DISCOVER CARD TRUST 1991 D
8-K, 1996-12-16
ASSET-BACKED SECURITIES
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<PAGE>   1
                                                                CONFORMED COPY
                                                                --------------

                       SECURITIES AND EXCHANGE COMMISSION
                             450 Fifth Street, N.W.
                            Washington, D.C.  20549


                                    FORM 8-K

                                 CURRENT REPORT

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


      Date of Report (Date of earliest event reported): December 16, 1996


                           DISCOVER CARD TRUST 1991 D
             (Exact name of Registrant as specified in its charter)


Delaware                       0-19734                   Not Applicable
- --------                       --------                  --------------
(State of                      (Commission               (IRS Employer
organization)                  File Number)               Identification No.)


c/o Discover Receivables Financing Group, Inc.
12 Read's Way
New Castle, Delaware                                 19720
- -----------------------------------------------------------
(Address of principal executive offices)         (Zip Code)


Registrant's telephone number, including area code: (302) 323-7826


                                 Not Applicable
                 ---------------------------------------------
                 (Former address, if changed since last report)





                                 Page 1 of  15
                         Index to Exhibits is on page 4
<PAGE>   2
Item 5.  Other Events
         ------------

On December 16, 1996 the Registrant made available the Monthly
Certificateholders' Statement for the Due Period of November 1996, which is
attached as Exhibit 21 hereto.

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

(c) Exhibits

Exhibit  No.     Description
- ------------     -----------

21               Monthly Certificateholders' Statement for Discover Card Trust
                 1991 D related to the Due Period ending November 30, 1996.
















                                       2
<PAGE>   3

                                   SIGNATURES
                                   ----------

    Pursuant to the requirements of Section 13 or 15(d) 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.



                                     DISCOVER CARD TRUST 1991 D 
                                            (Registrant)

                                     By: DISCOVER RECEIVABLES FINANCING
                                         GROUP, INC.
                                         as originator of the Trust


                                   By:   Birendra Kumar
                                      -----------------------------------------
                                         Birendra Kumar
                                         Vice President and Treasurer


Date: December 16, 1996


















                                       3
<PAGE>   4
                                 EXHIBIT INDEX

Exhibit No.      Description
- -----------      -----------

21               Monthly Certificateholders' Statement for Discover Card Trust
                 1991 D related to the Due Period ending November 30, 1996.

















                                       4

<PAGE>   1

                                                                    EXHIBIT 21


                     MONTHLY CERTIFICATEHOLDERS' STATEMENT

                          Discover Card Trust 1991 D       
                     -------------------------------------
                                  CREDIT CARD

                          PASS-THROUGH CERTIFICATES        
                     -------------------------------------


        Under the Pooling and Servicing Agreement dated as of Oct. 1, 1991
(the "Agreement") by and among Greenwood Trust Company (the "Servicer"),
Discover Receivables Financing Group Inc and Wilmington Trust Company, as
Trustee, the Servicer is required to prepare certain information each month
regarding current distributions to Investor Certificateholders and the
performance of the Trust during the previous month. The information
which is required to be prepared with respect to the distribution of
December 16, 1996, and with respect to the performance of the Trust
during the Due Period ended in November 30, 1996, is set forth below.
Certain of the information is presented on the basis of an original
principal amount of $1,000 per Class A Certificate. Certain other information
is presented based on the aggregate amounts for the Trust as a whole.

        Information Regarding the Current Monthly Distribution (stated on
the basis of $1,000 original principal amount).


1. The total amount of the distribution to Class A Certificate-holders on
   December 16, 1996, per $1,000 interest .....
   ....................................................... $ 0.000000000

2. The total amount of the distribution to Class B Certificate-holders on
   December 16, 1996, per $1,000 interest .....
   ....................................................... $ 0.000000000

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
   ....................................................... $ 0.000000000

4. The amount of the distribution set forth in paragraph 2 above in respect
   of interest on the Class B Certificates, per $1,000 interest
   ....................................................... $ 0.000000000








<PAGE>   2
5. The amount of the distribution set forth in paragraph  1  above in respect
   of  principal  on the  Class  A  Certificates,  per $1,000 interest
   ....................................................... $        0.000000000

6. The amount of the distribution set forth in paragraph  2  above in respect
   of  principal  on the  Class  B  Certificates,  per $1,000 interest
   ....................................................... $        0.000000000


Information Regarding the Performance of the Trust.  

