FCC NATIONAL BANK
8-A12G, 1999-09-13
ASSET-BACKED SECURITIES
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<PAGE>

                                   FORM 8-A


                      SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C. 20549


               FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
                    PURSUANT TO SECTION 12(b) OR (g) OF THE
                        SECURITIES EXCHANGE ACTOF 1934


                               FCC NATIONAL BANK
                (with respect to FIRST CHICAGO MASTER TRUST II)
           (Exact name of registrant as specified in their charter)


        United States of America                        51-0269396
(State of incorporation or organization)    (I.R.S. Employer Identification No.)


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



Securities to be registered pursuant to Section 12(b) of the Act:
                                     None.

If this Form relates to the registration of a class of securities pursuant to
Section 12(b) of the Exchange Act and is effective pursuant to General
Instruction A.(c), please check the following box [ ].

If this Form relates to the registration of a class of securities pursuant to
Section 12(g) of the Exchange Act and is effective pursuant to General
Instruction A.(d), please check the following box [x].

Securities Act registration file number to which this form relates: 333-49625


Securities to be registered pursuant to Section 12(g) of the Act:

                         First Chicago Master Trust II
             Floating Rate Asset Backed Certificates Series 1999-Y
                               (Title of Class)
<PAGE>

                INFORMATION REQUIRED IN REGISTRATION STATEMENT

Item 1.    Description of Registrant's Securities
           to be Registered.
           ------------------------------------

           The descriptions of the Floating Rate Asset Backed Certificates
           Series 1999-Y appearing under the captions entitled (a) "Prospectus
           Summary"; "Risk Factors"; "Maturity and Principal Payment
           Considerations"; "Description of the Certificates and the Agreement";
           "Enhancement"; "Certain Legal Aspects of the Receivables"; "U.S.
           Federal Income Tax Consequences";"State and Local Taxation" and
           "ERISA Considerations" in the Prospectus, dated July 28, 1999 (the
           "Prospectus") under the Registrant's Registration Statement on Form
           S-3, File No. 333-49625 and filed with the Securities and Exchange
           Commission pursuant to Rule 424(b)(5), and (b) under the captions
           entitled "Summary of Series Terms"; "Summary of Series Provisions";
           "Maturity and Principal Payment Considerations"; and "Description of
           the Class A Certificates and the Agreement" in the Prospectus
           Supplement, dated July 28, 1999 to the Prospectus, as filed with the
           Securities and Exchange Commission pursuant to Rule 424(b)(5), are
           incorporated herein by reference.

Item 2.    Exhibits
           --------

           Exhibit 1 - Form of specimen of certificate representing Floating
           Rate Asset Backed Certificates Series 1999-Y (included in Exhibit
           22).

           Exhibit 2 - Articles of Association of FCC National Bank.   [Exhibit
           3.1 to the Registrant's Post-Effective Amendment No. 1 to the
           Registration Statement on Form S-1, File No. 33-61950, is
           incorporated herein by reference].

           Exhibit 3 - By-laws of FCC National Bank [Exhibit 3.2 to the
           Registrant's Registration Statement on Form S-1, File No. 33-61950,
           is incorporated herein by reference].

           Exhibit 4 - Pooling and Servicing Agreement [Exhibit 4.1 to the
           Registrant's Post-Effective Amendment No. 1 to the Registration
           Statement on Form S-1, File No. 33-35084, is incorporated herein by
           reference].

           Exhibit 5 - Series 1993-F Supplement to the Pooling and Servicing
           Agreement [Exhibit 4.8 to the Registrant's Post-Effective Amendment
           No. 1 to the Registration Statement on Form S-1, File No. 33-61950 is
           incorporated herein by reference].
<PAGE>

           Exhibit 6 - Series 1993-G Supplement to the Pooling and Servicing
           Agreement [Exhibit 4.9 to the Registrant's Post-Effective Amendment
           No. 1 to the Registration Statement on Form S-1, File No. 33-61950 is
           incorporated herein by reference].

           Exhibit 7 - Series 1993-H Supplement to the Pooling and Servicing
           Agreement [Exhibit 4.10 to the Registrant's Post-Effective Amendment
           No. 1 to the Registration Statement on Form S-1, File No.  33-67056
           is incorporated herein by reference].

