SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report March 15,1997
PBT MASTER CREDIT CARD TRUST II SERIES B
(Exact name of registrant as specified
in Department of the Treasury, Internal
Revenue Service Form SS-4)
THE PRUDENTIAL BANK AND TRUST COMPANY
(Servicer of the Trust) (Exact name as
specified in Servicer's charter)
Georgia (State or other jurisiction of
incorporation of of Master Servicer)
33-47311 (Commission File Number of
Registrant)
58-0513395 (IRS Employer Identification
Number of Registrant)
One Ravinia Drive, Suite 1000, Atlanta,
Georgia 30346 (Address of principal
executive offices of (Zip Code) Master
Servicer)
Servicer's telephone number, including
area code 770-604-7033
Item 5. Other Events.
On or about March 15,1997, principal and
interest in accordance with the Pooling
and Servicing Agreement dated as of
August 1, 1994 (the "Agreement"), among
The Prudential Bank and Trust Company,
as trustee (the "Trustee"), were
distributed to holders
("Certificateholders") with the variable
rate Credit Card Receivables
Certificates evidencing undivided
fractional interests in PBT Master
Credit Card Trust II in accordance with
the Agreement. A copy of the monthly
Certificateholders' Statement, as
defined in the Agreement, was furnished
to each Certificateholder in accordance
with the Agreement. A copy of the
Monthly Certificateholders' Statement is
being filed as Exhibit 99 to this
Current Report on Form 8-K.
Item 7(c). Exhibits
Exhibit No. 99 Monthly
Certificateholders Statement with
respect to the March 15,1997
distribution.
SIGNATURES
Pursuant to the requirements of the
Securities Exchange Act of 1934, the
registrant has caused this report to be
signed on its behalfby the undersigned
hereunto duly authorized.
Date: March 15,1997
PBT MASTER CREDIT CARD TRUST II SERIES B
By: THE PRUDENTIAL BANK AND TRUST
COMPANY, as Servicer
by: Name: Richard C. Keene Title:
Vice President
INDEX TO EXHIBITS
Exhibit
No. Description Page
99 Monthly Certificateholders
B-1 Statement with respect to
the March 15,1997 distribution.
EXHIBIT B
MONTHLY PAYMENT INSTRUCTIONS AND
NOTIFICATION TO THE TRUSTEE
THE PRUDENTIAL BANK AND TRUST COMPANY
PB&T MASTER CREDIT CARD TRUST II
SERIES 1994-B, CLASS I
The undersigned, a duly authorized
representative of The Prudential Bank
and Trust Company ("PB&T"), as Servicer
pursuant to the Pooling and Servicing
Agreement dated as of August 1, 1994,
the Series 1994-A Supplement dated as of
August 1, 1994, and the Series 1994-B
Supplement dated December 8, 1994
(collectively, the "Pooling and
Servicing Agreement") by and between
PB&T and Bankers Trust as trustee, (the
"Trustee"), does hereby certify as
follows:
A) Capitalized terms used in this
notice have their respective meanings
set forth in the Pooling and Servicing
Agreement; provided, that the "Preceding
Monthly Period" shall mean the Monthly
Period immediately preceding the
calendar month in which this notice is
delivered. References herein to certain
sections and subsections are references
to the respective sections and
subsections of the Pooling and Servicing
Agreement. This notice is delivered
pursuant to Section 4.08 of the Pooling
and Servicing Agreement.
B) PB&T is the Servicer under the
Pooling and Servicing Agreement.
C) The undersigned is a Servicing
Officer.
D) The date of this notice is a
Determination Date under the Pooling and
Servicing Agreement.
