SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 1993
Commission file number 33-32885-01
SEARS CREDIT ACCOUNT TRUST 1990 A
(Exact name of registrant as specified in its charter)
Illinois Not Applicable
(State of Organization) (I.R.S. Employer Identification No.)
c/o Sears Receivables Financing Group, Inc.
3711 Kennett Pike
Greenville, Delaware 19807
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (302)888-3176
Securities registered pursuant to Section 12(b) of the Act:
Name of each exchange
Title of each class on which each class
to be so registered is to be registered
None Not Applicable
Securities registered pursuant to Section 12(g) of the Act:
8.75% Credit Account Pass-Through Certificates
(Title of Class)
Registrant (1) has filed all reports required to be filed by Section 13 or 15(d)
of the Securities Exchange Act of 1934 during the preceding 12 months and (2)
has been subject to such filing requirements for the past 90 days.
Yes x No
<PAGE>
PART I
Item 1. Business
The Sears Credit Account Trust 1990 A (the "Trust") was formed
pursuant to the Pooling and Servicing Agreement dated as of January 12, 1990
(the "Pooling and Servicing Agreement") among Sears, Roebuck and
Co. ("Sears") as Servicer, its wholly-owned subsidiary, Sears
Receivables Financing Group, Inc. ("SRFG") as Seller, and Continental
Bank, National Association as trustee (the "Trustee").
The Trust's only business is to act as a passive conduit to permit
investment in
a pool of retail consumer receivables.
Item 2. Properties
The property of the Trust includes a portfolio of
receivables (the "Receivables") arising in selected accounts under
open-end credit plans of Sears (the "Accounts") and all monies received in
payment of the Receivables. At the time of the Trust's formation,
Sears sold and contributed to SRFG, which in turn conveyed to the Trust, all
Receivables existing under the Accounts as of the end of certain
of Sears regular billing cycles ending in December, 1989 and all
Receivables arising under the Accounts from time to time thereafter
until the termination of the Trust. Information related to the
performance of the Receivables during 1993 is set forth in the
ANNUAL STATEMENT filed as Exhibit 21 to this Annual Report on Form 10-K.
Item 3. Legal Proceedings
None
Item 4. Submission of Matters to a Vote of Security Holders
None
PART II
Item 5. Market for Registrant's Common Equity and Related
Stockholder Matters
Investor Certificates are held and delivered in book-entry form
through the facilities of The Depository Trust Company ("DTC"), a
"clearing agency" registered pursuant to the provisions of Section 17A of
the Securities Exchange Act of 1934, as amended. All outstanding
definitive Investor Certificates are held by CEDE and Co., the nominee
of DTC.
Item 9. Changes in and Disagreements with Accountants on Accounting
and Financial Disclosure
None
PART III
Item 12. Security Ownership of Certain Beneficial Owners and
Management
As of March 15, 1994, 100% of the Investor Certificates were held in the
nominee name of CEDE and Co. for beneficial owners.
SRFG, as of March 15, 1994, owned 100% of the Seller Certificate, which
represented beneficial ownership of a residual interest in the
assets of the Trust as provided in the Pooling and Servicing Agreement.
Item 13. Certain Relationships and Related Transactions
None
PART IV
Item 14. Exhibits, Financial Statement Schedules, and Reports on Form
8-K
(a) Exhibits:
21. 1993 ANNUAL STATEMENT prepared by the Servicer.
28. ANNUAL INDEPENDENT AUDITOR'S REPORTS pursuant to
Section 3.06 of the Pooling and Servicing
Agreement.
(a) Review of servicing procedures.
(b) Annual Servicing Letter.
(b) Reports on Form 8-K:
Current reports on Form 8-K are filed on or before the
Distribution Date each month (on, or the first business day
after, the 15th of the month). The reports include as an
exhibit, the MONTHLY INVESTOR CERTIFICATEHOLDERS' STATEMENT.
Current Reports on Form 8-K were filed on October 15, 1993,
November 15, 1993, and December 15, 1993.
<PAGE>
EXHIBIT INDEX
Page number
in sequential
Exhibit No. number system
21. 1993 ANNUAL STATEMENT prepared by
the Servicer.
28. ANNUAL INDEPENDENT AUDITOR'S REPORTS
pursuant to Section 3.06 of the Pooling
and Servicing Agreement.
(a) Review of servicing procedures.
(b) Annual Servicing Letter.
<PAGE>
SIGNATURES
Pursuant to the requirements of Section 13 of the Securities
Exchange Act of 1934, the Registrant has duly caused this report to be
signed on its behalf by the undersigned, thereunto duly authorized.
Sears Credit Account Trust 1990 A
(Registrant)
By: Sears Receivables Financing Group, Inc.