           Exhibit 8 - Series 1994-I Supplement to the Pooling and Servicing
           Agreement [Exhibit 4.11 to the Registrant's Post-Effective Amendment
           No. 1 to the Registration Statement on Form S-1, File No. 33-78032 is
           incorporated herein by reference].

           Exhibit 9 - Series 1994-J Supplement to the Pooling and Servicing
           Agreement [Exhibit 4.12 to the Registrant's Post-Effective Amendment
           No. 1 to the Registration Statement on Form S-1, File No. 33-78032 is
           incorporated herein by reference].

           Exhibit 10 - Series 1994-K Supplement to the Pooling and Servicing
           Agreement [Exhibit 4.13 to the Registrant's Post-Effective
           Amendment No. 1 to the Registration Statement on Form S-1, File
           No. 33-82466 is incorporated by reference].

           Exhibit 11 - Series 1994-L Supplement to the Pooling and Servicing
           Agreement [Exhibit 4.14 to the Registrant's Post-Effective
           Amendment  No. 1 to the Registration Statement on Form S-1, File
           No. 33-82466 is incorporated by reference].

           Exhibit 12 - Series 1995-M Supplement to the Pooling and Servicing
           Agreement [Exhibit 4.15 to the Registrant's Post-Effective
           Amendment No. 1 to the Registration Statement on Form S-1, File
           No. 33-84880 is incorporated by reference].

           Exhibit 13 - Series 1995-N Supplement to the Pooling and Servicing
           Agreement [Exhibit 4.16 to the Registrant's Post-Effective
           Amendment  No. 1 to the Registration Statement on Form S-1, File
           No. 33-84880 is incorporated by reference].

           Exhibit 14 - Series 1995-O Supplement to the Pooling and Servicing
           Agreement [Exhibit 4.16 to the Registrant's Post-Effective
           Amendment No. 1 to the Registration Statement on Form S-1, File
           No. 33-92358 is incorporated by reference].
<PAGE>

           Exhibit 15 - Series 1995-P Supplement to the Pooling and Servicing
           Agreement [Exhibit 4.17 to the Registrant's Post-Effective
           Amendment No. 1 to the Registration Statement on Form S-1, File
           No. 33-92358 is incorporated by reference].

           Exhibit 16 - 1995 Amendment to the Pooling and Servicing Agreement
           [Exhibit 4 to the Registrant's Form 8-K dated May 5, 1995, is
           incorporated by reference].

           Exhibit 17 - Series 1996-Q Supplement to the Pooling and Servicing
           Agreement [Exhibit 4.23 to the Registrant's Registration Statement on
           Form S-3, File No. 333-02361, as filed on a Form 8-K dated October 1,
           1996, is incorporated by reference.]

           Exhibit 18 - Series 1996-R Supplement to the Pooling and Servicing
           Agreement [Exhibit 4.24 to the Registrant's Registration Statement on
           Form S-3, File No. 333-02361, as filed on a Form 8-K dated December
           4, 1996, is incorporated by reference].

           Exhibit 19 - Series 1996-S Supplement to the Pooling and Servicing
           Agreement [Exhibit 4.25 to the Registrant's Registration Statement on
           Form S-3, File No. 333-02361, as filed on a Form 8-K dated December
           4, 1996, is incorporated by reference].

           Exhibit 20 - Series 1997-T Supplement to the Pooling and Servicing
           Agreement [Exhibit 4.26 to the Registrant's Registration Statement on
           Form S-3, File No. 333-02361, as filed on a Form 8-K dated November
           10, 1997, is incorporated by reference].

           Exhibit 21 - Series 1997-U Supplement to the Pooling and Servicing
           Agreement [Exhibit 4.27 to the Registrant's Registration Statement on
           Form S-3, File No. 333-02361, as filed on a Form 8-K dated November
           10, 1997, is incorporated by reference].

           Exhibit 22 - Series 1998-V Supplement to the Pooling and Servicing
           Agreement [Exhibit 4.28 to the Registrant's Registration Statement on
           Form S-3, File No. 333-49625, as filed on a Form 8-K dated November
           20, 1998, is incorporated by reference].

           Exhibit 23 - 1998 Amendment to the Pooling and Servicing Agreement
           [Exhibit 4.27 to the Registrant's Registration Statement on Form S-3,
           File No. 333-49625, is incorporated by reference].

