribution Date (the
          "Available Cash Collateral Amount"
          for the next Distribution Date)......................  $11,428,572.00

       c. The amount as computed in 7.b as a
          percentage of the Class A Adjusted Invested
          Amount after giving effect to all
          reductions thereof on the current
          Distribution Date.....................................          1.143%

       8. Collateral Invested Amount.

       a. The Collateral Invested Amount for the
          current Distribution Date............................ $142,857,143.00

       b. The Collateral Invested Amount after
          giving effect to all withdrawals,
          deposits, and payments on the current
          Distribution Date.................................... $142,857,143.00

       9. Total Enhancement.

       a. The total Enhancement for the current
          Distribution Date.................................... $154,285,715.00

       b. The total Enhancement after giving
          effect to all withdrawals, deposits and
          payments on the current Distribution
          Date................................................. $154,285,715.00

                                   81 of 88
<PAGE>

   C.  The Pool Factor.

          The Pool Factor (which represents the ratio
          of the Class A Adjusted Invested Amount on the last
          day of the month ending on the Record Date
          adjusted for Class A Investor Charge-Offs set
          forth in B.5.a. above and for the distributions
          of principal set forth in A.2 above to the
          Class A Initial Invested Amount). The amount
          of a Class A Certificateholder's pro rata share
          of the Class A Invested Amount can be determined
          by multiplying the original denomination of the
          holder's Class A Certificate by the Pool
          Factor...............................................   100.00000000%

   D.  Principal Funding Account.

       1. The Principal Funding Investment Proceeds
          deposited in the Collection Account for the
          current Distribution Date to be treated as
          Class A Available Funds..............................           $0.00

       2. The Excess Principal Funding Investment
          Proceeds for the current Distribution Date...........           $0.00

       3. The Principal Funding Account Balance as of
          the end of day on the current Distribution
          Date.................................................           $0.00

       4. The Deficit Controlled Accumulation Amount
          for the preceding Due Period.........................           $0.00

   E.  Reserve Account.

       1. The Reserve Draw Amount for the current
          Distribution Date....................................           $0.00

       2. The amount on deposit in the Reserve Account
          as of the end of the day on the current
          Distribution Date (the "Available Reserve
          Account Amount" for the next Distribution Date)......           $0.00


                             FCC National Bank,
                             Servicer




                             By /s/ James A. Harwood
                                _____________________

                             Title:  Vice President

                                   82 of 88
<PAGE>

                                                                     EXHIBIT 28O

        CERTIFICATEHOLDERS' PAYMENT DATE STATEMENT

                     FCC NATIONAL BANK


<TABLE>
<CAPTION>
<S>                                                           <C>
- ----------------------------------------------------------

                FIRST CHICAGO MASTER TRUST II
                       Series 1999 - W
                         June 7, 1999

- ----------------------------------------------------------

     Under the Pooling and Servicing Agreement (the
"Pooling and Servicing Agreement") dated as of June 1,
1990 by and between FCC National Bank, as Seller and
Servicer ("FCCNB"), and Norwest Bank Minnesota, National
Association, as Trustee, (the "Trustee"), as amended and
supplemented by the Series 1999 - W Supplement dated as of
March 01, 1999 by and between FCCNB and the Trustee,
FCCNB, as Servicer, is required to prepare certain
information for each Payment Date regarding current
distributions to Class A Certificate-holders and the
performance of the First Chicago Master Trust II (the
"Trust") during the previous period. The information which
is required to be prepared with respect to the
distribution on the June 15, 1999 Payment Date and with
respect to the performance of the Trust during the Due
Period for such Payment Date is set forth below. Certain
of the information is presented on the aggregate amounts
for the Trust as a whole. All capitalized terms used
herein shall have the respective meanings set forth in the
Pooling and Servicing Agreement.