I. INSTRUCTION TO MAKE A WITHDRAWAL
Pursuant to Section 4.08, the Servicer
does hereby instruct the Trustee (i) to
make a withdrawal from the Series
Finance Charge Account on March 14, 1997
which date is a Transfer Date under the
Pooling and Servicing Agreement, in an
aggregate amount as set forth below in
respect to the following amounts and
(ii) to apply the proceeds of such
withdrawal in accordance with Section
4.08:
A) Pursuant to subsection 4.08 (a):
(1) Interest at the Certificate Rate for
the preceding Monthly Period on the
Investor Interest
....$1,716,260.00
(2) Deficiency Amounts
.......$0.00
B) Pursuant to subsection 4.08(b):
(1) The Investor Monthly Servicing Fees
for the preceding Monthly Period
...$683,333.33
(2)
Accrued and unpaid Investor Monthly
Servicing Fees
......$0.00
C) Pursuant to subsection 4.08 (c):
(1) The Operating Fee Expense for the
preceding Monthly
Period....$19,133.33
(2) Accrued and unpaid Operating Fees
...$0.00
D) Pursuant to subsection 4.08 (d):
(1) The Monthly Enhancement Fee for the
preceding Monthly
Period......$14,031.11
(2) Accrued and unpaid Enhancement Fees
.... $0.00
E) Pursuant to subsection 4.08 (e):
(1) The Program Fee for the preceding
Monthly
Period......$78,630.14
(2) Accrued and unpaid Program Fees
.....$0.00
F) Pursuant to subsection 4.08 (f):
Aggregate Investor Default Amount for
the preceding Monthly Period
.....$3,795,788.47
G) Pursuant to subsection 4.08 (g):
Unreimbursed Investor Chargeoffs
......$0.00
H) Pursuant to subsection 4.08(h):
(1) Pay to the LOC Issuer for
application in accordance with the
Reimbursement
Agreement...$1,203,033.06
Total
........$1,203,033.06
B-2 Pursuant to Section 4.10, during an
Amortization Period, the Servicer does
hereby instruct the Trustee (i) to make
a withdrawal from the Series Principal
Account on 03/14/97, which is a Transfer
Date under the Pooling and Servicing
Agreement, in an aggregate amount as set
forth below in respect of the following
amounts and (ii) to apply the proceeds
of such withdrawal in accordance with
Section 4.10:
A) During General Amortization
Period: (1) Monthly Total Percentage
Allocation for preceding Monthly Period
..............$0.00
(2)
Available Shared Principal Receivable
from other Principal Sharing Series in
Group
One.............$0.00
II. NOTIFICATION TO MAKE WITHDRAWALS
FROM THE CASH COLLATERAL ACCOUNT
Pursuant to Section 4.11 and subsection
4.11(c), the Servicer hereby notifies
the Trustee to make withdrawals on
03/14/97, the Transfer date of the
current calendar month, from the Cash
Collateral Account in an aggregate
amount as set forth in C. below and to
deposit such amount in the Finance
Charge Account:
A. (i) The applicable Investor
Percentages of Collections of Finance
Charge Receivables, (ii) amounts
deposited with respect to Cardholder
Fees, Recoveries, Discount Option
Receivables, Ineligible Finance Charge
Receivables and Interchange and (iii)
interest on amounts in collection
accounts, allocated to the Series
Finance Charge Account for the preceding
Monthly Period
............$7,510,209.44
B-3
B. The sum of (a) Certificate
Interest accrued during the preceding
Monthly Period (plus any past due
Certificate Interest), plus (b) the
Investor Monthly Servicing Fee for the
preceding Monthly Period (plus any past
due Investor Monthly Servicing Fee),
plus (c) the Operating Fee Expense (plus
any past due Operating Fee Expense),
plus (d) the Monthly Enhancement Fee
(plus any past due Monthly Enhancement
Fee), plus (e) the Program Fee (plus any
past due Program Fees), plus (f) the
Aggregate Investor Default Amount, if
any, for the preceding Monthly Period
.......$6,307,176.38
C. The excess, if any, of B over A
(the "Total Withdrawal Amount")
.........$0.00
D. The excess, if any, of A over B
(the Excess Deposits due to Seller)
..........$1,203,033.06
III. ACCRUED AND UNPAID AMOUNTS
After giving effect to the withdrawals
and transfers to be made in accordance
with this notice, the following amounts
will be accrued and unpaid with respect
to all Monthly Periods preceding the
current calendar month:
A) Subsection 4.08 (a): The aggregate
amount of all Deficiency Amounts
............$0.00
B) Subsection 4.08 (b): The aggregate
amount of all accrued and unpaid
Investor Monthly Servicing Fees
...... $0.00
C) Subsection 4.08 (c): The aggregate
amount of all accrued and unpaid
Operating Fee
Expenses....$0.00
B-4 D) Subsection 4.08 (d): The
aggregate amount of all accrued and
Monthly Enhancement
Fees.....$0.00
E) Subsection 4.08 (e): The aggregate
amount of all accrued and unpaid Program
Fees.....$0.00
F) Subsection 4.08 (f): The aggregate
amount of all unreimbursed Investor
Chargeoffs..$0.00
IN WITNESS WHEREOF, the undersigned has
duly executed this certificate this 7th
day of March, 1997.
THE PRUDENTIAL BANK AND TRUST COMPANY,
Servicer
By: Name: Tom Mason Title: Senior
Vice President
EXHIBIT A to Reimbursement Agreement
MONTHLY PAYMENT CERTIFICATE
PRUDENTIAL BANK AND TRUST COMPANY
PBT&T MASTER CREDIT CARD TRUST SERIES
1994-B, CLASS I
The undersigned is a duly authorized
representative of The Prudential Bank &
Trust Company ("PB&T"), as Servicer
under the Reimbursement Agreement dated
as of December 8, 1994. among Bankers
Trust, as Trustee (the "Trustee"), PB&T,
Canadian Imperial Bank of Commerce as
Agent (the "Agent") and State Street
Bank and Trust Company as initial bank
(the "Bank" and, as collectively with
the Assignees, the "Banks") does hereby
certify as follows:
(a) Capitalized terms used in this
certificate have the respective meanings
set forth in the Reimbursement
Agreement, and references herein to
certain sections and subsections are
references to the respective sections
and subsections of the Reimbursement
Agreement.