1. Collections of Receivables.   

  (a) The aggregate amount of Finance Charge Collections processed during the
      related Due Period ............................... $       7,200,324.85

  (b) The  aggregate  amount  of  Principal Collections  processed during the
      related Due Period ............................... $      70,132,726.17

  (c) The aggregate amount of Finance Charge Collections processed during  the
      related  Due  Period  which  was  allocated  in respect of the Investor
      Certificates ..................................... $       5,868,984.78

  (d) The  aggregate  amount  of  Principal Collections  processed during  the
      related  Due  Period  which  was  allocated  in respect of the Investor
      Certificates ..................................... $      57,165,185.10

  (e) The aggregate amount of Finance Charge Collections processed during  the
      related  Due  Period  which  was  allocated  in respect of the Class A
      Certificates ..................................... $       5,335,440.71

  (f) The  aggregate  amount  of  Principal Collections  processed during  the
      related  Due  Period  which  was  allocated  in respect of the Class A
      Certificates ..................................... $      51,968,350.09

  (g) The aggregate amount of Finance Charge Collections processed during  the
      related  Due  Period  which  was  allocated  in respect of the Class B
      Certificates ..................................... $         533,544.07

  (h) The  aggregate  amount  of  Principal Collections  processed during  the
      related  Due  Period  which  was  allocated  in respect of the Class B
      Certificates ..................................... $       5,196,835.01

  (i) The aggregate amount of Finance Charge Collections processed during  the
      related  Due  Period  which  was  allocated  in respect of the Seller
      Certificate ...................................... $       1,331,340.07










<PAGE>   3
  (j) The  aggregate  amount  of  Principal Collections  processed during  the
      related  Due  Period  which  was  allocated  in respect of the Seller
      Certificate ........................................ $      12,967,541.07


2. Principal Receivables in the Trust;  Principal Funding Account.  

  (a) The aggregate amount  of Principal Receivables  in the Trust as of the
      end of the Due Period  ended  in November 30, 1996 (which reflects the
      Principal Receivables represented by the Seller Certificate  and the
      Investor Certificates) ............................. $     481,354,177.46

  (b) The  amount  of  Principal  Receivables  in  the Trust  represented  by
      the  Class  A  Certificates   (the  "Class  A Interest") as of  the Due
      Period Ended in  November 30, 1996.................. $     350,000,000.00

  (c) The  amount  of  Principal  Receivables  in  the Trust  represented  by
      the  Class  B  Certificates   (the  "Class  B Interest") as of  the Due
      Period Ended in  November 30, 1996.................. $      35,000,000.00

  (d) The  Class A Interest and the  Class B Interest set forth in paragraph  2
      (b)  and  2 (c)  above  as  a percentage of the aggregate amount of
      Principal Receivables set forth in paragraph 2 (a) above
      ...................................................                79.98%

  (e) The Class A Interest set forth in paragraph 2 (b) above as a percentage
      of the aggregate amount of  Principal Receivables set forth in paragraph
      2 (a) above .......................................                72.71%

  (f) The Class B Interest set forth in paragraph 2 (c) above as a percentage
      of the aggregate amount of  Principal Receivables set forth in paragraph
      2 (a) above .......................................                 7.27%

  (g) The Aggregate Invested Amount as of the end of the current Distribution
      Date ............................................... $     385,000,000.00

  (h) The Invested Amount as of the end of the current Distribution Date with
      respect to the Class A Certificates 
      .................................................... $     350,000,000.00

  (i) The Invested Amount as of the end of the current Distribution Date with
      respect to the Class B Certificates ................ $      35,000,000.00

  (j) The total amount to be deposited into the Principal Funding Account in
      respect of Principal Collections on such Distribution Date 
      .................................................... $               0.00





<PAGE>   4

  (k) The amount of the deposit referred to in paragraph 2(j) which was
      allocated in respect of the Class A Certificates
      .................................................... $               0.00

  (l) The amount of the deposit referred to in paragraph 2(j) into the
      Principal Funding Account on such Distribtion Date which was allocated in
      respect of the Class B Certificates ................ $               0.00

  (m) The total amount on deposit in the Principal Funding Account on such
      Distribution Date (after giving effect to the deposit referred to in
      paragraph 2(j) ..................................... $               0.00

  (n) The total amount on deposit in the Principal Funding Account on such
      Distribution Date for the benefit of the Class A Certificates (after
      giving effect to the deposit referred to in paragraph 2(k)
      .................................................... $               0.00