           Exhibit 24 - 1999-W Supplement to the Pooling and Servicing Agreement
           [Exhibit 4.29 to the Registrant's Registration Statement on Form S-3,
           File No. 333-49625, as filed on a Form 8-K dated April 1, 1999, is
           incorporated by reference].
<PAGE>

           Exhibit 25 - Series 1999-X Supplement to the Pooling and Servicing
           Agreement [Exhibit 4.29 to the Registrant's Registration Statement
           on Form S-3, File No. 333-49625, as filed on Form 8-K dated June 30,
           1999 is incorporated by reference].

           Exhibit 26 - Series 1999-Y Supplement to the Pooling and Servicing
           Agreement [Exhibit 4.30 to the Registrant's Registration Statement
           on Form S-3, File No. 333-49625, as filed on Form 8-K dated
           August 23, 1999 is incorporated by reference].
<PAGE>

                                  SIGNATURES
                                  ----------

    Pursuant to the requirements of Section 12 of the Securities Exchange Act of
1934, the Registrant has duly caused this registration statement to be signed on
their behalf by the undersigned, thereto duly authorized.

                                                  FCC NATIONAL BANK
                                                  (Registrant)



                                                  By  /s/ Harry Hallowell
                                                      -------------------
                                                      Harry Hallowell
                                                      Vice President



Dated:  September 13, 1999
<PAGE>

                               INDEX TO EXHIBITS
                               -----------------

Exhibit                                                          Sequentially
- -------
Number    Exhibit                                                Numbered Page
- ------    -------                                                -------------

  1       Form of specimen of certificate representing
          Floating Rate Asset Backed Certificates Series
          1998-V.                                                      N/A

  2       Articles of Association of FCC National Bank
          [Exhibit 3.1 to the Registrant's Post-Effective
          Amendment No. 1 to the Registration Statement on
          Form S-1, File No. 33-61950, is incorporated
          herein by reference].                                        N/A

  3       By-laws of FCC National Bank [Exhibit 3.2 to the
          Registrant's Registration Statement on Form S-1,
          File No. 33-61950, is incorporated herein by
          reference].                                                  N/A

  4       Pooling and Servicing Agreement [Exhibit 4.1 to
          the Registrant's Post-Effective Amendment No. 1
          to the Registration Statement on Form S-1, File
          No. 33-35084, is incorporated herein by reference].          N/A

  5       Series 1993-F Supplement to the Pooling and
          Servicing Agreement [Exhibit 4.8 to the Registrant's
          Post-Effective Amendment No. 1 to the Registration
          Statement on Form S-1, File No. 33-61950 is
          incorporated herein by reference].                           N/A

  6       Series 1993-G Supplement to the Pooling and
          Servicing Agreement [Exhibit 4.9 to the Registrant's
          Post-Effective Amendment No. 1 to the Registration
          Statement on Form S-1, File No. 33-61950 is
          incorporated herein by reference].                           N/A

  7       Series 1993-H Supplement to the Pooling and
          Servicing Agreement [Exhibit 4.10 to the Registrant's
          Post-Effective Amendment No. 1 to the Registration
          Statement on Form S-1, File No.  33-67056 is
          incorporated herein by reference].                           N/A
<PAGE>

 8      Series 1994-I Supplement to the Pooling and Servicing
        Agreement [Exhibit 4.11 to the Registrant's Post-Effective
        Amendment No. 1 to the Registration Statement on Form S-1,
        File No. 33-78032 is incorporated herein by reference].          N/A

 9      Series 1994-J Supplement to the Pooling and Servicing
        Agreement [Exhibit 4.12 to the Registrant's Post-Effective
        Amendment No. 1 to the Registration Statement on Form S-1,
        File No. 33-78032 is incorporated herein by reference].          N/A

 10     Series 1994-K Supplement to the Pooling and Servicing
        Agreement [Exhibit 4.13 to the Registrant's Post-Effective
        Amendment No. 1 to the Registration Statement on Form S-1,
        File No. 33-82466 is incorporated herein by reference].          N/A

 11     Series 1994-L Supplement to the Pooling and Servicing
        Agreement [Exhibit 4.14 to the Registrant's Post-Effective
        Amendment No. 1 to the Registration Statement on Form S-1,
        File No. 33-82466 is incorporated herein by reference].          N/A

 12     Series 1995-M Supplement to the Pooling and Servicing
        Agreement [Exhibit 4.15 to the Registrant's Post-Effective
        Amendment No. 1 to the Registration Statement on Form S-1,
        File No. 33-84880 is incorporated herein by reference].          N/A

 13     Series 1995-N Supplement to the Pooling and Servicing
        Agreement [Exhibit 4.16 to the Registrant's Post-Effective
        Amendment No. 1 to the Registration Statement on Form S-1,
        File No. 33-84880 is incorporated herein by reference].          N/A
<PAGE>

 14     Series 1995-O Supplement to the Pooling and Servicing
        Agreement [Exhibit 4.16 to the Registrant's Post-Effective
        Amendment No. 1 to the Registration Statement on Form S-1,
        File No. 33-92358 is incorporated by reference].                 N/A

 15     Series 1995-P Supplement to the Pooling and Servicing
        Agreement [Exhibit 4.17 to the Registrant's Post-Effective
        Amendment No. 1 to the Registration Statement on Form S-1,
        File No. 33-92358 is incorporated by reference].                 N/A

 16     1995 Amendment to the Pooling and Servicing Agreement
        [Exhibit 4 to the Registrant's Form8-K dated May 5, 1995,
        is incorporated herein by reference].                            N/A

 17     Series 1996-Q Supplement to the Pooling and Servicing
        Agreement [Exhibit 4.23 to the Registrant's Registration
        Statement on Form S-3, File No. 333-02361, as filed on a
        Form 8-K dated October 1, 1996, is incorporated by
        reference.]                                                      N/A

 18     Series 1996-R Supplement to the Pooling and Servicing
        Agreement [Exhibit 4.24 to the Registrant's Registration
        Statement on Form S-3, File No. 333-02361, as filed on a
        Form 8-K dated December 4, 1996, is incorporated by
        reference].                                                      N/A

 19     Series 1996-S Supplement to the Pooling and Servicing
        Agreement [Exhibit 4.25 to the Registrant's Registration
        Statement on Form S-3, File No. 333-02361, as filed on a
        Form 8-K dated December 4, 1996, is incorporated by
        reference].                                                      N/A

 20     Series 1997-T Supplement to the Pooling and Servicing
        Agreement [Exhibit 4.26 to the Registrant's Registration
        Statement on Form S-3, File No. 333-02361, as filed on a
        Form 8-K dated November 10, 1997, is incorporated by
        reference].                                                      N/A

 21     Series 1997-U Supplement to the Pooling and Servicing
        Agreement [Exhibit 4.27 to the Registrant's Registration
        Statement on Form S-3, File No. 333-02361, as filed on a
        Form 8-K dated November 10, 1997, is incorporated by
        reference].                                                      N/A
<PAGE>

 22     Series 1998-V Supplement to the Pooling and Servicing
        Agreement [Exhibit 4.28 to the Registrant's Registration
        Statement on Form S-3, File No. 333-49625, as filed on a
        Form 8-K dated November 20, 1998, is incorporated by
        reference].                                                     N/A

 23     Series 1998 Amendment to the Pooling and Servicing
        Agreement [Exhibit 4.27 to the Registrant's Registration
        Statement on Form S-3, File No. 333-49625, as filed on a
        Form 8-K dated November 20,1998, is incorporated by
        reference].                                                     N/A

 24     Series 1999-W Supplement to the Pooling and Servicing
        Agreement [Exhibit 4.29 to the Registrant's Registration
        Statement on Form S-3, File No. 333-49625, as filed on a
        Form 8-K Dated April 1, 1999, is incorporated by
        reference].                                                     N/A

 25     Series 1999-X Supplement to the Pooling and Servicing
        Agreement [Exhibit 4.29 to the Registrant's Registration
        Statement on Form S-3, File No. 333-49625, as filed on a
        Form 8-K Dated June 30, 1999, is incorporated by
        reference].                                                     N/A

 26     Series 1999-Y Supplement to the Pooling and Servicing
        Agreement [Exhibit 4.30 to the Registrant's Registration
        Statement on Form S-3 File No. 333-49625, as filed on a
        Form 8-K dated August 23, 1999, is incorporated by
        reference].                                                     N/A


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