(b) PB&T is the Servicer under the
Reimbursement Agreement.
(c) The undersigned is duly
authorized by PB&T, as Servicer, to
instruct the Trustee to make the
payments designated herein.
(d) The total amount of Available
Funds and Earnings
equals: $1,311,046.23
I. Fees, Expenses and Other Amounts.
Pursuant to the Reimbursement Agreement,
the Servicer hereby directs the Trustee
to make the following payments to the
Bank for application to the Banks out of
the total amount of Available Funds and
Earnings (see (d) above):
(1) Amounts payable to the Banks
under Reimbursement Agreement. Section
2A.
(A) Interest on Unpaid
Loan $91,395.76
(B) Monthly Loan
Fee $43,847.22
(C) Cash Collateral Account
Deficiencies
(D) Other Amounts owed the L/C
Bank $0.00
(E) L/C Commitment
Fee $628.06
(F) Total amount payable (A + B + C +
D + E) $135,871.04
(6) Remaining Available Funds and
Earnings ((d) -
(I.F)) $1,175,175.19
II. Finance Charge Shortfall Amounts
(1) Available Funds and Earnings to
support other Finance Charge Sharing
Series in Group
One. $1,175,175.19
(2) Finance Charge Shortfalls in
other Finance Charge Sharing Series in
Group One. N/A
(3) If a Finance Charge Shortfall
exists in 1994-B, Available Funds and
Earnings from other Finance Charge
Sharing Series N/A
(4) Allocable Finance Charge
Percentage 100%
(5) Remaining Available Funds and
Earnings $1,175,175.19
III. Principal Shortfall Amounts
(1) Available Funds and Earnings to
support other Principal Sharing Series
in Group
One. $1,175,175.19
(2) Princicpal Shortfalls in other
Principal Sharing Series in Group
One. N/A
(3) If a Principal Shortfall exists
in 1994-B, Available Funds and Earnings
from other Principal Sharing
Series N/A
(4) Allocable Principal Shortfall
Percentage 100%
(5) Remaining Available Funds and
Earnings $1,175,175.19
IV. Remaining Amount
(1) Remaining Available Funds and
Earnings payable to PB&T
(see (II)
(4)) $1,175,175.19
THE PRUDENTIAL BANK AND TRUST COMPANY,
Servicer
By: Name: Tom Mason Title: Senior Vice
President The Prudential Bank and
Trust Company
For Monthly Period ended:
2/28/97
Interest Period (# of days):
28
Date of this Report: 3/7/97
Period (Revolving, Controlled
Amortization or Rapid Amortization):
Revolving
A. Excess Spread Calculation (per
Reimbursement Agreement):
1 Collections of Finance Charge
Receivables
(excluding $4,681,109.97
Interchange and Recoveries) (Schedule to
the Monthly Servicer's Certificate 2.a.)
2 Cardholder Fees (Schedule to the
Monthly
Servicer's $596,121.12
Certificate 3.)
3 Ineligible Finance Charge
Receivables
(Schedule $0.00 to
the Monthly Servicer Certificate 4.)
4 Discount Option Receivables
(Schedule to
the $1,717,670.52
Monthly Servicer Certificate 5.)
5 Interchange (Schedule to the
Monthly
Servicer $341,657.93
Certificate 2.b.)
6 Recoveries (Schedule to the Monthly
Servicer $173,649.91
Certificate 2.c.)
6.A Interest Rate Cap Amounts
Payable $0.00
6.B Finance Charge
Inflow $0.00
6.C Earnings on Cash Collateral
Account $108,013.17
7 Sum of all spread components (A1 +
A2 + A3 + A4 +
$7,618,222.62 A5 +
A6 + A6.A + A.6B +A.6C)
8 Certificate Interest to be paid on
Distribution
$1,716,260.00 Date
(Schedule to the Monthly Servicer
Certificate 17.)
9 Investor Monthly Servicing Fee
(Monthly
Certificate-
$683,333.33 holders'
Statement 7.)
10 Operating Expense Fee (Monthly
Payment Instructions
$19,133.33
and Notification C(1))
11 Monthly Enhancement Fee (Monthly
Payment Instructions
$14,031.11
and Notification D(1))
12 Program Fee (Monthly Payment
Instructions
$78,630.14 and
Notification E(1))
12A Montlhy Loan
Fee $43,847.22
12B Interest on Loan
Amount $91,395.76
13 Aggregate Investor Default Amount
(Monthly
$3,795,788.47
Certificate holders' Statement B.5)
14 Reimbursement of Investor Charge
Offs (Monthly $0.00
Certificate holders' Statement B.6.c.)