(Originator of the Trust)
By: /S/ALICE M. PETERSON
_____________________________________
Alice M. Peterson
President and Chief Executive Officer
Dated: March 30, 1994
<PAGE>
Exhibit 21
SEARS CREDIT ACCOUNT TRUST 1990 A
8.75% CREDIT ACCOUNT PASS-THROUGH CERTIFICATES
1993 ANNUAL STATEMENT
Pursuant to the terms of the letter issued by the Securities
and Exchange Commission dated March 30, 1990, (granting relief to
the Trust from certain reporting requirements of the Securities
Exchange Act of 1934, as amended), aggregated information regarding
the performance of Accounts and payments to Investor
Certificateholders in respect of the Due Periods related to the
twelve Distribution Dates which occurred in 1993 is set forth
below.
1) The total amount of the distribution to Investor
Certificateholders during 1993, per $1,000
interest.............................................$87.50
2) The amount of the distribution set forth in paragraph
1 above in respect of interest on the Investor
Certificates, per $1,000 interest....................$87.50
3) The amount of the distribution set forth in paragraph
1 above in respect of principal on the Investor
Certificates, per $1,000 interest....................$0.00
4) The aggregate amount of Collections of Principal
Receivables processed during the related
Due Periods................................$471,908,076.33
5) The aggregate amount of Collections of Finance Charge
Receivables processed during the related Due
Periods....................................$117,419,677.70
6) The aggregate amount of Collections of Principal
Receivables processed during the related Due Periods
which were allocated in respect of the Investor
Certificates...............................$356,582,636.70
7) The aggregate amount of Collections of Finance Charge
Receivables processed during the related Due Periods
which were allocated in respect of the Investor
Certificates................................$75,689,509.69
8) The aggregate amount of Collections of Principal
Receivables processed during the related Due Periods
which were allocated in respect of the Seller
Certificate................................$115,325,439.63
9) The aggregate amount of Collections of Finance Charge
Receivables processed during the related Due Periods
which were allocated in respect of the Seller
Certificate.................................$41,730,168.01
10) The excess of the Investor Charged-Off Amount over
the sum of (i) payments in respect of the Available
Subordinated Amount and (ii) Excess Servicing, if any
(an "Investor Loss"), per $1,000 interest............$0.00
11) The aggregate amount of Investor Losses in the Trust
as of the end of the day on December 15, 1993, per
$1,000 interest......................................$0.00
12) The total reimbursed to the Trust from the sum of the
Available subordinated Amount and Excess Servicing,
if any, in respect of Investor Losses, per $1,000
interest.............................................$0.00
13) The amount of the Investor Monthly Servicing Fee
payable by the Trust to the Servicer.........$8,074,999.96
14) The aggregate amount which was deposited in the
Principal Funding Account in respect of Collections of
Principal Receivables during the related
Due Periods................................$231,000,000.00
15) The aggregate amount of Investment Income
during the related Due Periods...............$8,421,875.00
16) The total amount on deposit in the Principal
Funding Account in respect of Collections of
Principal Receivables, as of the end of the
reportable year............................$231,000,000.00
17) The Deficit Accumulation Amount, as of the end
of the reportable year...............................$0.00
18) The aggregate amount which was deposited in the
Interest Funding Account in respect of Certificate
Interest during the related Due
Periods.....................................$43,749,999.96
19) The total amount on deposit in the Interest Funding
Account in respect of Certificate Interest,
as of the end of the reportable year........$18,229,166.65
<PAGE>
Exhibit 28(a)
February 11, 1994
Ms. Alice M. Peterson Ms. Cynthia K. Duncan
Vice President and Treasurer Trust Officer
Sears, Roebuck and Co. as Servicer Continental Bank, National
Sears Tower Association as Trustee
Chicago, Illinois 60684 231 South La Salle Street
Chicago, Illinois 60697
We have applied the procedures listed below to the accounting
records of Sears, Roebuck and Co. ("Sears") relating to the
servicing procedures performed by Sears as Servicer under
Section 3.06(b) of the Pooling and Servicing Agreement (the
"Agreement") for the following Trusts:
Date of Pooling and Trust Servicing Agreement
Sears Credit Account Trust 1989E November 13, 1989
Sears Credit Account Trust 1990A January 12, 1990
Sears Credit Account Trust 1990B February 22, 1990
Sears Credit Account Trust 1990C July 31, 1990
Sears Credit Account Trust 1990D October 15, 1990
Sears Credit Account Trust 1990E December 1, 1990
It is understood that this report is solely for your
information and is not to be referred to or distributed for
any purpose to anyone other than Continental Bank, National
Association as Trustee, Investor Certificateholders or the
management of Sears. The procedures we performed are as
follows:
Compared the mathematical calculations of each amount
set forth in each monthly certificate forwarded by the
Servicer, pursuant to Section 3.04(b) of the Agreement,
during the calendar year 1993 to the Servicer's
computer-generated Portfolio Monitoring and Monthly Cash
Flow Allocations Report. We found such amounts to be in
agreement.