  (o) The total amount on deposit in the Principal Funding Account on such
      Distribution Date for the benefit of the Class B Certificates (after
      giving effect to the deposit referred to in paragraph 2(l)
      .................................................... $               0.00

  (p) The total amount of Investment Income since the last Distribution Date
      .................................................... $               0.00

  (q) The total amount of Investment Income since the last Distribution Date in
      respect of the Class A Certificates ................ $               0.00

  (r) The total amount of Investment Income since the last Distribution Date in
      respect of the Class B Certificates ................ $               0.00

  (s) The Deficit Accumulation Amount (after giving effect to the deposit
      referred in paragraph 2(j)...........................$               0.00


3. Interest Funding Account.

  (a) The total amount to be deposited into the Interest Funding Account in
      respect of Certificate Interest on such Distribution Date
      .................................................... $       2,577,604.16

  (b) The   amount of Certificate Interest to be deposited into the Interest
      Funding Account on such Distribtion Date in respect of the Class A
      Certificates ........................................$       2,333,333.33





<PAGE>   5
  (c) The   amount of Certificate Interest to be deposited into the Interest
      Funding Account on such Distribution Date in respect of the Class B
      Certificates ........................................$         244,270.83

  (d) The total amount on deposit in the Interest Funding Account in respect of
      Certificate Interest on such Distribution Date  (after giving effect to
      the deposit referred to in paragraph 3(a) .......... $       5,155,208.32

  (e) The total amount of Certificate Interest on deposit in the Interest
      Funding Account on such Distribution Date in respect of the Class A
      Certificates (after giving effect to the deposit referred to in paragraph
      3(b) ............................................... $       4,666,666.66

  (f) The total amount of Certificate Interest on deposit in the Interest
      Funding Account on such Distribution Date in respect of the Class B
      Certificates (after giving effect to the deposit referred to in paragraph
      3(c) ............................................... $         488,541.66


4. Investor Charged-Off Amount.   

  (a) The aggregate amount of Receivables charged-off as  uncollectible
      during the  Due  Period   ended in  November 30, 1996 allocable  to  the
      Investor  Certificates   (the  "Investor Charged-Off Amount")
      .................................................... $       1,634,948.74

  (b) The aggregate amount of Receivables charged-off as  Uncollectible
      during the  Due  Period   ended in  November 30, 1996 allocable  to  the
      Class  A  Certificates    (the  "Class A Charged-Off Amount")
      .................................................... $       1,486,317.04

  (c) The sum of (i) the aggregate amount of Receivables  charged-Off  as
      uncollectible     during    the   Due     Period ended   in   November
      30, 1996 allocable to the Class B Certificates and (ii) the sum of (a)
      the positive  difference, if any, between the Class B  Subordinated
      Payment  and  Class B Finance Charge Collections (less Class  B  Excess
      Servicing) and (b) the amount by  which the  Investor Interest  for the
      Class B Certificates is reduced pursuant to subsection 4.03(c) (i)(C)(the
      "Class B Charged-Off Amount") .......................$       1,332,347.29

  (d) The  Cumulative  Class  A  Charged-Off  Amount on ..........
      ............ December 16, 1996  .................... $               0.00

  (e) The  Cumulative  Class  B  Charged-Off  Amount on ..........
      ............ December 16, 1996  .................... $               0.00





<PAGE>   6
5. Investor losses; Reimbursement of Charge-Offs.   

  (a) The   amount  of  Class  A  Investor  Loss, as  defined  in Section
      4.06 (b) of the  Agreement, during the Due  Period ended   in   November
      30, 1996 ........................................... $               0.00

  (b) The  amount   of  Class  B  Investor  Loss, as  defined  in Section
      4.06 (b) of the  Agreement, during the Due  Period ended   in   November
      30, 1996 ........................................... $               0.00

  (c) The amount of Class A Investor Loss set forth in Paragraph 5 (a) above,
      per $1,000 interest  (which will have the effect of reducing, pro rata,
      the amount of each Class A Certificate-holder's investment)
      .................................................... $        0.000000000

  (d) The amount of Class B Investor Loss set forth in Paragraph 5 (b) above,
      per $1,000 interest  (which will have the effect of reducing, pro rata,
      the amount of each Class B Certificate-holder's investment)
      .................................................... $        0.000000000