16 Sum of all expenses (A8 + A9 + A10
+ A11 + A12 +
$6,442,419.37 A13 +
A14 )
17 Excess spread (A7 -
A16)
$1,175,803.25
18 Excess spread Percentage for
Monthly Period
3.44%
(A17/B1 * 12)
B. Spread Account Cap
1 Investor Interest on the first day
of the Monthly
Period
$410,000,000.00
2 Investor Interest on the last day
of the Monthly
Period
$410,000,000.00
3 Average
Excess Spread Percentage for three
preceding
5.12%
Monthly Periods
4 Average Excess Spread Percentage
for twelve
preceding
5.20%
Monthly Periods
5 Spread Account Cap for preceding
Monthly
Period
$26,650,000.00
6 Spread Account Trigger
Upward Trigger (Monthly): a) If B3
<= 3.0% but B3 >= 2.25%, then B7 =
14,350,000
b) If B3 <= 2.25% but B3 >= 2.00%,
then B7 = 22,550,000
c) If B3 < 2.00%, then B7 =
$23,575,000
7 Applicable Spread Account Cap for
next succeeding
$26,650,000.00
Transfer Date (B6a, B6b,B6c if
applicable, otherwise B5)
8 Required Cash Collateral
Amount
$26,650,000.00
a) if Payout Commencement Date (the
greater of 9.0% * B2 and 2% B1)
9 Cash Collateral Amount as of the
last Transfer
Date
$26,650,000.00
10 Cash Collateral Amount on the next
succeeding Transfer
Date
$26,650,000.00
11 Seller's Collateral Account
Deficiency
$0.00
12 Stated Amount of
LOC
$32,800,000.00
13 Maximun LOC
Amount
$34,700,000.00
14 Less
Drawings
$0.00
15 Unutilized LOC amount as of the
last
Transfer
$1,900,000.00
Date
C. Calculation of Minimum Seller
Interest
1 Minimum Aggregate Principal
Receivables
$905,263,520.00
(105.2632% * aggregate Initial Investor
Interest)
2 Minimum Seller Interest (5.00% *
C1) $45,263,176.00
3 Lowest Average Seller Interest for
any thirty-day
$96,532,342.34
period during the preceding Monthly
Period (computed on the Schedule 1 to
Exhibit B)
4 Breach of Minimum Seller Interest
during the No preceding Monthly
Period ("Yes" or "No")
5 Deficiency in Minimum Seller
Interest (C2 -
C3) 0.00
C. Remaining Amount
L/C Commitment Fee
$628.06
Remaining Available Funds and
Earnings $1,175,175.19
3 Month Avg. 12
Month Avg.
Reporting Excess
Spread Excess
Spread Excess
Spread
Period Excess
Spread Percentage Percentage Percentage
Dec-94 107,254.16 2.93%
Jan-95 398,503.15 5.98%
Feb-95 293,549.94 4.40% 4.00%
Mar-95 299,327.95 4.49% 4.96% 4.12%
Apr-95 173,990.37 2.61% 3.83% 3.82%
May-95 399,235.18 5.99% 4.36% 4.18%
Jun-95 120,313.93 1.80% 3.47% 3.84%
Jul-95 928,981.55 5.31% 4.37%
Aug-95 771,546.27 4.41% 3.84%
Sep-95 703,085.57 4.02% 4.58%
Oct-95 814,046.87 4.65% 4.36%
Nov-95 823,396.74 4.71% 4.46% 4.27%
Dec-95 642,612.04 3.67% 4.34% 4.34%
Jan-96 1,262,587.44 3.70% 4.02% 4.15%
Feb-96 754,306.68 2.21% 3.19% 3.96%
Mar-96 1,273,018.45 3.73% 3.21% 3.90%
Apr-96 867,025.68 2.54% 2.82% 3.89%
May-96 2,601,466.36 7.61% 4.63% 4.03%
Jun-96 1,378,830.88 4.04% 4.73% 4.22%
Jul-96 1,955,716.11 5.72% 5.79% 4.25%
Aug-96 2,206,213.01 6.46% 5.41% 4.42%
Sep-96 2,108,114.27 6.17% 6.12% 4.60%
Oct-96 1,998,072.48 5.85% 6.16% 4.70%
Nov-96 1,689,003.60 4.94% 5.65% 4.72%
Dec-96 2,539,409.54 7.43% 6.07% 5.03%
Jan-97 1,533,314.23 4.49% 5.62% 5.10%
Feb-97 1,175,803.25 3.44% 5.12% 5.20%