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

    1. The total amount of the distribution to
       Class A Certificateholders on the
       Payment Date per $1,000 interest...................                $4.038


    2. The amount of the distribution set forth in
       paragraph 1 above in respect of principal on the
       Class A Certificates, per $1,000 interest..........                $0.000


    3. The amount of the distribution set forth in
       paragraph 1 above in respect of interest on the
       Class A Certificates, per $1,000 interest..........                $4.038
</TABLE>

                                   83 of 88

<PAGE>

<TABLE>
<CAPTION>
<S>                                                           <C>
B.  Information Regarding the Performance of the Trust.
    ---------------------------------------------------

    1. Collections of Receivables.
       ---------------------------

    a. The aggregate amount of Collections of Receivables
       processed for the Due Period with respect to the
       current Distribution Date which were allocated in
       respect of the Investor Certificates of all Series.       $825,633,698.06

    b. The aggregate amount of Collections of Receivables
       processed for the Due Period with respect to the
       current Distribution Date which were allocated in
       respect of the Series 1999 - W Certificates........        $14,768,631.41

    c. The aggregate amount of Collections of Receivables
       processed for the Due Period with respect to the
       current Distribution Date which were allocated in
       respect of the Class A Certificates................        $12,922,552.50

    d. The amount of Collections of Receivables processed
       for the Due Period with respect to the current
       Distribution Date which were allocated in respect
       of Class A Certificates, per $1,000 interest.......               $17.230

    e. The amount of Excess Spread for the Due Period with
       respect to the current Distribution Date...........         $7,059,737.89

    f. The amount of Reallocated Principal Collections for
       the Due Period with respect to the current
       Distribution Date allocated in respect of the Class
       A Certificates.....................................                 $0.00

    g. The amount of Excess Finance Charge Collections
       allocated in respect of the Series 1999 - W
       Certificates, if any...............................                 $0.00

    h. The amount of Excess Principal Collections
       allocated in respect of the Series 1999 - W
       Certificates, if any...............................                 $0.00


    2. Receivables in Trust.
       ---------------------

    a. Aggregate Principal Receivables for the Due Period
       with respect to the current Distribution Date
       (which reflects the Principal Receivables
       represented by the Exchangeable Seller's
       Certificate and by the Investor Certificates of all
       Series)............................................    $16,392,254,932.88
</TABLE>

                                   84 of 88

<PAGE>

<TABLE>
<CAPTION>
<S>                                                           <C>
    b. The amount of Principal Receivables in the Trust
       represented by the Series 1999 - W Certificates
       (the "Adjusted Invested Amount") for the Due Period
       with respect to the current Distribution Date......       $857,142,857.00

    c. The amount of Principal Receivables in the Trust
       represented by the Class A Certificates (the "Class
       A Adjusted Invested Amount") for the Due Period
       with respect to the current Distribution Date......       $750,000,000.00


    d. The Invested Amount for the Due Period with respect
       to the current Distribution Date...................       $857,142,857.00

    e. The Class A Invested Amount for the Due Period with
       respect to the current Distribution Date...........       $750,000,000.00

    f. The Invested Percentage with respect to Finance
       Charge Receivables (including Interchange) and
       Defaulted Receivables for the Series 1999 - W
       Certificates for the Due Period with respect to the
       current Distribution Date..........................                5.229%

    g. The Invested Percentage with respect to Principal
       Receivables for the Series 1999 - W Certificates
       for the Due Period with respect to the current
       Distribution Date..................................                5.229%

    h. The Class A Floating Percentage for the Due Period
       with respect to the current Distribution Date......                87.50%

    i. The Class A Principal Percentage for the Due Period
       with respect to the current Distribution Date......                87.50%

    j. The Collateral Floating Percentage for the Due
       Period with respect to the current Distribution
       Date...............................................                12.50%


    k. The Collateral Principal Percentage for the Due
       Period with respect to the current Distribution
       Date...............................................                12.50%


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

       The aggregate amount of outstanding balances in the
       Accounts which were 30 or more days delinquent as
       of the end of the Due Period for the current
       Distribution Date..................................       $751,104,924.77
</TABLE>

                                   85 of 88

<PAGE>

<TABLE>
<CAPTION>
<S>                                                           <C>
    4. Investor Default Amount.
       ------------------------

    a. The aggregate amount of all Defaulted Receivables
       written off as uncollectible during the Due Period
       with respect to the current Distribution Date
       allocable to the Series 1999 - W Certificates (the
       "Investor Default Amount").