<PAGE>
February 11, 1994
Page 2
Ms. Alice M. Peterson Ms. Cynthia K. Duncan
Vice President and Treasurer Trust Officer
Sears, Roebuck and Co. as Servicer Continental Bank, National
Association as Trustee
Because the above procedures do not constitute an audit
conducted in accordance with generally accepted auditing
standards, we do not express an opinion on any of the items
referred to above.
As a result of the procedures performed, no matters came to
our attention that caused us to believe that the amounts in
the monthly certificates require adjustment. Had we performed
additional procedures or had we conducted an audit of the
monthly certificates in accordance with generally accepted
auditing standards, matters might have come to our attention
that would have been reported to you. This report relates
only to the items specified above and does not extend to any
financial statements of Sears taken as a whole.
Exhibit 28(b)
February 11, 1994
Ms. Alice M. Peterson Ms. Cynthia K. Duncan
Vice President and Treasurer Trust Officer
Sears, Roebuck and Co. as Servicer Continental Bank, National
Sears Tower Association as Trustee
Chicago, Illinois 60684 231 South LaSalle Street
Chicago, Illinois 60697
ANNUAL SERVICING LETTER
We have examined management's assertions, included in its
representation letter dated February 11, 1994, that Sears,
Roebuck and Co. ("Sears") maintained an effective internal control
structure over financial reporting as of February 11, 1994, insofar
as such system relates to the servicing procedures provided by
Sears to prevent or detect errors or irregularities in amounts that
would be material in relation to the assets of the following trusts
(the "Trusts") under the applicable sections of the indicated
Pooling and Servicing Agreement (the "Agreement"):
<TABLE>
<CAPTION>
Trust Date of Pooling Applicable Sections of
and Servicing the Pooling and
Agreement Servicing Agreement
- -------------------- ------------------ -----------------------
<S> <C> <C>
Sears Credit Account
Trust 1989E November 13, 1989 3.02, 4.03, 4.06,
4.07, 4.08, 8.07
Sears Credit Account
Trust 1990A January 12, 1990 3.02, 4.03, 4.06,
4.07, 4.08, 8.07
Sears Credit Account
Trust 1990B February 22, 1990 3.02, 4.03, 4.06,
4.07, 4.08, 8.07
Sears Credit Account
Trust 1990C July 31, 1990 3.02, 4.03, 4.06,
4.07, 4.08, 8.07
Sears Credit Account
Trust 1990D October 15, 1990 3.02, 4.03, 4.06,
4.07, 4.08, 8.07
Sears Credit Account
Trust 1990E December 1, 1990 3.02, 4.03, 4.06,
4.07, 4.08, 8.07
Sears Credit Account
Trust 1991A March 1, 1991 3.02, 4.03, 4.06,
4.07, 4.08, 8.07
Sears Credit Account
Trust 1991B May 15, 1991 3.02, 4.03, 4.06,
4.07, 4.08, 8.07
Sears Credit Account
Trust 1991C July 1, 1991 3.02, 4.03, 4.06,
4.07, 4.08, 8.07
Sears Credit Account
Trust 1991D September 15, 1991 3.02, 4.03, 4.06,
4.07, 4.08, 8.07
Sears Credit Account
Trust Master Trust I November 18, 1992 3.02, 4.03, 4.06,
4.07, 8.07
Our examination was made in accordance with standards established
by the American Institute of Certified Public Accountants and,
accordingly, included obtaining an understanding of the internal
control structure over financial reporting, testing, and evaluating
the design and operating effectiveness of the internal control
structure, and such other procedures as we considered
necessary in the circumstances. We believe that our examination
provides a reasonable basis for our opinion.
Because of the inherent limitations in any internal control
structure, errors or irregularities may occur and not be detected.
Also, projections of any evaluation of the internal control
structure over financial reporting to future periods are subject to
the risk that the internal control structure may become inadequate
because of changes in conditions, or that the degree of compliance
with the policies or procedures may deteriorate.
In our opinion, management's assertion that Sears maintained an
effective internal control structure as of February 11, 1994,
insofar as such system relates to the servicing procedures provided
by Sears to prevent or detect errors or irregularities in amounts
that would be material in relation to the assets of the Trusts
under the Agreement, taken as a whole, is fairly stated, in all
material respects, based upon criteria established by "Internal
Control - Integrated Framework" issued by the Committee of
Sponsoring Organizations of the Treadway Commission.
This letter is intended for the information and use of the Board of
Directors and management of Sears, Continental Bank, National
Association as Trustee, and Investor Certificateholders and
should not be used for any other purpose.
</TABLE>