  (e) The  total  amount  reimbursed  to the  Trust in the  current month
      pursuant  to  Section   4.06  (c) of   the  Agreement, if any, in respect
      of Class A Investor Losses in prior months
      .................................................... $               0.00

  (f) The  total  amount  reimbursed  to the  Trust in the  current month
      pursuant  to  Section   4.06  (c) of   the  Agreement, if any, in respect
      of Class B Investor Losses in prior months
      .................................................... $               0.00

  (g) The amount set forth in paragraph  5 (e)  above,  per $1,000 interest
      (which will have the effect of increasing, pro rata, the amount of each
      Class A  Certificate-holder's  investment)
      .................................................... $        0.000000000

  (h) The amount set forth in paragraph  5 (f)  above,  per $1,000 interest
      (which will have the effect of increasing, pro rata, the amount of each
      Class B  Certificate-holder's  investment)
      .................................................... $        0.000000000

  (i) The  aggregate   amount  of   Class  A  Investor  Losses   in the Trust
      as of  the  end  of the day on   December 16, 1996
      .................................................... $               0.00

  (j) The  aggregate   amount  of   Class  B  Investor  Losses   in the Trust
      as of  the  end  of the day on   December 16, 1996
      .................................................... $               0.00





<PAGE>   7
  (k) The amount set forth in paragraph 5 (i) above, per $1,000 interest
      (which will have had the effect of reducing, pro rata, the amount
      of Class A Certificateholder's investment )
      .................................................... $  0.000000000

  (l) The amount set forth in paragraph 5 (j) above, per $1,000 interest
      (which will have had the effect of reducing, pro rata, the amount
      of Class B Certificateholder's investment )
      .................................................... $  0.000000000


6. Investor Servicing Fee. 

   (a) The amount of the Class A Monthly Servicing Fee payable by the Trust to
       the Servicer for the month of November 30, 1996
       .................................................... $   583,306.16

   (b) The amount of the Class B Monthly Servicing Fee payable by the Trust to
       the Servicer for the month of November 30, 1996
       .................................................... $   58,330.62


7. Available Subordinated Amount. 

   (a) The amount available to be applied pursuant to Sections 4.03 (c)
       (i) (B) and (C) of the Agreement as of the end of the day on
       December 16, 1996 ................................. $  35,000,000.00


   (b) The amount set forth in paragraph 7(a) above as a percentage of the Class
       A Interest. .......................................    10.00%


8. Available Class B Credit Enhancement Amount.

   (a) The amount available to be drawn under the Class B Credit
       Enhancement pursuant to Sections 4.03 (c) (i) (G) and (H) of the
       Agreement as of the end of the day on December 16, 1996
       .................................................... $  26,950,000.00





<PAGE>   8
  (b) The amount set forth in paragraph 8 above as a percentage of the Class B
      Interest.  .........................................               77.00%


9. The Pool Factor.

    The Pool Factor represents the ratio of the amount of the Class A Invested
    amount as of the end of the day on  December 16, 1996 to the amount of the
    Class A Invested Amount as of the Closing Date. 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 Class  A
    Certificateholder's Certificate by the Pool Factor 
    ......................................................           1.00000000

    The Pool Factor represents the ratio of the amount of the Class B Invested
    amount as of the end of the day on  December 16, 1996 to the amount of the
    Class B Invested Amount as of the Closing Date. The amount of a Class B
    Certificateholder's pro rata share of the Class B Invested Amount can be
    determined by multiplying the original denomination of the Class  B
    Certificateholder's Certificate by the Pool Factor 
    ......................................................           1.00000000


10. The aggregate outstanding balance of Receivables that were delinquent by 30
    to 59 days as of the close of business on the last day of the Due Period
    related to such Distribution Date .................... $      10,897,494.35


11. The aggregate outstanding balance of Receivables that were delinquent by 60
    days or more as of the close of business on the last day of the Due Period
    related to such Distribution Date .................... $      14,927,974.57



                      Greenwood Trust Company as Servicer

                                     By: __________________________
                                     Title: Vice President, Director of
                                     Accounting and Treasurer





<PAGE>   9
                          MONTHLY SERVICER CERTIFICATE

                           DISCOVER CARD TRUST 1991 D

                                  CREDIT CARD

                           PASS-THROUGH CERTIFICATES 




    The  undersigned, a duly  authorized  representative  of  Greenwood Trust
Company  ("Greenwood"), as  Servicer  pursuant  to  the  Pooling and
Servicing   Agreement   dated  as  of  Oct. 1, 1991   (the "Pooling  and
Servicing  Agreement") by  and among Greenwood, Discover Receivables Financing
Group Inc  and  Wilmington Trust Company, does hereby certify as follows:



   1. Greenwood  is Servicer  under the Pooling and Servicing Agreement.

   2. The undersigned is a Servicing Officer.

   3. The aggregate amount of Collections processed during the related Due
      Period was equal to ................................. $     77,333,051.02

   4. The  aggregate  amount of  Class A  Principal Collections  processed by
      the Servicer during the related Due Period is equal to 
      ..................................................... $     51,968,350.09

   5. The aggregate amount  of the Class A  Finance Charge  Collections
      processed by the Servicer during the related Due Period is equal to 
      ..................................................... $      5,335,440.71

   6. The sum of all amounts payable to the  Class A Certificateholders on the
      current Distribution Date is equal to ............... $              0.00

   7. The  aggregate  amount of  Class B  Principal Collections  processed by
      the Servicer during the related Due Period is equal to 
      ..................................................... $      5,196,835.01

   8. The aggregate amount  of the Class B  Finance Charge  Collections
      processed by the Servicer during the related Due Period is equal to 
      ..................................................... $        533,544.07

   9. The  amount  of  drawings  under  the  Class B Credit Enhancement
      required to be made on  the





<PAGE>   10
      succeeding Drawing Date pursuant to
      (a)  Section 4.03(c)(i)(G) is equal to................$              0.00
      (b)  Section 4.03(c)(i)(H) is equal to............... $              0.00
      (c)  Section 4.05 is equal to........................ $              0.00

  10. The sum of all amounts payable to the Class B Certificateholders on the
      current Distribution Date is equal to ............... $              0.00

  11. The total amount to be deposited in the Principal Funding Account on the
      related Distribution Date is equal to ............... $              0.00

  12. The total amount on deposit in the Principal Funding Account  (after
      giving effect to the deposit referred to in Item 11 above) will be equal
      to .................................................. $              0.00

  13. The total amount to be deposited in the Interest Funding Account on the
      related Distribution Date is equal to ............... $      2,577,604.16

  14. The total amount on deposit in the Interest Funding Account  (after
      giving effect to the deposit referred to in Item 13 above) will be equal
      to .................................................. $      5,155,208.32

  15. The Invested Amount as of the end of the current Distribution Date
      ..................................................... $    385,000,000.00

      (a)  for the Class A Certificateholders will be equal to
           ................................................ $    350,000,000.00

      (b)  for the Class B Certificateholders will be equal to
           ................................................ $     35,000,000.00

  16. Attached hereto is a true copy of the statement required to be delivered
      by the Servicer on the date of this Certificate to the Trustee pursuant to
      section 5.02.


     IN WITNESS WHEREOF, the undersigned has duly executed and delivered
this certificate this day of December 16, 1996



                           GREENWOOD TRUST COMPANY, as Servicer

                           By: ______________________________
                           Title: Vice President, Director of
                           Accounting and Treasurer





<PAGE>   11
                            Greenwood Trust Company
                            Cash Collateral Account
                        Monthly Portfolio Status Report
                           Discover Card Trust 1991 D

             Due Period Ending:              11/30/96

<TABLE>
<CAPTION>
PORTFOLIO STATUS                             LOSSES & DELINQUENCIES

                                        # of Accounts                 Dollars
<S>                                           <C>    <C>
Ending Total Outstanding                      645,027          488,593,907.14

Total Principal Outstanding                       n/a          481,354,177.46

Total Finance Charge Outstanding                  n/a            7,239,729.68

Aggregate Investor Interest                       n/a          385,000,000.00

Delinquencies (90 days or greater)              3,362            9,374,577.39
  % of Ending Total Outstanding                   n/a                1.918685%

Investor Net Charge Offs                          n/a            1,634,948.74
Annualized % of Investor Interest                 n/a                5.095944%

Monthly Principal Payment Rate                    n/a               14.848100%


                                                      PAYMENTS & YIELD

Principal Payments
(Allocable to Investor Interest)                                57,165,185.10

Finance Charges, Annual Fees & Late Fees
(Allocable to Investor Interest)                                 5,868,984.78

Annualized Gross Yield to Investor                                  18.292940%
</TABLE>







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