       1. Investor Default Amount.........................         $4,736,907.21

       2. Recoveries......................................           $229,245.58

       3. Net Default Receivables.........................         $4,507,661.63

    b. The Class A Investor Default Amount

       1. Investor Default Amount.........................         $4,144,793.81

       2. Recoveries......................................           $200,589.89

       3. Net Default Receivables.........................         $3,944,203.92

    c. The Collateral Investor Default Amount

       1. Investor Default Amount.........................           $592,113.40

       2. Recoveries......................................            $28,655.69

       3. Net Default Receivables.........................           $563,457.71


    5. Investor Charge-offs.
       ---------------------

       a. The amount of the Class A Investor Charge-Offs
          per $1,000 interest after reimbursement of any
          such Class A Investor Charge-Offs for the Due
          Period with respect to the current Distribution
          Date............................................                 $0.00

       b. The amount attributable to Class A Investor
          Charge-Offs, if any, by which the principal
          balance of the Class A Certificates exceeds the
          Class A Adjusted Invested Amount as of the end
          of the day on the Record Date with respect to
          the current Distribution Date...................                 $0.00

       c. The amount of the Collateral Charge-Offs, if
          any, for the Due Period with respect to the
          current Distribution Date.......................                 $0.00


    6. Monthly Servicing Fee.
       ----------------------

       a. The amount of the Monthly Servicing Fee payable
          by the Trust to the Servicer with respect to the
          current Distribution Date.......................           $535,714.29
</TABLE>

                                   86 of 88

<PAGE>

<TABLE>
<CAPTION>
<S>                                                           <C>
    b. The amount of the Interchange Monthly Servicing Fee
       payable to the Servicer with respect to the current
       Distribution Date..................................           $892,857.14


    7. Available Cash Collateral Amount.
       ---------------------------------

    a. The amount, if any, withdrawn from the Cash
       Collateral Account for the current Distribution
       Date (the "Withdrawal Amount").....................                 $0.00

    b. The amount available to be withdrawn from the Cash
       Collateral Account as of the end of the day on the
       current Distribution Date, after giving effect to
       all withdrawals, deposits and payments to be made
       on such Distribution Date (the "Available Cash
       Collateral Amount" for the next Distribution Date).         $8,571,429.00

    c. The amount as computed in 7.b as a percentage of
       the Class A Adjusted Invested Amount after giving
       effect to all reductions thereof on the current
       Distribution Date..................................                1.143%


    8. Collateral Invested Amount.
       ---------------------------

    a. The Collateral Invested Amount for the current
       Distribution Date..................................       $107,142,857.00

    b. The Collateral Invested Amount after giving effect
       to all withdrawals, deposits, and payments on the
       current Distribution Date..........................       $107,142,857.00


    9. Total Enhancement.
       ------------------

    a. The total Enhancement for the current Distribution
       Date...............................................       $115,714,286.00

    b. The total Enhancement after giving effect to all
       withdrawals, deposits and payments on the current
       Distribution Date..................................       $115,714,286.00
</TABLE>

                                   87 of 88

<PAGE>

<TABLE>
<CAPTION>
<S>                                                           <C>
C.  The Pool Factor.
    ----------------

       The Pool Factor (which represents the ratio of the
       Class A Adjusted Invested Amount on the last day
       of the month ending on the Record Date adjusted
       for Class A Investor Charge-Offs set forth in
       B.5.a. above and for the distributions of
       principal set forth in A.2 above to the Class A
       Initial Invested Amount). The amount of a Class A
       Certificateholder's pro rata share of the Class A
       Invested Amount can be determined by multiplying
       the original denomination of the holder's Class A
       Certificate by the Pool Factor.....................         100.00000000%


D.  Principal Funding Account.
    --------------------------

    1. The Principal Funding Investment Proceeds deposited
       in the Collection Account for the current
       Distribution Date to be treated as Class A
       Available Funds....................................                 $0.00

    2. The Excess Principal Funding Investment Proceeds
       for the current Distribution Date..................                 $0.00

    3. The Principal Funding Account Balance as of the end
       of day on the current Distribution Date............                 $0.00

    4. The Deficit Controlled Accumulation Amount for the
       preceding Due Period...............................                 $0.00


E.  Reserve Account.
    ----------------

    1. The Reserve Draw Amount for the current
       Distribution Date..................................                 $0.00

    2. The amount on deposit in the Reserve Account as of
       the end of the day on the current Distribution Date
       (the "Available Reserve Account Amount" for the
       next Distribution Date)............................                 $0.00
</TABLE>


                             FCC National Bank,
                             Servicer

                             By          /s/ James A. Harwood
                                   -------------------------------
                             Title:         Vice President

                                   88 of 88



© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission