<PAGE>
============================================================================
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
For the Fiscal Year Ended June 30, 1996
[_] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from to
Commission file number 33-99362
-----------------------
FIRST USA BANK
(Exact name of registrant as specified in charter)
(As Servicer on behalf of First USA Credit Card Master Trust)
DELAWARE 76-0039224
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
201 NORTH WALNUT STREET 19801
WILMINGTON, DELAWARE (ZIP CODE)
(Address of principal executive offices)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (302) 594-4117
Securities registered to Section 12(g) of the Act: NONE
Securities registered pursuant to Section 12(b) of the Act:
Series 1992-1, 5.20% Class A Asset Backed Certificates and 5.80% Class B Asset
Backed Certificates
Series 1993-1, Floating Rate Asset Backed Certificates
Series 1993-2, Floating Rate Asset Backed Certificates
Series 1993-3, Floating Rate Asset Backed Certificates
Series 1994-3, Class A Floating Rate Asset Backed Certificates and Class B
Floating Rate Asset Backed Certificates
Series 1994-4, Class A Floating Rate Asset Backed Certificates and Class B
Floating Rate Asset Backed Certificates
Series 1994-5, Class A Floating Rate Asset Backed Certificates and Class B
Floating Asset Backed Certificates
Series 1994-6, Class A Floating Rate Asset Backed Certificates and Class B
Floating Rate Asset Backed Certificates
Series 1994-7, Class A Floating Rate Asset Backed Certificates and Class B
Floating Rate Asset Backed Certificates
Series 1994-8, Class A Floating Rate Asset Backed Certificates and Class B
Floating Rate Asset Backed Certificates
Series 1995-1, Class A Floating Rate Asset Backed Certificates
Series 1995-2, Class A Floating Rate Asset Backed Certificates
Series 1995-3, Class A Floating Rate Asset Backed Certificates and Class B
Floating Rate Asset Backed Certificates
Series 1995-4, Class A Floating Rate Asset Backed Certificates and Class B
Floating Rate Asset Backed Certificates
Series 1995-5, Class A Floating Rate Asset Backed Certificates and Class B
Floating Rate Asset Backed Certificates
Series 1995-6, Class A Floating Rate Asset Backed Certificates and Class B
Floating Rate Asset Backed Certificates
Series 1996-1, Class A Floating Rate Asset Backed Certificates and Class B
Floating Rate Asset Backed Certificates
Series 1996-2, Class A Floating Rate Asset Backed Certificates and Class B
Floating Rate Asset Backed Certificates
Indicate by check mark whether the 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 (or such shorter period that the Registrant
was required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.
YES /X/ NO /_/
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K is not contained herein, and will not be contained, to the
best of registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K. /_/
Not Applicable.
State the aggregate market value of the voting stock held by non-affiliates of
the Registrant. The aggregate market value shall be computed by reference to
the price at which the stock was sold, or the average bid and asked prices of
such stock, as of a specified date within 60 days prior to the date of filing.
Not Applicable.
Indicate the number shares outstanding of each of the Registrant's class of
common stock, as of the latest practicable date.
Not Applicable.
DOCUMENTS INCORPORATED BY REFERENCE: NONE
============================================================================
<PAGE>
FIRST USA BANK
FIRST USA CREDIT CARD MASTER TRUST
1996 FORM 10-K ANNUAL REPORT
TABLE OF CONTENTS
PART I
PAGE
----
ITEM 1. Business........................................... 5
ITEM 2. Properties......................................... 5
ITEM 3. Legal Proceedings.................................. 8
ITEM 4. Submission of Matters to a Vote of Security Holders 9
PART II
ITEM 5. Market for Registrant's Common Equity and Related
Stockholder Matters ............................. 10
ITEM 6. Selected Financial Data............................ 11
ITEM 7. Management's Discussion and Analysis of Financial
Condition and Results of Operations ............. 11
ITEM 8. Financial Statements and Supplementary Data........ 11
ITEM 9. Changes in and Disagreements with Accountants on
Accounting and Financial Disclosure.............. 11
PART III
ITEM 10. Directors and Executive Officers of the Registrant.. 12
ITEM 11. Executive Compensation.............................. 12
ITEM 12. Security Ownership of Certain Beneficial Owners and
Management ....................................... 12
ITEM 13. Certain Relationships and Related Transactions...... 29
PART IV
ITEM 14. Exhibits, Financial Statement Schedules and Reports
on Form 8-K ...................................... 30
SIGNATURES
Signatures .................................................... 31
2
<PAGE>
INTRODUCTORY NOTE
-----------------
First USA Bank (the "Bank") is the transferor and servicer (in such capacities,
the "Transferor" and the "Servicer") under the Pooling and Servicing Agreement
(the "Agreement"), dated as of September 1, 1992, and the following series
supplements (the "Supplements"):
SUPPLEMENT DATED AS OF
---------- -----------
1992-1 September 1, 1992
1993-1 May 1, 1993
1993-2 October 1, 1993
1993-3 October 1, 1993
1994-3 June 1, 1994
1994-4 June 1, 1994
1994-5 July 30, 1994
1994-6 July 30, 1994
1994-7 November 8, 1994
1994-8 November 8, 1994
1995-1 March 1, 1995
1995-2 March 1, 1995
1995-3 May 16, 1995
1995-4 September 14, 1995
1995-5 September 14, 1995
1995-6 December 7, 1995
1996-1 March 6, 1996
1996-2 June 4, 1996
The Agreement and Supplements are by and between the Bank and The Bank of New
York (Delaware) as trustee ("the Trustee"), providing for the issuance of First
USA Credit Card Master Trust Asset Backed Certificates (the "Certificates").
The Bank is the originator of the First USA Credit Card Master Trust (the
"Registrant"). The Certificates do not represent obligations of or interests in
the Bank. Lomas Bank USA, the predecessor of the Bank, applied for an exemption
from certain reporting requirements pursuant to Section 12(h) of the Securities
and Exchange Act of 1934. The Securities and Exchange Commission granted Lomas
Bank USA an exemption from certain reporting requirements pursuant to an Order
of the Securities and Exchange Commission dated March 28, 1989. The Bank is
relying on such order in not responding to various items of Form 10-K. Such
items are designated herein as "Not Applicable".
In addition to the issuance of the Certificates described in the preceding
paragraph, the First USA Credit Card Master Trust has issued the following
interests in the Trust:
* Asset Backed Variable Funding Certificate issued pursuant to the Agreement and
the Series 1994-1 Supplement dated as of April 5, 1994 as amended from time to
time.
* Asset Backed Variable Funding Certificate issued pursuant to the Agreement and
the Series 1994-2 Supplement dated as of April 14, 1994 as amended from time
to time.
* Class B Floating Rate Asset Backed Certificates, Series 1995-1, issued
pursuant to the Agreement and the Series 1995-1 Supplement dated as of March
1, 1995.
* Class B Floating Rate Asset Backed Certificates, Series 1995-2, issued
pursuant to the Agreement and the Series 1995-2 Supplement dated as of
March 1, 1995.
* Floating Rate Asset Backed Certificates, Series 1996-E1, issued pursuant to
the Agreement and the Series 1996-E1 Supplement dated May 2, 1996.
3
<PAGE>
* Class A Floating Rate Asset Backed Certificates and Class B Floating Rate
Asset Backed Certificates issued pursuant to the Agreement and the Series
1996-3 Supplement dated as of June 6, 1996.
* Collateral Invested Amounts and CIA Certificates which represent credit
enhancement to certain series and were issued pursuant to the Agreement and
the related series Supplements.
4
<PAGE>
PART I
ITEM 1. BUSINESS
Not applicable
ITEM 2. PROPERTIES
The property of the Trust includes and will include receivables (the
''Receivables'') arising under certain VISA(R) and MasterCard(R)* revolving
credit card accounts (the ''Accounts'') selected by the Transferor from a
portfolio of VISA and MasterCard accounts owned by the Transferor, all moines
due or to become due in payment of the Receivables, all proceeds of the
Receivables and all moines on deposit in certain bank accounts of the Trust
(other than certain investment earnings on such amounts), and any Enhancement
issued with respect to any Series. The term ''Enhancement'' means, with respect
to any series, any letter of credit, cash collateral account, cash collateral
guaranty, collateral invested amount, guaranteed rate agreement, maturity
guaranty facility, tax protection agreement, interest rate swap or other
contract or agreement for the benefit of certificateholders of such series.
The Transferor originally conveyed to the Trustee all Receivables existing under
certain Accounts that were selected by the Transferor from the Bank portfolio
based on criteria provided in the Agreement as applied on August 21, 1992 (the
''Cut Off Date''). Since the Cut Off Date, the Transferor has transferred to the
Trust the Receivables in certain additional accounts (the "Additional Accounts")
in accordance with the provisions of the Agreement. The Transferor expects from
time to time (subject to certain limitations and conditions), and in certain
circumstances will be obligated, to designate Additional Accounts the
Receivables in which will be included in the Trust. The Transferor will transfer
to the Trust all Receivables in such Additional Accounts, whether such
Receivables are then existing or thereafter created. The addition to the Trust
of Receivables in Additional Accounts will be subject to certain conditions
including, among others, that (a) the Transferor will have received notice from
the applicable rating agencies that the inclusion of such accounts as Additional
Accounts will not result in the reduction or withdrawal by such rating agency of
its then existing rating of any class of certificates of any series then
outstanding, (b) each such Additional Account must be an eligible account at the
time of its designation for inclusion in the Trust and (c) no selection
procedure believed by the Transferor to be materially adverse to the interests
of the holders of any Series of certificates will have been used in selecting
such Additional Accounts.
The Receivables in the Trust portfolio, as of the close of business on June 30,
1996, including Additional Accounts added to the Trust on July 2, 1996 and
August 6, 1996, consisted of $17,604,704,061 of Principal Receivables and
$489,208,942 of Finance Charge Receivables. As of June 30, 1996, Cardholders
whose Accounts are included in the Trust portfolio, including Additional
Accounts added July 2, 1996 and August 6, 1996, had billing addresses in 50
states, the District of Columbia and other United States territories and
possessions.
The following tables summarize the Trust portfolio by various criteria as of the
close of business on June 30, 1996, but include Additional Accounts added to the
Trust on July 2, 1996 and August 6, 1996. Because the future composition of the
Trust portfolio may change over time, these tables are not necessarily
indicative of the composition of the Trust portfolio at any subsequent time.
- ----------------
* VISA(R) and MasterCard(R) and are registered trademarks of Visa USA
Incorporated and MasterCard International Incorporated, respectively.
5
<PAGE>
COMPOSITION BY ACCOUNT BALANCE
TRUST PORTFOLIO
<TABLE>
<CAPTION>
PERCENTAGE
OF TOTAL PERCENTAGE OF
ACCOUNT NUMBER OF NUMBER OF AMOUNT OF TOTAL AMOUNT OF
BALANCE RANGE ACCOUNTS ACCOUNTS RECEIVABLES RECEIVABLES
------------- --------- ----------- ---------------- ----------------
<S> <C> <C> <C> <C>
Credit Balance........... 148,897 1.6% $ (23,716,801) (0.1)%
No Balance............... 2,998,107 31.8 -- --
$0.01 to $2,000.00....... 3,083,468 32.7 2,143,886,338 11.8
$2,000.01 to $5,000.00... 1,963,289 20.8 7,056,608,817 39.0
$5,000.01 to $10,000.00.. 1,139,609 12.1 7,719,165,581 42.7
$10,000.01 or More....... 95,867 1.0 1,197,969,068 6.6
--------- ----- --------------- ------
TOTAL.......... 9,429,237 100.0% $18,093,913,003 100.0 %
========= ===== =============== ======
</TABLE>
COMPOSITION BY CREDIT LIMIT
TRUST PORTFOLIO
<TABLE>
<CAPTION>
PERCENTAGE
OF TOTAL PERCENTAGE OF
CREDIT NUMBER OF NUMBER OF AMOUNT OF TOTAL AMOUNT OF
LIMIT RANGE ACCOUNTS ACCOUNTS RECEIVABLES RECEIVABLES
----------- --------- ----------- ---------------- ----------------
<S> <C> <C> <C> <C>
$0.00 to $2,000.00....... 860,524 9.1% $ 549,200,936 3.0%
$2,000.01 to $5,000.00... 3,273,068 34.7 5,385,861,783 29.8
$5,000.01 to $10,000.00.. 4,375,222 46.4 9,500,516,531 52.5
$10,000.01 or More....... 920,423 9.8 2,658,333,753 14.7
--------- ----- --------------- -----
TOTAL.......... 9,429,237 100.0% $18,093,913,003 100.0%
========= ===== =============== =====
</TABLE>
COMPOSITION BY PERIOD OF DELINQUENCY
TRUST PORTFOLIO
<TABLE>
<CAPTION>
PERCENTAGE
PERIOD OF DELINQUENCY OF TOTAL PERCENTAGE OF
(Days Contractually NUMBER OF NUMBER OF AMOUNT OF TOTAL AMOUNT OF
Delinquent) ACCOUNTS ACCOUNTS RECEIVABLES RECEIVABLES
--------------------- --------- ----------- ---------------- ----------------
<S> <C> <C> <C> <C>
Not Delinquent........... 8,973,942 95.2% $16,278,513,852 90.0%
Up to 34 Days............ 277,588 2.9 1,025,434,344 5.7
35 to 64 Days............ 64,549 0.7 265,631,410 1.5
65 to 94 Days............ 35,146 0.4 155,966,623 0.9
95 or More Days.......... 78,012 0.8 368,366,774 2.9
--------- ----- --------------- -----
TOTAL.......... 9,429,237 100.0% $18,093,913,003 100.0%
========= ===== =============== =====
</TABLE>
6
<PAGE>
COMPOSITION BY GEOGRAPHIC DISTRIBUTION
TRUST PORTFOLIO
<TABLE>
<CAPTION>
PERCENTAGE
OF TOTAL PERCENTAGE OF
NUMBER OF NUMBER OF AMOUNT OF TOTAL AMOUNT OF
STATE ACCOUNTS ACCOUNTS RECEIVABLES RECEIVABLES
----- --------- ----------- --------------- ----------------
<S> <C> <C> <C> <C>
Alabama................................. 89,586 1.0% $ 179,724,284 1.0%
Alaska.................................. 24,465 0.3 61,100,600 0.3
Arizona................................. 152,143 1.6 301,023,655 1.7
Arkansas................................ 79,483 0.8 139,513,660 0.8
California.............................. 1,140,656 12.1 2,608,921,687 14.4
Colorado................................ 137,541 1.5 279,248,125 1.5
Connecticut............................. 141,893 1.5 272,367,053 1.5
Delaware................................ 18,288 0.2 40,354,366 0.2
District of Columbia.................... 20,651 0.2 44,560,876 0.2
Florida................................. 633,418 6.7 1,258,282,496 7.0
Georgia................................. 216,959 2.3 457,993,739 2.5
Hawaii.................................. 44,574 0.5 96,920,864 0.5
Idaho................................... 36,295 0.4 69,056,046 0.4
Illinois................................ 464,502 4.9 784,834,135 4.3
Indiana................................. 55,496 0.6 85,679,319 0.5
Iowa.................................... 7,632 0.1 12,650,347 0.1
Kansas.................................. 85,403 0.9 160,369,687 0.9
Kentucky................................ 95,100 1.0 161,796,164 0.9
Louisiana............................... 242,818 2.6 389,375,308 2.2
Maine................................... 29,978 0.3 59,891,235 0.3
Maryland................................ 246,579 2.6 509,962,101 2.8
Massachusetts........................... 293,821 3.1 521,065,058 2.9
Michigan................................ 320,405 3.4 613,514,200 3.4
Minnesota............................... 61,065 0.6 80,179,828 0.4
Mississippi............................. 60,605 0.6 113,566,744 0.6
Missouri................................ 157,184 1.7 283,406,154 1.6
Montana................................. 36,038 0.4 65,019,510 0.4
Nebraska................................ 60,011 0.6 95,179,269 0.5
Nevada.................................. 73,011 0.8 155,919,828 0.9
New Hampshire........................... 49,878 0.5 87,743,615 0.5
New Jersey.............................. 415,826 4.4 723,082,662 4.0
New Mexico.............................. 60,170 0.6 106,988,846 0.6
New York................................ 742,165 7.9 1,456,993,928 8.1
North Carolina.......................... 170,659 1.8 347,693,519 1.9
North Dakota............................ 20,692 0.2 29,628,067 0.2
Ohio.................................... 356,933 3.8 640,974,867 3.5
Oklahoma................................ 173,247 1.8 289,939,073 1.6
Oregon.................................. 127,138 1.3 244,024,056 1.3
Pennsylvania............................ 396,324 4.2 624,171,270 3.4
Rhode Island............................ 39,306 0.4 69,592,118 0.4
South Carolina.......................... 88,210 0.9 163,939,660 0.9
South Dakota............................ 21,777 0.2 35,669,362 0.2
Tennessee............................... 55,998 0.6 94,247,575 0.5
Texas................................... 1,020,775 10.8 1,936,987,487 10.7
Utah.................................... 58,909 0.6 98,410,934 0.5
Vermont................................. 21,050 0.3 35,139,865 0.2
Virginia................................ 256,136 2.7 535,432,966 3.0
</TABLE>
7
<PAGE>
<TABLE>
<CAPTION>
PERCENTAGE
OF TOTAL PERCENTAGE OF
NUMBER OF NUMBER OF AMOUNT OF TOTAL AMOUNT OF
STATE ACCOUNTS ACCOUNTS RECEIVABLES RECEIVABLES
----- --------- ----------- --------------- ----------------
<S> <C> <C> <C> <C>
Washington.............................. 224,631 2.5 488,671,475 2.7
West Virginia........................... 46,864 0.5 86,962,048 0.5
Wisconsin............................... 14,425 0.2 23,458,355 0.1
Wyoming................................. 16,827 0.2 30,494,746 0.2
Other U.S. territories and possessions.. 25,697 0.3 42,190,171 0.3
--------- ----- --------------- -----
TOTAL......................... 9,429,237 100.0% $18,093,913,003 100.0%
========= ===== =============== =====
</TABLE>
Since the largest number of cardholders (based on billing addresses) whose
accounts were included in the Trust as of June 30, 1996 were in California,
Texas, New York, Florida and Illinois, adverse changes in the economic
conditions in these areas could have a direct impact on the timing and amount of
payments on the Certificates.
COMPOSITION OF ACCOUNTS BY AGE
TRUST PORTFOLIO
<TABLE>
<CAPTION>
PERCENTAGE
OF TOTAL PERCENTAGE OF
NUMBER OF NUMBER OF AMOUNT OF TOTAL AMOUNT OF
AGE ACCOUNTS ACCOUNTS RECEIVABLES RECEIVABLES
--- --------- ----------- -------------- ----------------
<S> <C> <C> <C> <C>
Less than or equal to 6 Months.. 1,075,496 11.4% $ 2,979,830,340 16.5%
Over 6 Months to 12 Months...... 1,644,742 17.4 3,800,044,943 21.0
Over 12 Months to 24 Months..... 2,927,720 31.0 5,464,067,158 30.2
Over 24 Months to 36 Months..... 1,663,110 17.6 2,675,954,335 14.8
Over 36 Months to 48 Months..... 853,987 9.1 1,160,701,949 6.4
Over 48 Months to 60 Months..... 320,648 3.4 382,146,434 2.1
Over 60 Months.................. 943,534 10.1 1,631,167,844 9.0
--------- ----- --------------- -----
TOTAL................. 9,429,237 100.0% $18,093,913,003 100.0%
========= ===== =============== =====
</TABLE>
The aggregate amount of Receivables written off during the reporting period was
$647,492,530 and represented approximately 4.63% of the average Receivables
balance outstanding during such period. The investor percentage of Principal
Receivables written off (the "Investor Default Amount") during the reporting
period was $487,693,035. The annualized Investor Default Amount as a percentage
of the average invested amount outstanding as of June 30, 1996 and for the year
then ended, was approximately 4.00%.
ITEM 3. LEGAL PROCEEDINGS
The Bank was named as a defendant in a class action lawsuit filed on May 26,
1995 in the District Court of Willacy County, Texas, by a former cardmember of
the Bank. In this action, the plaintiff contends that he and all others
similarly situated are entitled to statutory penalties for alleged violations by
the Bank of the Texas Debt Collection Act and the Texas Deceptive Trade
Practices Act. Similar class action lawsuits have been filed in Texas against
other banks and entities. The Bank believes that plaintiff's claim under these
statutes is not valid. No class has been approved or certified by any court.
The Bank removed the case to the United States District Court for the Southern
District of Texas , Brownsville Division. On April 8, 1996, the United States
District Court for the Southern District of Texas, Brownsville Division granted
First USA Bank's motion for summary judgment and dismissed the plaintiff's
claim. The plaintiff has appealed this decision to the Thirteenth District
Court of Appeals in Texas. The Bank intends to vigorously defend against any
claims arising under such appeal. The Bank
8
<PAGE>
believes that such lawsuit will not have a material adverse effect on the
Transferor's business or on the Receivables in the Trust.
The Bank was named a defendant in a class action lawsuit filed on June 28, 1995
in the Court of Common Pleas, Philadelphia County, Philadelphia, Pennsylvania.
The Bank subsequently removed the case to the United States District Court,
Eastern District of Pennsylvania. The plaintiffs in such lawsuit claim damages
based upon late fees which were charged by the Bank in alleged violation of
Pennsylvania law. Similar class action lawsuits have been filed against other
credit card issuers in other jurisdictions. The United States Supreme Court
recently reviewed a California late fee case and determined in that case that
the credit card issuer could charge such late fees. The lawsuit against the
Bank has been dismissed based upon the outcome of the Supreme Court Case.
Accordingly, the Bank paid no damages in connection with such lawsuit.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
Not applicable
9
<PAGE>
PART II
ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED
STOCKHOLDER MATTERS
As of June 30, 1996, the number of holders of record identified by the
Depository Trust Company for the respective Series is as follows:
<TABLE>
<CAPTION>
INVESTOR CERTIFICATE DESCRIPTION RECORD HOLDERS
- -------------------------------------------------------
<S> <C>
Series 1992-1 Class A 34
Series 1992-1 Class B 12
Series 1993-1 15
Series 1993-2 14
Series 1993-3 13
Series 1994-3 Class A 15
Series 1994-3 Class B 4
Series 1994-4 Class A 27
Series 1994-4 Class B 4
Series 1994-5 Class A 19
Series 1994-5 Class B 5
Series 1994-6 Class A 18
Series 1994-6 Class B 5
Series 1994-7 Class A 17
Series 1994-7 Class B 3
Series 1994-8 Class A 12
Series 1994-8 Class B 2
Series 1995-1 Class A 18
Series 1995-2 Class A 20
Series 1995-3 Class A 1
Series 1995-3 Class B 2
Series 1995-4 Class A 15
Series 1995-4 Class B 2
Series 1995-5 Class A 20
Series 1995-5 Class B 2
Series 1995-6 Class A 3
Series 1995-6 Class B 4
Series 1996-1 Class A 10
Series 1996-1 Class B 5
Series 1996-2 Class A 16
Series 1996-2 Class B 3
</TABLE>
10
<PAGE>
ITEM 6. SELECTED FINANCIAL DATA
Not applicable
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
Not applicable
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
Not applicable
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE
Not applicable
11
<PAGE>
PART III
ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
Not applicable
ITEM 11. EXECUTIVE COMPENSATION
Not applicable
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
The following sets forth certain information believed by the Registrant to be
accurate based on information provided to it concerning the beneficial ownership
of investor certificates. Number of certificates identifies the number of
$1,000 minimum denomination certificates beneficially owned by each such
investor.
Beneficial owners of more than 5% of the SERIES 1992-1 CLASS A AND CLASS B
investor certificates as of June 30, 1996 are as follows:
<TABLE>
<CAPTION>
NUMBER OF % OF
CERTIFICATES OWNERSHIP
------------ ---------
<S> <C> <C>
CLASS A
- -------
Chase Manhattan Bank, N.A. (The)
1 Chase Manhattan Plaza
3B - Proxy Department
New York, NY 10081 76,185 24.74
Bank of New York (The)
925 Patterson Plank Rd.
Secaucus, NJ 07094 61,669 20.02
Chemical Bank
4 New York Plaza, 4th Floor
Auto Settle Department
New York, NY 10004 60,000 19.48
Morgan Guaranty Trust Co. of
New York
37 Wall Street
6th Floor
New York, NY 10260 30,000 9.74
Boston Safe Deposit & Trust Co.
c/o ADP Proxy Services
51 Mercedes Way
Edgewood, NY 11717 20,000 6.49
</TABLE>
12
<PAGE>
<TABLE>
<CAPTION>
NUMBER OF % OF
CERTIFICATES OWNERSHIP
------------ ---------
<S> <C> <C>
SSB - Custodian
Quincy Securities Processing
A5W P.O. Box 1631
Boston, MA 02105-1631 19,250 6.25
CLASS B
- -------
Chase Manhattan Bank, N.A. (The)
1 Chase Manhattan Plaza
3B - Proxy Department
New York, NY 10081 11,000 26.19
First Interstate Bank of California
2nd Floor, Dept. A2551
7501 E. McCormick Parkway
Scottsdale, AZ 85258 9,500 22.62
Lehman Government Securities, Inc.
200 Vesey Street
New York, NY 10285 5,000 11.90
Corestates Bank/Commonwealth of PA
P.O. Box 1631
Quincy Securities Processing
Boston, MA 02105-1631 4,000 9.52
SSB - Custodian
Quincy Securities Processing
A5W P.O. Box 1631
Boston, MA 02105-1631 3,000 7.14
Citibank/Private Banking Division
20 Exchange Place
Level C
New York, NY 10043 3,000 7.14
First National Bank of Boston (The)
c/o ADP Proxy Services
51 Mercedes Way
Edgewood, NY 11717 3,000 7.14
</TABLE>
- -------------------
13
<PAGE>
Beneficial owners of more than 5% of the SERIES 1993-1 investor certificates as
of June 30, 1996 are as follows:
<TABLE>
<CAPTION>
NUMBER OF % OF
CERTIFICATES OWNERSHIP
------------ ---------
<S> <C> <C>
Chase Manhattan Bank, N.A. (The)
1 Chase Manhattan Plaza
3B - Proxy Department
New York, NY 10081 150,970 30.19
Morgan Guaranty Trust Co. of
New York
37 Wall Street
6th Floor
New York, NY 10260 79,250 15.85
Chemical Bank
4 New York Plaza, 4th Floor
Auto Settle Department
New York, NY 10004 55,000 11.00
Bankers Trust Company
c/o BT Services Tennessee, Inc.
Custody Services
648 Grassmere Park Road
Nashville, TN 37211 37,130 7.43
Bank of New York
925 Patterson Plank Rd.
Secaucus, NJ 07094 36,150 7.23
French American Banking Corp.
200 Liberty
20th Floor
New York, NY 10281 35,000 7.00
</TABLE>
Beneficial owners of more than 5% of the SERIES 1993-2 investor certificates as
of June 30, 1996 are as follows:
<TABLE>
<CAPTION>
NUMBER OF % OF
CERTIFICATES OWNERSHIP
------------ ---------
<S> <C> <C>
SSB - Custodian
Quincy Securities Processing
A5W P.O. Box 1631
Boston, MA 02105-1631 162,420 32.48
Morgan Guaranty Trust Co. of
New York
37 Wall Street
6th Floor
New York, NY 10260 80,000 16.00
</TABLE>
14
<PAGE>
<TABLE>
<CAPTION>
NUMBER OF % OF
CERTIFICATES OWNERSHIP
------------ ---------
<S> <C> <C>
Chase Manhattan Bank, N.A. (The)
1 Chase Manhattan Plaza
3B - Proxy Department
New York, NY 10081 78,300 15.66
UBS Securities Inc./Union Bank
of Switzerland
New York Branch
299 Park Avenue
New York, NY 10171-0026 75,000 15.00
Bank of New York
925 Patterson Plank Rd.
Secaucus, NJ 07094 43,250 8.65
</TABLE>
- -------------------
Beneficial owners of more than 5% of the SERIES 1993-3 investor certificates as
of June 30, 1996 are as follows:
<TABLE>
<CAPTION>
NUMBER OF % OF
CERTIFICATES OWNERSHIP
------------ ---------
<S> <C> <C>
Bank of New York
925 Patterson Plank Road
Secaucus, New Jersey 07094 266,740 35.57
Chase Manhattan Bank, N.A. (The)
1 Chase Manhattan Plaza
3B - Proxy Department
New York, New York 10081 249,555 33.27
Chase Securities, Inc.
55 Water Street
Rm. 434
New York, NY 10041 50,000 6.67
Chemical Bank
4 New York Plaza, 4th Floor
Auto Settle Department
New York, NY 10004 42,000 5.60
</TABLE>
- -------------------
15
<PAGE>
Beneficial owners of more than 5% of the SERIES 1994-3 CLASS A AND CLASS B
investor certificates as of June 30, 1996 are as follows:
<TABLE>
<CAPTION>
NUMBER OF % OF
CERTIFICATES OWNERSHIP
------------ ---------
<S> <C> <C>
CLASS A
- -------
Chase Manhattan Bank, N.A. (The)
1 Chase Manhattan Plaza
3B - Proxy Department
New York, New York 10081 270,060 50.73
SSB - Custodian
Quincy Securities Processing
A5W P.O. Box 1631
Boston, MA 02105-1631 96,270 18.08
Morgan Guaranty Trust Co. of
New York
37 Wall Street
6th Floor
New York, New York 10260 58,995 11.08
Bank of New York
925 Patterson Plank Rd.
Secaucus, NJ 07094 58,855 11.06
CLASS B
- -------
Bankers Trust Co./Investment A/C
16 Wall Street, 5th Floor
New York, New York 10005 17,000 49.07
Smith Barney Harris Upham &
Co., Inc. (SB)
c/o ADP Proxy Services
51 Mercedes Way
Edgewood, NY 11717 11,650 33.62
SSB - Custodian
Quincy Securities Processing
A5W P.O. Box 1631
Boston, MA 02105-1631 4,000 11.54
Boston Safe Deposit & Trust Co.
c/o ADP Proxy Services
51 Mercedes Way
Edgewood, NY 11717 2,000 5.77
</TABLE>
- -------------------
16
<PAGE>
Beneficial owners of more than 5% of the SERIES 1994-4 CLASS A AND CLASS B
investor certificates as of June 30, 1996 are as follows:
<TABLE>
<CAPTION>
NUMBER OF % OF
CERTIFICATES OWNERSHIP
------------ ---------
<S> <C> <C>
CLASS A
- -------
Morgan Guaranty Trust Co. of New York
37 Wall Street
6th Floor
New York, New York 10260 158,160 21.77
Chemical Bank
4 New York Plaza, 4th Floor
Auto Settlement Department
New York, New York 10004 99,000 13.63
Boston Safe Deposit & Trust Co.
c/o ADP Proxy Services
51 Mercedes Way
Edgewood, NY 11717 84,325 11.61
Bankers Trust Co./Investment A/C
16 Wall Street
5th Floor
New York, NY 10005 75,000 10.32
First National Bank of Chicago
One First National Plaza, Suite 0417
Chicago, IL 60670 60,000 8.26
Citibank, N.A.
111 Wall Street
20th Floor, Zone 9
New York, NY 10043 52,310 7.20
Bankers Trust Company
c/o BT Services Tennessee, Inc.
Custody Services
648 Grassmere Park Road
Nashville, TN 37211 51,350 7.07
CLASS B
- -------
Harris Trust & Savings Bank
Proxy Operations
111 West Monroe St., 1130
Chicago, IL 60690 21,600 38.19
</TABLE>
17
<PAGE>
<TABLE>
<CAPTION>
NUMBER OF % OF
CERTIFICATES OWNERSHIP
------------ ---------
<S> <C> <C>
First National Bank of Boston (The)
c/o ADP Proxy Services
51 Mercedes Way
Edgewood, New York 11717 15,000 26.53
Boston Safe Deposit & Trust Co.
c/o ADP Proxy Services
51 Mercedes Way
Edgewood, NY 11717 10,000 17.68
Bankers Trust Co. - Trust
16 Wall Street
5th Floor
New York, NY 10005 9,950 17.60
</TABLE>
Beneficial owners of more than 5% of the SERIES 1994-5 CLASS A AND CLASS B
investor certificates as of June 30, 1996 are as follows:
<TABLE>
<CAPTION>
NUMBER OF % OF
CERTIFICATES OWNERSHIP
------------ ---------
<S> <C> <C>
CLASS A
- -------
SSB - Custodian
Quincy Securities Processing
A5W P.O. Box 1631
Boston, MA 02105-1631 143,975 28.80
Bank of New York
925 Patterson Plank Rd.
Secaucus, NJ 07094 100,000 20.00
Chase Manhattan Bank, N.A. (The)
1 Chase Manhattan Plaza
3B - Proxy Department
New York, NY 10081 100,000 20.00
Bankers Trust Company
c/o BT Services Tennessee, Inc.
Custody Services
648 Grassmere Park Road
Nashville, TN 37211 49,550 9.91
</TABLE>
18
<PAGE>
<TABLE>
<CAPTION>
NUMBER OF % OF
CERTIFICATES OWNERSHIP
------------ ---------
<S> <C> <C>
CLASS B
- -------
Corestates Bank/Commonwealth of PA
P.O. Box 1631
Quincy Securities Processing
Boston, MA 02105-1631 30,660 78.29
Chase Manhattan Bank, N.A. (The)
1 Chase Manhattan Plaza
3B - Proxy Department
New York, NY 10081 5,000 12.77
Goldman, Sachs & Co.
c/o ADP Proxy Services
51 Mercedes Way
Edgewood, NY 11717 2,000 5.11
</TABLE>
- -------------------
Beneficial owners of more than 5% of the SERIES 1994-6 CLASS A AND CLASS B
investor certificates as of June 30, 1996 are as follows:
<TABLE>
<CAPTION>
NUMBER OF % OF
CERTIFICATES OWNERSHIP
------------ ---------
<S> <C> <C>
CLASS A
- -------
PNC National Association
1835 Market Street
11 Penn Center, 15th Floor
Philadelphia, PA 19103 267,875 35.72
Morgan Guaranty Trust Co. of
New York
37 Wall Street, 6th Floor
New York, New York 10260 144,400 19.25
Citibank, N.A.
111 Wall Street
20th Floor, Zone 9
New York, New York 10043 118,000 15.73
Chemical Bank
4 New York Plaza, 4th Floor
Auto Settle Department
New York, New York 10004 72,000 9.60
</TABLE>
19
<PAGE>
<TABLE>
<CAPTION>
NUMBER OF % OF
CERTIFICATES OWNERSHIP
------------ ---------
<S> <C> <C>
Bankers Trust Co./Investment A/C
16 Wall Street
5th Floor
New York, NY 10005 51,100 6.80
CLASS B
- -------
Harris Trust & Savings Bank
Proxy Operations
111 West Monroe St., 1130
Chicago, IL 60690 23,300 39.91
Chase Manhattan Bank, N.A. (The)
1 Chase Manhattan Plaza
3B - Proxy Department
New York, NY 10081 18,300 31.35
Morgan Guaranty Trust Co. of
New York
37 Wall Street
6th Floor
New York, NY 10260 8,300 14.22
Merrill Lynch, Pierce, Fenner
& Smith Safekeeping
4 Corporate Place
Corporate Park 287, 2nd Floor
Piscataway, NJ 08855 6,480 11.10
</TABLE>
- -------------------
Beneficial owners of more than 5% of the SERIES 1994-7 CLASS A AND CLASS B
investor certificates as of June 30, 1996 are as follows:
<TABLE>
<CAPTION>
NUMBER OF % OF
CERTIFICATES OWNERSHIP
------------ ---------
<S> <C> <C>
CLASS A
- -------
Bank of New York
925 Patterson Plank Rd.
Secaucus, New Jersey 07094 222,000 29.60
SSB - Custodian
Quincy Securities Processing
A5W P.O. Box 1631
Boston, MA 02105-1631 208,350 27.78
Morgan Guaranty Trust Co. of
New York
37 Wall Street
6th Floor
New York, New York 10260 128,500 17.13
</TABLE>
20
<PAGE>
<TABLE>
<CAPTION>
NUMBER OF % OF
CERTIFICATES OWNERSHIP
------------ ---------
<S> <C> <C>
Bankers Trust Company
c/o BT Services Tennessee, Inc.
Custody Services
648 Grassmere Park Road
Nashville, TN 37211 80,700 10.76
Chemical Bank
4 New York Plaza, 4th Floor
Auto Settle Department
New York, NY 10004 37,650 5.02
CLASS B
- -------
Lehman Government Securities, Inc.
200 Vesey Street
New York, NY 10285 28,735 48.93
Fuji Bank & Trust Company
2 World Trade Center
81st Floor
New York, NY 10048 25,000 42.56
Chemical Bank
4 New York Plaza, 4th Floor
Auto Settle Department
New York, New York 10004 5,000 8.51
</TABLE>
- -------------------
Beneficial owners of more than 5% of the SERIES 1994-8 CLASS A AND CLASS B
investor certificates as of June 30, 1996 are as follows:
<TABLE>
<CAPTION>
NUMBER OF % OF
CERTIFICATES OWNERSHIP
------------ ---------
<S> <C> <C>
CLASS A
- -------
Morgan Guaranty Trust Co. of
New York
37 Wall Street
6th Floor
New York, New York 10260 179,450 35.89
Chase Manhattan Bank, N.A. (The)
1 Chase Manhattan Plaza
3B - Proxy Department
New York, NY 10081 125,500 25.10
</TABLE>
21
<PAGE>
<TABLE>
<CAPTION>
NUMBER OF % OF
CERTIFICATES OWNERSHIP
------------ ---------
<S> <C> <C>
Citibank, N.A.
111 Wall Street
20th Floor, Zone 9
New York, New York 10043 59,000 11.80
Fuji Bank & Trust Company
2 World Trade Center, 81st Floor
New York, New York 10048 35,000 7.00
Harris Trust & Savings Bank
Proxy Operations
111 West Monroe St., 1130
Chicago, IL 60690 25,500 5.00
CLASS B
- -------
Chase Manhattan Bank, N.A. (The)
1 Chase Manhattan Plaza
3B - Proxy Department
New York, New York 10081 19,657 50.20
UBS Securities Inc.
299 Park Avenue
8th Floor
New York, NY 10171-0026 19,500 49.80
</TABLE>
- -------------------
Beneficial owners of more than 5% of the SERIES 1995-1 CLASS A investor
certificates as of June 30, 1996 are as follows:
<TABLE>
<CAPTION>
NUMBER OF % OF
CERTIFICATES OWNERSHIP
------------ ---------
<S> <C> <C>
CLASS A
- -------
Chase Manhattan Bank, N.A. (The)
1 Chase Manhattan Plaza
3B-Proxy Department
New York, NY 10081 421,025 42.10
SSB - Custodian
Quincy Securities Processing
A5W P.O. Box 1631
Boston, MA 02105-1631 258,495 25.85
</TABLE>
22
<PAGE>
<TABLE>
<CAPTION>
NUMBER OF % OF
CERTIFICATES OWNERSHIP
------------ ---------
<S> <C> <C>
Chemical Bank
4 New York Plaza, 4th Floor
Auto Settle Department
New York, NY 10004 89,700 8.97
Bankers Trust Company
c/o BT Services Tennessee, Inc.
Custody Services
648 Grassmere Park Road
Nashville, TN 37211 80,690 8.07
</TABLE>
- -------------------
Beneficial owners of more than 5% of the SERIES 1995-2 CLASS A investor
certificates as of June 30, 1996 are as follows:
<TABLE>
<CAPTION>
NUMBER OF % OF
CERTIFICATES OWNERSHIP
------------ ---------
<S> <C> <C>
CLASS A
- -------
Chemical Bank
4 New York Plaza, 4th Floor
Auto Settle Department
New York, NY 10004 155,600 23.58
Chase Manhattan Bank, N.A. (The)
1 Chase Manhattan Plaza
3B - Proxy Department
New York, NY 10081 100,000 15.15
Harris Trust & Savings Bank
Proxy Operations
111 West Monroe St., 1130
Chicago, IL 60690 100,000 15.15
Chemical/MBS & Asset Backed
Securities
55 Water Street
Rm. 428
New York, NY 10041 60,000 9.09
Morgan Guaranty Trust Co. of
New York
37 Wall Street
6th Floor
New York, NY 10260 58,430 8.85
</TABLE>
23
<PAGE>
<TABLE>
<CAPTION>
NUMBER OF % OF
CERTIFICATES OWNERSHIP
------------ ---------
<S> <C> <C>
Boston Safe Deposit & Trust Co.
c/o ADP Proxy Services
51 Mercedes Way
Edgewood, NY 11717 50,710 7.68
Dai-Ichi Kangyo Bank Limited (The)
New York Branch
1 World Trade Center
Suite 4911
New York, NY 10048 42,000 6.36
Fuji Bank & Trust
2 World Trade Center
81st Floor
New York, New York 10048 40,000 6.06
</TABLE>
- -------------------
Beneficial owners of more than 5% of the SERIES 1995-3 CLASS A AND CLASS B
investor certificates as of June 30, 1996 are as follows:
<TABLE>
<CAPTION>
NUMBER OF % OF
CERTIFICATES OWNERSHIP
------------ ---------
<S> <C> <C>
CLASS A
- -------
Morgan Guaranty Trust Co. of
New York
37 Wall Street, 6th Floor
New York, New York 10260 830,000 100.00
CLASS B
- -------
Chase Manhattan Bank, N.A. (The)
1 Chase Manhattan Plaza
3B - Proxy Department
New York, New York 10081 65,000 100.00
</TABLE>
- -------------------
24
<PAGE>
Beneficial owners of more than 5% of the SERIES 1995-4 CLASS A AND CLASS B
investor certificates as of June 30, 1996 are as follows:
<TABLE>
<CAPTION>
NUMBER OF % OF
CERTIFICATES OWNERSHIP
------------ ---------
<S> <C> <C>
CLASS A
- -------
Chase Manhattan Bank, N.A. (The)
1 Chase Manhattan Plaza
3B - Proxy Department
New York, New York 10081 210,000 28.00
Bank of New York
925 Patterson Plank Rd.
Secaucus, New Jersey 07094 189,000 25.20
Northern Trust Co. - Trust
801 S. Canal C-In
Chicago, IL 60607 102,000 13.60
SSB - Custodian
Quincy Securities Processing
A5W P.O. Box 1631
Boston, MA 02105-1631 88,000 11.73
Bankers Trust Company
c/o BT Services Tennessee, Inc.
Custody Services
648 Grassmere Park Road
Nashville, TN 37211 58,000 7.73
Citibank, N.A.
111 Wall Street
20th Floor, Zone 9
New York, New York 10043 43,000 5.73
CLASS B
- -------
Chase Manhattan Bank, N.A. (The)
1 Chase Manhattan Plaza
3B - Proxy Department
New York, New York 10081 44,770 66.06
Bankers Trust Co./Investment A/C
16 Wall Street
5th Floor
New York, NY 10005 23,000 33.94
</TABLE>
- -------------------
25
<PAGE>
Beneficial owners of more than 5% of the SERIES 1995-5 CLASS A AND CLASS B
investor certificates as of June 30, 1996 are as follows:
<TABLE>
<CAPTION>
NUMBER OF % OF
CERTIFICATES OWNERSHIP
------------ ---------
<S> <C> <C>
CLASS A
- -------
SSB - Custodian
Quincy Securities Processing
A5W P.O. Box 1631
Boston, MA 02105-1631 134,000 26.82
Chase Manhattan Bank, N.A. (The)
1 Chase Manhattan Plaza
3B - Proxy Department
New York, New York 10081 120,000 24.00
Bank of New York
925 Patterson Plank Rd.
Secaucus, New Jersey 07094 47,250 9.45
Chemical Bank
4 New York Plaza, 4th Floor
Auto Settle Department
New York, NY 10004 41,600 8.32
Morgan Guaranty Trust Co. of
New York
37 Wall Street
6th Floor
New York, New York 10260 28,000 5.60
CLASS B
- -------
First National Bank of Chicago
One First National Plaza, Suite 0417
Chicago, IL 60670 35,000 77.47
Chase Manhattan Bank, N.A. (The)
1 Chase Manhattan Plaza
3B - Proxy Department
New York, New York 10081 10,180 22.53
</TABLE>
- -------------------
26
<PAGE>
Beneficial owners of more than 5% of the SERIES 1995-6 CLASS A AND CLASS B
investor certificates as of June 30, 1996 are as follows:
<TABLE>
<CAPTION>
NUMBER OF % OF
CERTIFICATES OWNERSHIP
------------ ---------
<S> <C> <C>
CLASS A
- -------
Bank of New York
925 Patterson Plank Rd.
Secaucus, New Jersey 07094 992,000 79.68
Chase Manhattan Bank, N.A. (The)
1 Chase Manhattan Plaza
3B - Proxy Department
New York, New York 10081 252,000 20.24
CLASS B
- -------
Morgan Guaranty Trust Co. of New York
37 Wall Street
6th Floor
New York, New York 10260 49,000 43.56
Swiss American Securities, Inc.
100 Wall Street
New York, NY 10005 33,000 29.33
First National Bank of Chicago
One First National Plaza, Suite 0417
Chicago, IL 60670 25,000 22.22
</TABLE>
- -------------------
Beneficial owners of more than 5% of the SERIES 1996-1 CLASS A AND CLASS B
investor certificates as of June 30, 1996 are as follows:
<TABLE>
<CAPTION>
NUMBER OF % OF
CERTIFICATES OWNERSHIP
------------ ---------
<S> <C> <C>
CLASS A
- -------
Morgan Guaranty Trust Co. of
New York
37 Wall Street
6th Floor
New York, New York 10260 314,000 41.87
Bank of New York
925 Patterson Plank Rd.
Secaucus, New Jersey 07094 220,000 29.33
</TABLE>
27
<PAGE>
<TABLE>
<CAPTION>
NUMBER OF % OF
CERTIFICATES OWNERSHIP
------------ ---------
<S> <C> <C>
Wilmington Trust Co.
Rodney Square North
1100 North Market Street
Wilmington, DE 19890-0001 100,000 13.33
Boston Safe Deposit & Trust Co.
c/o ADP Proxy Services
51 Mercedes Way
Edgewood, NY 11717 64,775 8.64
CLASS B
- -------
Bankers Trust Co./Investment A/C
16 Wall Street
5th Floor
New York, NY 10005 35,000 51.65
Chemical Bank
4 New York Plaza, 4th Floor
Auto Settle Department
New York, NY 10004 20,000 29.51
Nomura International Trust
Company, Inc.
10 Exchange Place
Jersey City, NJ 07302 10,520 15.52
</TABLE>
Beneficial owners of more than 5% of the SERIES 1996-2 CLASS A AND CLASS B
investor certificates as of June 30, 1996 are as follows:
<TABLE>
<CAPTION>
NUMBER OF % OF
CERTIFICATES OWNERSHIP
------------ ---------
<S> <C> <C>
CLASS A
- -------
Morgan Guaranty Trust Co. of
New York
37 Wall Street
6th Floor
New York, New York 10260 323,000 53.83
Chemical Bank
4 New York Plaza, 4th Floor
Auto Settle Department
New York, NY 10004 112,000 18.67
</TABLE>
28
<PAGE>
<TABLE>
<CAPTION>
NUMBER OF % OF
CERTIFICATES OWNERSHIP
------------ ---------
<S> <C> <C>
CLASS B
- -------
Bankers Trust Co./Investment A/C
16 Wall Street
5th Floor
New York, NY 10005 25,000 46.04
Boston Safe Deposit & Trust Co.
c/o ADP Proxy Services
51 Mercedes Way
Edgewood, NY 11717 15,000 27.62
Morgan (J.P.) Securities Inc.,
- Asset Backed
60 Wall Street, 6th Floor
New York, NY 10260-0060 14,300 26.34
</TABLE>
___________________
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
Not applicable
29
<PAGE>
PART IV
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS
ON FORM 10-K
(a) The following documents are filed as part of this Report:
3. Exhibits:
99.00 Report of Management on Credit Card Trust Control
Structure Policies and Procedures and Pooling and
Servicing Agreement Compliance.
99.01 Annual Accountants' Reports for Series 1992-1 dated July
17, 1996.
99.02 Annual Accountants' Reports for Series 1993-1 dated July
17, 1996.
99.03 Annual Accountants' Reports for Series 1993-2 dated July
17, 1996.
99.04 Annual Accountants' Reports for Series 1993-3 dated July
17, 1996.
99.05 Annual Accountants' Reports for Series 1994-3 dated July
17, 1996.
99.06 Annual Accountants' Reports for Series 1994-4 dated July
17, 1996.
99.07 Annual Accountants' Reports for Series 1994-5 dated July
17, 1996.
99.08 Annual Accountants' Reports for Series 1994-6 dated July
17, 1996.
99.09 Annual Accountants' Reports for Series 1994-7 dated July
17, 1996.
99.10 Annual Accountants' Reports for Series 1994-8 dated July
17, 1996.
99.11 Annual Accountants' Reports for Series 1995-1 dated July
17, 1996.
99.12 Annual Accountants' Reports for Series 1995-2 dated July
17, 1996.
99.13 Annual Accountants' Reports for Series 1995-3 dated July
17, 1996.
99.14 Annual Accountants' Reports for Series 1995-4 dated July
17, 1996.
99.15 Annual Accountants' Reports for Series 1995-5 dated July
17, 1996.
99.16 Annual Accountants' Reports for Series 1995-6 dated July
17, 1996.
99.17 Annual Accountants' Reports for Series 1996-1 dated July
17, 1996.
99.18 Annual Accountants' Reports for Series 1996-2 dated July
17, 1996.
99.19 Annual Accountants' Report on Applying Agreed-Upon
Procedures pursuant to Section 3.06(b) of the First USA
Credit Card Master Trust Pooling and Servicing Agreement.
(b) Not applicable
(c) See item 14(a)3 above
(d) Not applicable
30
<PAGE>
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.
FIRST USA BANK,
As Servicer
By: /s/ Randy Christofferson
------------------------
Randy Christofferson
President
Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons on behalf of the
registrant and in the capacities indicated on September 30, 1996.
Signature Title
--------- -----
/s/ Richard W. Vague Chairman of Board and Chief Executive Officer
------------------------ (Principal Executive Officer)
Richard W. Vague
/s/ Randy Christofferson President and Director
------------------------
Randy Christofferson
/s/ George P. Hubley Executive Vice President, Chief Financial
------------------------ Officer and Director
George P. Hubley
/s/ John C. Tolleson Director
------------------------
John C. Tolleson
/s/ Jack M. Antonini Director
------------------------
Jack M. Antonini
/s/ Pamela H. Patsley Director
------------------------
Pamela H. Patsley
31
<PAGE>
EXHIBIT 99.00
REPORT OF MANAGEMENT ON CREDIT CARD TRUST CONTROL
STRUCTURE POLICIES AND PROCEDURES AND POOLING AND SERVICING
AGREEMENT COMPLIANCE
Control Structure Policies and Procedures
- -----------------------------------------
First USA Bank (the "Bank"), a wholly owned subsidiary of First USA Financial,
Inc. which is a wholly owned subsidiary of First USA, Inc., is responsible for
establishing and maintaining effective control structure policies and procedures
over the functions performed as servicer of the Bank's Credit Card Master Trust
(the "Trust"), listed on Appendix 1. These policies and procedures are designed
to provide reasonable assurance to the Bank's management and board of directors
that Trust assets are safeguarded against loss from unauthorized use or
disposition and that transactions are executed in accordance with management's
authorization in conformity with the applicable Pooling and Servicing Agreement
(PSA) and PSA Supplements (the "Agreements") as applicable between the Bank as
transferor and servicer and the trustee (specific PSA's and trustee are
identified on Appendix 1) and are recorded properly to permit the preparation of
the required financial reports.
There are inherent limitations in any control structure policies and procedures,
including the possibility of human error and the circumvention or overriding of
controls. Accordingly, even effective control structure policies and procedures
can provide only reasonable assurance with respect to the achievement of any
objectives of internal control. Further, because of changes in conditions, the
effectiveness of the control structure policies and procedures may vary over
time.
The Bank has determined that the objectives of its control structure policies
and procedures, with respect to servicing and reporting of transferred loans,
are to provide reasonable, but not absolute assurance that:
* Funds collected are appropriately remitted to the trustee in accordance
with the Agreements.
* The addition of Accounts to the Trust are authorized in accordance with
the Agreements.
* The removal of Accounts from the Trust are authorized in accordance with
the Agreements.
* Trust assets amortizing out of the Trust are calculated in accordance
with the Agreements.
* Daily Trust reports are prepared and contain the required information in
accordance with the Agreements.
* Monthly Trust reports generated pursuant to the Agreements contain the
required information per the applicable section of the Agreements, are
materially correct and agree to the Bank's computer reports which are the
source of such amounts contained in the reports.
* On an annual basis, the servicer will deliver to the trustee an Annual
Servicer's Certificate.
* The amount of Investor Charge-Offs are calculated in accordance with the
Agreements.
* The payments to Certificateholders are made by the trustee in accordance
with the Agreements.
<PAGE>
The Bank has assessed its control structure policies and procedures over the
functions performed as servicer of the Trust in relation to these criteria.
This assessment assumed the accuracy of reports prepared by the Bank's third
party credit card processor and did not extend to the control structure policies
and procedures of the Bank's third party credit card processor. Based upon this
assessment, the Bank maintained that, as of June 30, 1996, its control structure
policies and procedures over the functions performed as servicer of the Trust
are effective in providing reasonable assurance that Trust assets are
safeguarded against loss from unauthorized use or disposition and the
transactions are executed in accordance with management's authorization in
conformity with the Agreements between the Bank as transferor and servicer and
the trustee and are recorded properly to permit the preparation of the required
financial reports.
Pooling and Servicing Agreement Compliance
- ------------------------------------------
The Bank is responsible for complying with the Agreements listed in Appendix 1
to this report. The Bank assessed its compliance, as of June 30, 1996 and for
the compliance periods then ended, with the relevant covenants and conditions
identified in the Appendix for each of the Agreements. In performing this
assessment, the Bank assumed the accuracy of reports prepared by the Bank's
third party credit card processor and did not extend its assessment to the
relevant aspects of the Bank's compliance that are the responsibility of the
third party credit card processor. Based upon this assessment and the delivery
of the accountant's letters pursuant to Section 3.06(a) and (b), the Bank was in
compliance, as of June 30, 1996 and for the compliance periods then ended, with
the relevant convenants and conditions identified in the Appendix for the
compliance periods specified in the Appendix. In addition, the Bank did not
identify any instances of noncompliance in performing the assessment.
<PAGE>
July 17, 1996 First USA Bank by:
/s/ Randy Christofferson
------------------------
Randy Christofferson
President
/s/ George P. Hubley
------------------------
George P. Hubley
Chief Financial Officer
/s/ Peter W. Atwater
------------------------
Peter W. Atwater
Executive Vice President
<PAGE>
APPENDIX 1
<TABLE>
<CAPTION>
PSA SUPPLEMENT COMPLIANCE COVENANTS AND
TRUST SERIES TRUSTEE DATE DATE PERIOD CONDITIONS
- -------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
First USA Credit Card Master Trust The Bank of New York (Delaware) 9/1/92 9/1/92 7/1/95 - 6/30/96 (1), (2)
Series 1992-1
First USA Credit Card Master Trust The Bank of New York (Delaware) 9/1/92 5/1/93 7/1/95 - 6/30/96 (1), (3)
Series 1993-1
First USA Credit Card Master Trust The Bank of New York (Delaware) 9/1/92 10/1/93 7/1/95 - 6/30/96 (1), (4)
Series 1993-2
First USA Credit Card Master Trust The Bank of New York (Delaware) 9/1/92 10/1/93 7/1/95 - 6/30/96 (1), (4)
Series 1993-3
First USA Credit Card Master Trust The Bank of New York (Delaware) 9/1/92 4/5/94 7/1/95 - 6/30/96 (1), (5)
Series 1994-1 *
First USA Credit Card Master Trust The Bank of New York (Delaware) 9/1/92 4/14/94 7/1/95 - 6/30/96 (1), (5)
Series 1994-2 **
First USA Credit Card Master Trust The Bank of New York (Delaware) 9/1/92 6/1/94 7/1/95 - 6/30/96 (1), (2)
Series 1994-3
First USA Credit Card Master Trust The Bank of New York (Delaware) 9/1/92 6/1/94 7/1/95 - 6/30/96 (1), (2)
Series 1994-4
First USA Credit Card Master Trust The Bank of New York (Delaware) 9/1/92 7/30/94 7/1/95 - 6/30/96 (1), (2)
Series 1994-5
First USA Credit Card Master Trust The Bank of New York (Delaware) 9/1/92 7/30/94 7/1/95 - 6/30/96 (1), (2)
Series 1994-6
First USA Credit Card Master Trust The Bank of New York (Delaware) 9/1/92 11/8/94 7/1/95 - 6/30/96 (1), (2)
Series 1994-7
First USA Credit Card Master Trust The Bank of New York (Delaware) 9/1/92 11/8/94 7/1/95 - 6/30/96 (1), (2)
Series 1994-8
First USA Credit Card Master Trust The Bank of New York (Delaware) 9/1/92 3/1/95 7/1/95 - 6/30/96 (1), (2)
Series 1995-1
First USA Credit Card Master Trust The Bank of New York (Delaware) 9/1/92 3/1/95 7/1/95 - 6/30/96 (1), (2)
Series 1995-2
First USA Credit Card Master Trust The Bank of New York (Delaware) 9/1/92 5/16/95 7/1/95 - 6/30/96 (1), (2)
Series 1995-3
First USA Credit Card Master Trust The Bank of New York (Delaware) 9/1/92 9/14/95 9/14/95 - 6/30/96 (1), (2)
Series 1995-4
First USA Credit Card Master Trust The Bank of New York (Delaware) 9/1/92 9/14/95 9/14/95 - 6/30/96 (1), (2)
Series 1995-5
First USA Credit Card Master Trust The Bank of New York (Delaware) 9/1/92 12/7/95 12/7/95 - 6/30/96 (1), (2)
Series 1995-6
First USA Credit Card Master Trust The Bank of New York (Delaware) 9/1/92 3/6/96 3/6/96 - 6/30/96 (1), (2)
Series 1996-1
First USA Credit Card Master Trust The Bank of New York (Delaware) 9/1/92 5/2/96 5/2/96 - 6/30/96 (1), (6)
Series 1996-E1***
First USA Credit Card Master Trust The Bank of New York (Delaware) 9/1/92 6/4/96 6/4/96 - 6/30/96 (1), (2)
Series 1996-2
First USA Credit Card Master Trust The Bank of New York (Delaware) 9/1/92 6/6/96 6/6/96 - 6/30/96 (1), (2)
Series 1996-3 ****
</TABLE>
PSA AND PSA SUPPLEMENT COVENANTS AND CONDITIONS
- -----------------------------------------------
(1) PSA Sectons - 2.06, 2.07, 3.01(b), 3.04(a) and (b), 3.05, 3.06(a) and (b),
and 4.03
(2) PSA Supplement Sections - 4.09, 4.12, and 5.02
(3) PSA Supplement Sections - 4.08, 4.11, and 5.02
(4) PSA Supplement Sections - 4.8, 4.11, and 5.2
(5) PSA Supplement Sections - 4.06, 4.09, and 5.02
(6) PSA Supplement Sections - 4.09, 4.11, and 5.02
* Receivables backed Commercial Paper Program dated April 5, 1994
** Receivables backed Commercial Paper Program dated April 14, 1994
*** Receivables backed Committed Credit Enhancement Facility dated May 2, 1996
**** Receivables backed European Transaction dated June 6, 1996
<PAGE>
EXHIBIT 99.01
Report of Independent Accountants
First USA Bank
Three Christina Centre
201 North Walnut Street
Wilmington, Delaware 19801
and
The Bank of New York (Delaware)
c/o The Bank of New York
101 Barclay Street, Floor 12E
New York, New York 10286
First USA Credit Card Master Trust Series 1992-1
------------------------------------------------
We have examined management's assertion that First USA Bank (the Bank), a wholly
owned subsidiary of First USA Financial, Inc. which is a wholly owned subsidiary
of First USA, Inc., maintained control structure policies and procedures over
the functions performed as Servicer of the First USA Credit Card Master Trust
Series 1992-1 (the Trust) that are effective, as of June 30, 1996, in providing
reasonable assurance that Trust assets are safeguarded against loss from
unauthorized use or disposition and that transactions are executed in accordance
with management's authorization in conformity with the Pooling and Servicing
Agreement (the Agreement) dated as of September 1, 1992, and the Series 1992-1
Pooling and Servicing Agreement Supplement dated September 1, 1992, as amended
from time to time (together the Agreements), between the Bank as Transferor and
Servicer, and The Bank of New York (Delaware), as Trustee on behalf of the
Certificateholders of the Trust, and are recorded properly to permit the
preparation of the required financial reports. This assertion is included in the
accompanying report of management titled, "Report of Management on Credit Card
Trust Control Structure Policies and Procedures and Pooling and Servicing
Agreement Compliance" (the Report).
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 control structure policies and procedures over
the functions performed by the Bank as Servicer of the Trust, testing and
evaluating the design and operating effectiveness of the policies and
procedures, and such other procedures as we considered necessary in the
circumstances. We believe that our examination provides a reasonable basis for
our opinion.
<PAGE>
As discussed in the Report, management, in providing its assertion on the
control structure policies and procedures, assumed the accuracy of reports
prepared by the Bank's third party credit card processor and did not extend its
assessment to the control structure policies and procedures of the Bank's third
party credit card processor. Accordingly, and in accordance with Section 3.06(a)
and (b) of the Agreement, our examination did not extend to the control
structure policies and procedures of the Bank's third party credit card
processor, and we do not express an opinion or any other form of assurance on
those control structure policies and procedures.
Because of inherent limitations in any control structure policies and
procedures, errors or irregularities may occur and not be detected. Also,
projections of any evaluation of the control structure policies and procedures
over the functions performed by the Bank as Servicer of the Trust to future
periods are subject to the risk that the policies and procedures 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 the Bank maintained control
structure policies and procedures over the functions performed as Servicer of
the Trust that are effective, as of June 30, 1996, in providing reasonable
assurance that Trust assets are safeguarded against loss from unauthorized use
or disposition and that transactions are executed in accordance with
management's authorization in conformity with the Agreements between the Bank as
Transferor and Servicer and The Bank of New York (Delaware), as Trustee, on
behalf of the Certificateholders of the Trust, and are recorded properly to
permit the preparation of the required financial reports, is fairly stated, in
all material respects, based upon the following criteria specified in the
Report:
- - Policies and procedures provide reasonable assurance that funds collected are
appropriately remitted to the Trustee in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that the addition of
Accounts to the Trust are authorized in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that the removal of
Accounts from the Trust are authorized in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that daily Trust reports
are prepared and contain all required information in accordance with the
Agreements.
- - Policies and procedures provide reasonable assurance that monthly Trust
reports generated in the form of "Exhibits" contain all required information
per section 5.02 of the Agreements.
- - Policies and procedures provide reasonable assurance that the Annual
Servicer's Certificates are delivered to the Trustee in accordance with the
Agreements.
<PAGE>
- - Policies and procedures provide reasonable assurance that the amount of
Investor Charge-Offs are calculated in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that the payments to
Certificateholders are made by the Trustee in accordance with the Agreements.
This report is intended solely for the information and use of the board of
directors and management of the Bank and should not be referred to or
distributed for any purpose to anyone who is not authorized to receive such
information, as specified in the Agreement. However, this report is a matter of
public record, as a result of being included as an exhibit to the annual report
on Form 10-K prepared by the Bank and filed with the Securities and Exchange
Commission on behalf of First USA Credit Card Master Trust Series 1992-1, and
its distribution is not limited.
/s/ Ernst & Young LLP
July 17, 1996
<PAGE>
Report of Independent Accountants
First USA Bank
Three Christina Centre
201 North Walnut Street
Wilmington, Delaware 19801
and
The Bank of New York (Delaware)
c/o The Bank of New York
101 Barclay Street, Floor 12E
New York, New York 10286
First USA Credit Card Master Trust Series 1992-1
------------------------------------------------
We have examined management's assertion that First USA Bank (the Bank), a wholly
owned subsidiary of First USA Financial, Inc., which is a wholly owned
subsidiary of First USA, Inc., complied with the covenants and conditions of
Sections 2.06, 2.07, 3.01(b), 3.04(a) and (b), 3.05, 3.06(a) and (b), and 4.03,
of the Pooling and Servicing Agreement dated as of September 1, 1992 (the
Agreement), and Sections 4.09, 4.12, and 5.02 of the Series 1992-1 Pooling and
Servicing Agreement Supplement dated September 1, 1992, as amended from time to
time (together the Agreements), between First USA Bank and The Bank of New York
(Delaware), as of June 30, 1996, and for the year then ended, included in the
accompanying report by management titled, "Report of Management on Credit Card
Trust Control Structure Policies and Procedures and Pooling and Servicing
Agreement Compliance" (the Report). Management is responsible for the Bank's
compliance with those requirements. Our responsibility is to express an opinion
on management's assertion about the Bank's compliance based on our examination.
Our examination was made in accordance with standards established by the
American Institute of Certified Public Accountants and, accordingly, included
examining, on a test basis, evidence about the Bank's compliance with those
requirements and performing such other procedures as we considered necessary in
the circumstances. We believe that our examination provides a reasonable basis
for our opinion. Our examination does not provide a legal determination of the
Bank's compliance with specified requirements.
As discussed in the Report, management, in providing its assertion on
compliance, assumed the accuracy of the reports prepared by the Bank's third
party credit card processor and did not extend its assessment to the relevant
aspects of the Bank's
<PAGE>
compliance that are the responsibility of the third party credit card processor.
Accordingly, and in accordance with Section 3.06(a) of the Agreement, our
examination did not extend to those aspects of the Bank's compliance that are
the responsibility of the third party credit card processor, and we do not
express an opinion or any other form of assurance on those compliance aspects.
In our opinion, management's assertion that the Bank was in compliance with the
covenants and conditions of the sections in the Agreements referred to above, as
of June 30, 1996, and for the year then ended, is fairly stated, in all material
respects.
This report is intended solely for the information and use of the board of
directors and management of the Bank and should not be referred to or
distributed for any purpose to anyone who is not authorized to receive such
information, as specified in the Agreement. However, this report is a matter of
public record as a result of being included as an exhibit to the annual report
on Form 10-K prepared by the Bank and filed with the Securities and Exchange
Commission on behalf of First USA Credit Card Master Trust Series 1992-1, and
its distribution is not limited.
/s/ Ernst & Young LLP
July 17, 1996
<PAGE>
EXHIBIT 99.02
Report of Independent Accountants
First USA Bank
Three Christina Centre
201 North Walnut Street
Wilmington, Delaware 19801
and
The Bank of New York (Delaware)
c/o The Bank of New York
101 Barclay Street, Floor 12E
New York, New York 10286
First USA Credit Card Master Trust Series 1993-1
------------------------------------------------
We have examined management's assertion that First USA Bank (the Bank), a wholly
owned subsidiary of First USA Financial, Inc. which is a wholly owned subsidiary
of First USA, Inc., maintained control structure policies and procedures over
the functions performed as Servicer of the First USA Credit Card Master Trust
Series 1993-1 (the Trust) that are effective, as of June 30, 1996, in providing
reasonable assurance that Trust assets are safeguarded against loss from
unauthorized use or disposition and that transactions are executed in accordance
with management's authorization in conformity with the Pooling and Servicing
Agreement (the Agreement) dated as of September 1, 1992, and the Series 1993-1
Pooling and Servicing Agreement Supplement dated May 1, 1993, as amended from
time to time (together the Agreements), between the Bank as Transferor and
Servicer, and The Bank of New York (Delaware), as Trustee on behalf of the
Certificateholders of the Trust, and are recorded properly to permit the
preparation of the required financial reports. This assertion is included in the
accompanying report of management titled, "Report of Management on Credit Card
Trust Control Structure Policies and Procedures and Pooling and Servicing
Agreement Compliance" (the Report).
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 control structure policies and procedures over
the functions performed by the Bank as Servicer of the Trust, testing and
evaluating the design and operating effectiveness of the policies and
procedures, and such other procedures as we considered necessary in the
circumstances. We believe that our examination provides a reasonable basis for
our opinion.
<PAGE>
As discussed in the Report, management, in providing its assertion on the
control structure policies and procedures, assumed the accuracy of reports
prepared by the Bank's third party credit card processor and did not extend its
assessment to the control structure policies and procedures of the Bank's third
party credit card processor. Accordingly, and in accordance with Section 3.06(a)
and (b) of the Agreement, our examination did not extend to the control
structure policies and procedures of the Bank's third party credit card
processor, and we do not express an opinion or any other form of assurance on
those control structure policies and procedures.
Because of inherent limitations in any control structure policies and
procedures, errors or irregularities may occur and not be detected. Also,
projections of any evaluation of the control structure policies and procedures
over the functions performed by the Bank as Servicer of the Trust to future
periods are subject to the risk that the policies and procedures 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 the Bank maintained control
structure policies and procedures over the functions performed as Servicer of
the Trust that are effective, as of June 30, 1996, in providing reasonable
assurance that Trust assets are safeguarded against loss from unauthorized use
or disposition and that transactions are executed in accordance with
management's authorization in conformity with the Agreements between the Bank as
Transferor and Servicer and The Bank of New York (Delaware), as Trustee, on
behalf of the Certificateholders of the Trust, and are recorded properly to
permit the preparation of the required financial reports, is fairly stated, in
all material respects, based upon the following criteria specified in the
Report:
- - Policies and procedures provide reasonable assurance that funds collected are
appropriately remitted to the Trustee in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that the addition of
Accounts to the Trust are authorized in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that the removal of
Accounts from the Trust are authorized in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that daily Trust reports
are prepared and contain all required information in accordance with the
Agreements.
- - Policies and procedures provide reasonable assurance that monthly Trust
reports generated in the form of "Exhibits" contain all required information
per section 5.02 of the Agreements.
- - Policies and procedures provide reasonable assurance that the Annual
Servicer's Certificates are delivered to the Trustee in accordance with the
Agreements.
<PAGE>
- - Policies and procedures provide reasonable assurance that the amount of
Investor Charge-Offs are calculated in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that the payments to
Certificateholders are made by the Trustee in accordance with the Agreements.
This report is intended solely for the information and use of the board of
directors and management of the Bank and should not be referred to or
distributed for any purpose to anyone who is not authorized to receive such
information, as specified in the Agreement. However, this report is a matter of
public record, as a result of being included as an exhibit to the annual report
on Form 10-K prepared by the Bank and filed with the Securities and Exchange
Commission on behalf of First USA Credit Card Master Trust Series 1993-1, and
its distribution is not limited.
/s/ Ernst & Young LLP
July 17, 1996
<PAGE>
Report of Independent Accountants
First USA Bank
Three Christina Centre
201 North Walnut Street
Wilmington, Delaware 19801
and
The Bank of New York (Delaware)
c/o The Bank of New York
101 Barclay Street, Floor 12E
New York, New York 10286
First USA Credit Card Master Trust Series 1993-1
------------------------------------------------
We have examined management's assertion that First USA Bank (the Bank), a wholly
owned subsidiary of First USA Financial, Inc., which is a wholly owned
subsidiary of First USA, Inc., complied with the covenants and conditions of
Sections 2.06, 2.07, 3.01(b), 3.04(a) and (b), 3.05, 3.06(a) and (b), and 4.03,
of the Pooling and Servicing Agreement dated as of September 1, 1992 (the
Agreement), and Sections 4.08, 4.11, and 5.02 of the Series 1993-1 Pooling and
Servicing Agreement Supplement dated May 1, 1993, as amended from time to time
(together the Agreements), between First USA Bank and The Bank of New York
(Delaware), as of June 30, 1996, and for the year then ended, included in the
accompanying report by management titled, "Report of Management on Credit Card
Trust Control Structure Policies and Procedures and Pooling and Servicing
Agreement Compliance" (the Report). Management is responsible for the Bank's
compliance with those requirements. Our responsibility is to express an opinion
on management's assertion about the Bank's compliance based on our examination.
Our examination was made in accordance with standards established by the
American Institute of Certified Public Accountants and, accordingly, included
examining, on a test basis, evidence about the Bank's compliance with those
requirements and performing such other procedures as we considered necessary in
the circumstances. We believe that our examination provides a reasonable basis
for our opinion. Our examination does not provide a legal determination of the
Bank's compliance with specified requirements.
As discussed in the Report, management, in providing its assertion on
compliance, assumed the accuracy of the reports prepared by the Bank's third
party credit card processor and did not extend its assessment to the relevant
aspects of the Bank's
<PAGE>
compliance that are the responsibility of the third party credit card processor.
Accordingly, and in accordance with Section 3.06(a) of the Agreement, our
examination did not extend to those aspects of the Bank's compliance that are
the responsibility of the third party credit card processor, and we do not
express an opinion or any other form of assurance on those compliance aspects.
In our opinion, management's assertion that the Bank was in compliance with the
covenants and conditions of the sections in the Agreements referred to above, as
of June 30, 1996, and for the year then ended, is fairly stated, in all material
respects.
This report is intended solely for the information and use of the board of
directors and management of the Bank and should not be referred to or
distributed for any purpose to anyone who is not authorized to receive such
information, as specified in the Agreement. However, this report is a matter of
public record as a result of being included as an exhibit to the annual report
on Form 10-K prepared by the Bank and filed with the Securities and Exchange
Commission on behalf of First USA Credit Card Master Trust Series 1993-1, and
its distribution is not limited.
/s/ Ernst & Young LLP
July 17, 1996
<PAGE>
EXHIBIT 99.03
Report of Independent Accountants
First USA Bank
Three Christina Centre
201 North Walnut Street
Wilmington, Delaware 19801
and
The Bank of New York (Delaware)
c/o The Bank of New York
101 Barclay Street, Floor 12E
New York, New York 10286
First USA Credit Card Master Trust Series 1993-2
------------------------------------------------
We have examined management's assertion that First USA Bank (the Bank), a wholly
owned subsidiary of First USA Financial, Inc. which is a wholly owned subsidiary
of First USA, Inc., maintained control structure policies and procedures over
the functions performed as Servicer of the First USA Credit Card Master Trust
Series 1993-2 (the Trust) that are effective, as of June 30, 1996, in providing
reasonable assurance that Trust assets are safeguarded against loss from
unauthorized use or disposition and that transactions are executed in accordance
with management's authorization in conformity with the Pooling and Servicing
Agreement (the Agreement) dated as of September 1, 1992, and the Series 1993-2
Pooling and Servicing Agreement Supplement dated October 1, 1993, as amended
from time to time (together the Agreements), between the Bank as Transferor and
Servicer, and The Bank of New York (Delaware), as Trustee on behalf of the
Certificateholders of the Trust, and are recorded properly to permit the
preparation of the required financial reports. This assertion is included in the
accompanying report of management titled, "Report of Management on Credit Card
Trust Control Structure Policies and Procedures and Pooling and Servicing
Agreement Compliance" (the Report).
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 control structure policies and procedures over
the functions performed by the Bank as Servicer of the Trust, testing and
evaluating the design and operating effectiveness of the policies and
procedures, and such other procedures as we considered necessary in the
circumstances. We believe that our examination provides a reasonable basis for
our opinion.
<PAGE>
As discussed in the Report, management, in providing its assertion on the
control structure policies and procedures, assumed the accuracy of reports
prepared by the Bank's third party credit card processor and did not extend its
assessment to the control structure policies and procedures of the Bank's third
party credit card processor. Accordingly, and in accordance with Section 3.06(a)
and (b) of the Agreement, our examination did not extend to the control
structure policies and procedures of the Bank's third party credit card
processor, and we do not express an opinion or any other form of assurance on
those control structure policies and procedures.
Because of inherent limitations in any control structure policies and
procedures, errors or irregularities may occur and not be detected. Also,
projections of any evaluation of the control structure policies and procedures
over the functions performed by the Bank as Servicer of the Trust to future
periods are subject to the risk that the policies and procedures 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 the Bank maintained control
structure policies and procedures over the functions performed as Servicer of
the Trust that are effective, as of June 30, 1996, in providing reasonable
assurance that Trust assets are safeguarded against loss from unauthorized use
or disposition and that transactions are executed in accordance with
management's authorization in conformity with the Agreements between the Bank as
Transferor and Servicer and The Bank of New York (Delaware), as Trustee, on
behalf of the Certificateholders of the Trust, and are recorded properly to
permit the preparation of the required financial reports, is fairly stated, in
all material respects, based upon the following criteria specified in the
Report:
- - Policies and procedures provide reasonable assurance that funds collected are
appropriately remitted to the Trustee in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that the addition of
Accounts to the Trust are authorized in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that the removal of
Accounts from the Trust are authorized in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that daily Trust reports
are prepared and contain all required information in accordance with the
Agreements.
- - Policies and procedures provide reasonable assurance that monthly Trust
reports generated in the form of "Exhibits" contain all required information
per section 5.02 of the Agreements.
- - Policies and procedures provide reasonable assurance that the Annual
Servicer's Certificates are delivered to the Trustee in accordance with the
Agreements.
<PAGE>
- - Policies and procedures provide reasonable assurance that the amount of
Investor Charge-Offs are calculated in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that the payments to
Certificateholders are made by the Trustee in accordance with the Agreements.
This report is intended solely for the information and use of the board of
directors and management of the Bank and should not be referred to or
distributed for any purpose to anyone who is not authorized to receive such
information, as specified in the Agreement. However, this report is a matter of
public record, as a result of being included as an exhibit to the annual report
on Form 10-K prepared by the Bank and filed with the Securities and Exchange
Commission on behalf of First USA Bank Credit Card Master Trust Series 1993-2,
and its distribution is not limited.
/s/ Ernst & Young LLP
July 17, 1996
<PAGE>
Report of Independent Accountants
First USA Bank
Three Christina Centre
201 North Walnut Street
Wilmington, Delaware 19801
and
The Bank of New York (Delaware)
c/o The Bank of New York
101 Barclay Street, Floor 12E
New York, New York 10286
First USA Credit Card Master Trust Series 1993-2
------------------------------------------------
We have examined management's assertion that First USA Bank (the Bank), a wholly
owned subsidiary of First USA Financial, Inc., which is a wholly owned
subsidiary of First USA, Inc., complied with the covenants and conditions of
Sections 2.06, 2.07, 3.01(b), 3.04(a) and (b), 3.05, 3.06(a) and (b), and
4.03, of the Pooling and Servicing Agreement dated as of September 1, 1992 (the
Agreement), and Sections 4.8, 4.11, and 5.2 of the Series 1993-2 Pooling and
Servicing Agreement Supplement dated October 1, 1993, as amended from time to
time (together the Agreements), between First USA Bank and The Bank of New York
(Delaware), as of June 30, 1996, and for the year then ended, included in the
accompanying report by management titled, "Report of Management on Credit Card
Trust Control Structure Policies and Procedures and Pooling and Servicing
Agreement Compliance" (the Report). Management is responsible for the Bank's
compliance with those requirements. Our responsibility is to express an opinion
on management's assertion about the Bank's compliance based on our examination.
Our examination was made in accordance with standards established by the
American Institute of Certified Public Accountants and, accordingly, included
examining, on a test basis, evidence about the Bank's compliance with those
requirements and performing such other procedures as we considered necessary in
the circumstances. We believe that our examination provides a reasonable basis
for our opinion. Our examination does not provide a legal determination of the
Bank's compliance with specified requirements.
As discussed in the Report, management, in providing its assertion on
compliance, assumed the accuracy of the reports prepared by the Bank's third
party credit card processor and did not extend its assessment to the relevant
aspects of the Bank's
<PAGE>
compliance that are the responsibility of the third party credit card processor.
Accordingly, and in accordance with Section 3.06(a) of the Agreement, our
examination did not extend to those aspects of the Bank's compliance that are
the responsibility of the third party credit card processor, and we do not
express an opinion or any other form of assurance on those compliance aspects.
In our opinion, management's assertion that the Bank was in compliance with the
covenants and conditions of the sections in the Agreements referred to above, as
of June 30, 1996, and for the year then ended, is fairly stated, in all material
respects.
This report is intended solely for the information and use of the board of
directors and management of the Bank and should not be referred to or
distributed for any purpose to anyone who is not authorized to receive such
information, as specified in the Agreement. However, this report is a matter of
public record as a result of being included as an exhibit to the annual report
on Form 10-K prepared by the Bank and filed with the Securities and Exchange
Commission on behalf of First USA Credit Card Master Trust Series 1993-2, and
its distribution is not limited.
/s/ Ernst & Young LLP
July 17, 1996
<PAGE>
EXHIBIT 99.04
Report of Independent Accountants
First USA Bank
Three Christina Centre
201 North Walnut Street
Wilmington, Delaware 19801
and
The Bank of New York (Delaware)
c/o The Bank of New York
101 Barclay Street, Floor 12E
New York, New York 10286
First USA Credit Card Master Trust Series 1993-3
------------------------------------------------
We have examined management's assertion that First USA Bank (the Bank), a wholly
owned subsidiary of First USA Financial, Inc. which is a wholly owned subsidiary
of First USA, Inc., maintained control structure policies and procedures over
the functions performed as Servicer of the First USA Credit Card Master Trust
Series 1993-3 (the Trust) that are effective, as of June 30, 1996, in providing
reasonable assurance that Trust assets are safeguarded against loss from
unauthorized use or disposition and that transactions are executed in accordance
with management's authorization in conformity with the Pooling and Servicing
Agreement (the Agreement) dated as of September 1, 1992, and the Series 1993-3
Pooling and Servicing Agreement Supplement dated October 1, 1993, as amended
from time to time (together the Agreements), between the Bank as Transferor and
Servicer, and The Bank of New York (Delaware), as Trustee on behalf of the
Certificateholders of the Trust, and are recorded properly to permit the
preparation of the required financial reports. This assertion is included in the
accompanying report of management titled, "Report of Management on Credit Card
Trust Control Structure Policies and Procedures and Pooling and Servicing
Agreement Compliance" (the Report).
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 control structure policies and procedures over
the functions performed by the Bank as Servicer of the Trust, testing and
evaluating the design and operating effectiveness of the policies and
procedures, and such other procedures as we considered necessary in the
circumstances. We believe that our examination provides a reasonable basis for
our opinion.
<PAGE>
As discussed in the Report, management, in providing its assertion on the
control structure policies and procedures, assumed the accuracy of reports
prepared by the Bank's third party credit card processor and did not extend its
assessment to the control structure policies and procedures of the Bank's third
party credit card processor. Accordingly, and in accordance with Section 3.06(a)
and (b) of the Agreement, our examination did not extend to the control
structure policies and procedures of the Bank's third party credit card
processor, and we do not express an opinion or any other form of assurance on
those control structure policies and procedures.
Because of inherent limitations in any control structure policies and
procedures, errors or irregularities may occur and not be detected. Also,
projections of any evaluation of the control structure policies and procedures
over the functions performed by the Bank as Servicer of the Trust to future
periods are subject to the risk that the policies and procedures 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 the Bank maintained control
structure policies and procedures over the functions performed as Servicer of
the Trust that are effective, as of June 30, 1996, in providing reasonable
assurance that Trust assets are safeguarded against loss from unauthorized use
or disposition and that transactions are executed in accordance with
management's authorization in conformity with the Agreements between the Bank as
Transferor and Servicer and The Bank of New York (Delaware), as Trustee, on
behalf of the Certificateholders of the Trust, and are recorded properly to
permit the preparation of the required financial reports, is fairly stated, in
all material respects, based upon the following criteria specified in the
Report:
- - Policies and procedures provide reasonable assurance that funds collected are
appropriately remitted to the Trustee in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that the addition of
Accounts to the Trust are authorized in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that the removal of
Accounts from the Trust are authorized in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that daily Trust reports
are prepared and contain all required information in accordance with the
Agreements.
- - Policies and procedures provide reasonable assurance that monthly Trust
reports generated in the form of "Exhibits" contain all required information
per section 5.02 of the Agreements.
- - Policies and procedures provide reasonable assurance that the Annual
Servicer's Certificates are delivered to the Trustee in accordance with the
Agreements.
<PAGE>
- - Policies and procedures provide reasonable assurance that the amount of
Investor Charge-Offs are calculated in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that the payments to
Certificateholders are made by the Trustee in accordance with the Agreements.
This report is intended solely for the information and use of the board of
directors and management of the Bank and should not be referred to or
distributed for any purpose to anyone who is not authorized to receive such
information, as specified in the Agreement. However, this report is a matter of
public record, as a result of being included as an exhibit to the annual report
on Form 10-K prepared by the Bank and filed with the Securities and Exchange
Commission on behalf of First USA Bank Credit Card Master Trust Series 1993-3,
and its distribution is not limited.
/s/ Ernst & Young LLP
July 17, 1996
<PAGE>
Report of Independent Accountants
First USA Bank
Three Christina Centre
201 North Walnut Street
Wilmington, Delaware 19801
and
The Bank of New York (Delaware)
c/o The Bank of New York
101 Barclay Street, Floor 12E
New York, New York 10286
First USA Credit Card Master Trust Series 1993-3
------------------------------------------------
We have examined management's assertion that First USA Bank (the Bank), a wholly
owned subsidiary of First USA Financial, Inc., which is a wholly owned
subsidiary of First USA, Inc., complied with the covenants and conditions of
Sections 2.06, 2.07, 3.01(b), 3.04(a) and (b), 3.05, 3.06(a) and (b), and 4.03,
of the Pooling and Servicing Agreement dated as of September 1, 1992 (the
Agreement), and Sections 4.8, 4.11, and 5.2 of the Series 1993-3 Pooling and
Servicing Agreement Supplement dated October 1, 1993, as amended from time to
time (together the Agreements), between First USA Bank and The Bank of New York
(Delaware), as of June 30, 1996, and for the year then ended, included in the
accompanying report by management titled, "Report of Management on Credit Card
Trust Control Structure Policies and Procedures and Pooling and Servicing
Agreement Compliance" (the Report). Management is responsible for the Bank's
compliance with those requirements. Our responsibility is to express an opinion
on management's assertion about the Bank's compliance based on our examination.
Our examination was made in accordance with standards established by the
American Institute of Certified Public Accountants and, accordingly, included
examining, on a test basis, evidence about the Bank's compliance with those
requirements and performing such other procedures as we considered necessary in
the circumstances. We believe that our examination provides a reasonable basis
for our opinion. Our examination does not provide a legal determination of the
Bank's compliance with specified requirements.
As discussed in the Report, management, in providing its assertion on
compliance, assumed the accuracy of the reports prepared by the Bank's third
party credit card processor and did not extend its assessment to the relevant
aspects of the Bank's
<PAGE>
compliance that are the responsibility of the third party credit card processor.
Accordingly, and in accordance with Section 3.06(a) of the Agreement, our
examination did not extend to those aspects of the Bank's compliance that are
the responsibility of the third party credit card processor, and we do not
express an opinion or any other form of assurance on those compliance aspects.
In our opinion, management's assertion that the Bank was in compliance with the
covenants and conditions of the sections in the Agreements referred to above, as
of June 30, 1996, and for the year then ended, is fairly stated, in all material
respects.
This report is intended solely for the information and use of the board of
directors and management of the Bank and should not be referred to or
distributed for any purpose to anyone who is not authorized to receive such
information, as specified in the Agreement. However, this report is a matter of
public record as a result of being included as an exhibit to the annual report
on Form 10-K prepared by the Bank and filed with the Securities and Exchange
Commission on behalf of First USA Credit Card Master Trust Series 1993-3, and
its distribution is not limited.
/s/ Ernst & Young LLP
July 17, 1996
<PAGE>
EXHIBIT 99.05
Report of Independent Accountants
First USA Bank
Three Christina Centre
201 North Walnut Street
Wilmington, Delaware 19801
and
The Bank of New York (Delaware)
c/o The Bank of New York
101 Barclay Street, Floor 12E
New York, New York 10286
First USA Credit Card Master Trust Series 1994-3
------------------------------------------------
We have examined management's assertion that First USA Bank (the Bank), a wholly
owned subsidiary of First USA Financial, Inc. which is a wholly owned subsidiary
of First USA, Inc., maintained control structure policies and procedures over
the functions performed as Servicer of the First USA Credit Card Master Trust
Series 1994-3 (the Trust) that are effective, as of June 30, 1996, in providing
reasonable assurance that Trust assets are safeguarded against loss from
unauthorized use or disposition and that transactions are executed in accordance
with management's authorization in conformity with the Pooling and Servicing
Agreement (the Agreement) dated as of September 1, 1992, and the Series 1994-3
Pooling and Servicing Agreement Supplement dated June 1, 1994, as amended from
time to time (together the Agreements), between the Bank as Transferor and
Servicer, and The Bank of New York (Delaware), as Trustee on behalf of the
Certificateholders of the Trust, and are recorded properly to permit the
preparation of the required financial reports. This assertion is included in the
accompanying report of management titled, "Report of Management on Credit Card
Trust Control Structure Policies and Procedures and Pooling and Servicing
Agreement Compliance" (the Report).
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 control structure policies and procedures over
the functions performed by the Bank as Servicer of the Trust, testing and
evaluating the design and operating effectiveness of the policies and
procedures, and such other procedures as we considered necessary in the
circumstances. We believe that our examination provides a reasonable basis for
our opinion.
<PAGE>
As discussed in the Report, management, in providing its assertion on the
control structure policies and procedures, assumed the accuracy of reports
prepared by the Bank's third party credit card processor, and did not extend its
assessment to the control structure policies and procedures of the Bank's third
party credit card processor. Accordingly, and in accordance with Section 3.06(a)
and (b) of the Agreement, our examination did not extend to the control
structure policies and procedures of the Bank's third party credit card
processor and we do not express an opinion or any other form of assurance on
those control structure policies and procedures.
Because of inherent limitations in any control structure policies and
procedures, errors or irregularities may occur and not be detected. Also,
projections of any evaluation of the control structure policies and procedures
over the functions performed by the Bank as Servicer of the Trust to future
periods are subject to the risk that the policies and procedures 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 the Bank maintained control
structure policies and procedures over the functions performed as Servicer of
the Trust that are effective, as of June 30, 1996, in providing reasonable
assurance that Trust assets are safeguarded against loss from unauthorized use
or disposition and that transactions are executed in accordance with
management's authorization in conformity with the Agreements between the Bank as
Transferor and Servicer and The Bank of New York (Delaware), as Trustee, on
behalf of the Certificateholders of the Trust and are recorded properly to
permit the preparation of the required financial reports, is fairly stated, in
all material respects, based upon the following criteria specified in the
Report:
- - Policies and procedures provide reasonable assurance that funds collected are
appropriately remitted to the Trustee in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that the addition of
Accounts to the Trust are authorized in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that the removal of
Accounts from the Trust are authorized in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that Trust assets
amortizing out of the Trust are calculated in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that daily Trust reports
are prepared and contain all required information in accordance with the
Agreements.
- - Policies and procedures provide reasonable assurance that monthly Trust
reports generated in the form of "Exhibits" contain all required information
per section 5.02 of the Agreements.
<PAGE>
- - Policies and procedures provide reasonable assurance that the Annual
Servicer's Certificates are delivered to the Trustee in accordance with the
Agreements.
- - Policies and procedures provide reasonable assurance that the amount of
Investor Charge-Offs are calculated in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that the payments to
Certificateholders are made by the Trustee in accordance with the Agreements.
This report is intended solely for the information and use of the board of
directors and management of the Bank and should not be referred to or
distributed for any purpose to anyone who is not authorized to receive such
information, as specified in the Agreement. However, this report is a matter of
public record, as a result of being included as an exhibit to the annual report
on Form 10-K prepared by the Bank and filed with the Securities and Exchange
Commission on behalf of First USA Credit Card Master Trust Series 1994-3, and
its distribution is not limited.
/s/ Ernst & Young LLP
July 17, 1996
<PAGE>
Report of Independent Accountants
First USA Bank
Three Christina Centre
201 North Walnut Street
Wilmington, Delaware 19801
and
The Bank of New York (Delaware)
c/o The Bank of New York
101 Barclay Street, Floor 12E
New York, New York 10286
First USA Credit Card Master Trust Series 1994-3
------------------------------------------------
We have examined management's assertion that First USA Bank (the Bank), a wholly
owned subsidiary of First USA Financial, Inc., which is a wholly owned
subsidiary of First USA, Inc., complied with the covenants and conditions of
Sections 2.06, 2.07, 3.01(b), 3.04(a) and (b), 3.05, 3.06(a) and (b), and 4.03,
of the Pooling and Servicing Agreement dated as of September 1, 1992 (the
Agreement), and Sections 4.09, 4.12, and 5.02 of the Series 1994-3 Pooling and
Servicing Agreement Supplement dated June 1, 1994, as amended from time to time
(together the Agreements), between First USA Bank and The Bank of New York
(Delaware), as of June 30, 1996, and for the year then ended, included in the
accompanying report by management titled, "Report of Management on Credit Card
Trust Control Structure Policies and Procedures and Pooling and Servicing
Agreement Compliance" (the Report). Management is responsible for the Bank's
compliance with those requirements. Our responsibility is to express an opinion
on management's assertion about the Bank's compliance based on our examination.
Our examination was made in accordance with standards established by the
American Institute of Certified Public Accountants and, accordingly, included
examining, on a test basis, evidence about the Bank's compliance with those
requirements and performing such other procedures as we considered necessary in
the circumstances. We believe that our examination provides a reasonable basis
for our opinion. Our examination does not provide a legal determination of the
Bank's compliance with specified requirements.
As discussed in the Report, management, in providing its assertion on
compliance, assumed the accuracy of the reports prepared by the Bank's third
party credit card processor and did not extend its assessment to the relevant
aspects of the Bank's
<PAGE>
compliance that are the responsibility of the third party credit card processor.
Accordingly, and in accordance with Section 3.06(a) of the Agreement, our
examination did not extend to those aspects of the Bank's compliance that are
the responsibility of the third party credit card processor, and we do not
express an opinion or any other form of assurance on those compliance aspects.
In our opinion, management's assertion that the Bank was in compliance with the
covenants and conditions of the sections in the Agreements referred to above, as
of June 30, 1996, and for the year then ended, is fairly stated, in all material
respects.
This report is intended solely for the information and use of the board of
directors and management of the Bank and should not be referred to or
distributed for any purpose to anyone who is not authorized to receive such
information as specified in the Agreement. However, this report is a matter of
public record as a result of being included as an exhibit to the annual report
on Form 10-K prepared by the Bank and filed with the Securities and Exchange
Commission on behalf of First USA Credit Card Master Trust Series 1994-3, and
its distribution is not limited.
/s/ Ernst & Young LLP
July 17, 1996
<PAGE>
EXHIBIT 99.06
Report of Independent Accountants
First USA Bank
Three Christina Centre
201 North Walnut Street
Wilmington, Delaware 19801
and
The Bank of New York (Delaware)
c/o The Bank of New York
101 Barclay Street, Floor 12E
New York, New York 10286
First USA Credit Card Master Trust Series 1994-4
------------------------------------------------
We have examined management's assertion that First USA Bank (the Bank), a wholly
owned subsidiary of First USA Financial, Inc. which is a wholly owned subsidiary
of First USA, Inc., maintained control structure policies and procedures over
the functions performed as Servicer of the First USA Credit Card Master Trust
Series 1994-4 (the Trust) that are effective, as of June 30, 1996, in providing
reasonable assurance that Trust assets are safeguarded against loss from
unauthorized use or disposition and that transactions are executed in accordance
with management's authorization in conformity with the Pooling and Servicing
Agreement (the Agreement) dated as of September 1, 1992, and the Series 1994-4
Pooling and Servicing Agreement Supplement dated June 1, 1994, as amended from
time to time (together the Agreements), between the Bank as Transferor and
Servicer, and The Bank of New York (Delaware), as Trustee on behalf of the
Certificateholders of the Trust, and are recorded properly to permit the
preparation of the required financial reports. This assertion is included in the
accompanying report of management titled, "Report of Management on Credit Card
Trust Control Structure Policies and Procedures and Pooling and Servicing
Agreement Compliance" (the Report).
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 control structure policies and procedures over
the functions performed by the Bank as Servicer of the Trust, testing and
evaluating the design and operating effectiveness of the policies and
procedures, and such other procedures as we considered necessary in the
circumstances. We believe that our examination provides a reasonable basis for
our opinion.
<PAGE>
As discussed in the Report, management, in providing its assertion on the
control structure policies and procedures, assumed the accuracy of reports
prepared by the Bank's third party credit card processor and did not extend its
assessment to the control structure policies and procedures of the Bank's third
party credit card processor. Accordingly, and in accordance with Section 3.06(a)
and (b) of the Agreement, our examination did not extend to the control
structure policies and procedures of the Bank's third party credit card
processor, and we do not express an opinion or any other form of assurance on
those control structure policies and procedures.
Because of inherent limitations in any control structure policies and
procedures, errors or irregularities may occur and not be detected. Also,
projections of any evaluation of the control structure policies and procedures
over the functions performed by the Bank as Servicer of the Trust to future
periods are subject to the risk that the policies and procedures 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 the Bank maintained control
structure policies and procedures over the functions performed as Servicer of
the Trust that are effective, as of June 30, 1996, in providing reasonable
assurance that Trust assets are safeguarded against loss from unauthorized use
or disposition and that transactions are executed in accordance with
management's authorization in conformity with the Agreements between the Bank as
Transferor and Servicer and The Bank of New York (Delaware), as Trustee, on
behalf of the Certificateholders of the Trust, and are recorded properly to
permit the preparation of the required financial reports, is fairly stated, in
all material respects, based upon the following criteria specified in the
Report:
- - Policies and procedures provide reasonable assurance that funds collected are
appropriately remitted to the Trustee in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that the addition of
Accounts to the Trust are authorized in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that the removal of
Accounts from the Trust are authorized in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that Trust assets
amortizing out of the Trust are calculated in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that daily Trust reports
are prepared and contain all required information in accordance with the
Agreements.
- - Policies and procedures provide reasonable assurance that monthly Trust
reports generated in the form of "Exhibits" contain all required information
per section 5.02 of the Agreements.
<PAGE>
- - Policies and procedures provide reasonable assurance that the Annual
Servicer's Certificates are delivered to the Trustee in accordance with the
Agreements.
- - Policies and procedures provide reasonable assurance that the amount of
Investor Charge-Offs are calculated in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that the payments to
Certificateholders are made by the Trustee in accordance with the Agreements.
This report is intended solely for the information and use of the board of
directors and management of the Bank and should not be referred to or
distributed for any purpose to anyone who is not authorized to receive such
information, as specified in the Agreement. However, this report is a matter of
public record, as a result of being included as an exhibit to the annual report
on Form 10-K prepared by the Bank and filed with the Securities and Exchange
Commission on behalf of First USA Credit Card Master Trust Series 1994-4, and
its distribution is not limited.
/s/ Ernst & Young LLP
July 17, 1996
<PAGE>
Report of Independent Accountants
First USA Bank
Three Christina Centre
201 North Walnut Street
Wilmington, Delaware 19801
and
The Bank of New York (Delaware)
c/o The Bank of New York
101 Barclay Street, Floor 12E
New York, New York 10286
First USA Credit Card Master Trust Series 1994-4
------------------------------------------------
We have examined management's assertion that First USA Bank (the Bank), a wholly
owned subsidiary of First USA Financial, Inc., which is a wholly owned
subsidiary of First USA, Inc., complied with the covenants and conditions of
Sections 2.06, 2.07, 3.01(b), 3.04(a) and (b), 3.05, 3.06(a) and (b), and 4.03,
of the Pooling and Servicing Agreement dated as of September 1, 1992 (the
Agreement), and Sections 4.09, 4.12, and 5.02 of the Series 1994-4 Pooling and
Servicing Agreement Supplement dated June 1, 1994, as amended from time to time
(together the Agreements), between First USA Bank and The Bank of New York
(Delaware), as of June 30, 1996, and for the year then ended, included in the
accompanying report by management titled, "Report of Management on Credit Card
Trust Control Structure Policies and Procedures and Pooling and Servicing
Agreement Compliance" (the Report). Management is responsible for the Bank's
compliance with those requirements. Our responsibility is to express an opinion
on management's assertion about the Bank's compliance based on our examination.
Our examination was made in accordance with standards established by the
American Institute of Certified Public Accountants and, accordingly, included
examining, on a test basis, evidence about the Bank's compliance with those
requirements and performing such other procedures as we considered necessary in
the circumstances. We believe that our examination provides a reasonable basis
for our opinion. Our examination does not provide a legal determination of the
Bank's compliance with specified requirements.
As discussed in the Report, management, in providing its assertion on
compliance, assumed the accuracy of the reports prepared by the Bank's third
party credit card processor and did not extend its assessment to the relevant
aspects of the Bank's
<PAGE>
compliance that are the responsibility of the third party credit card processor.
Accordingly, and in accordance with Section 3.06(a) of the Agreement, our
examination did not extend to those aspects of the Bank's compliance that are
the responsibility of the third party credit card processor, and we do not
express an opinion or any other form of assurance on those compliance aspects.
In our opinion, management's assertion that the Bank was in compliance with the
covenants and conditions of the sections in the Agreements referred to above, as
of June 30, 1996, and for the year then ended, is fairly stated, in all material
respects.
This report is intended solely for the information and use of the board of
directors and management of the Bank and should not be referred to or
distributed for any purpose to anyone who is not authorized to receive such
information as specified in the Agreement. However, this report is a matter of
public record as a result of being included as an exhibit to the annual report
on Form 10-K prepared by the Bank and filed with the Securities and Exchange
Commission on behalf of First USA Credit Card Master Trust Series 1994-4, and
its distribution is not limited.
/s/ Ernst & Young LLP
July 17, 1996
<PAGE>
EXHIBIT 99.07
Report of Independent Accountants
First USA Bank
Three Christina Centre
201 North Walnut Street
Wilmington, Delaware 19801
and
The Bank of New York (Delaware)
c/o The Bank of New York
101 Barclay Street, Floor 12E
New York, New York 10286
First USA Credit Card Master Trust Series 1994-5
------------------------------------------------
We have examined management's assertion that First USA Bank (the Bank), a wholly
owned subsidiary of First USA Financial, Inc. which is a wholly owned subsidiary
of First USA, Inc., maintained control structure policies and procedures over
the functions performed as Servicer of the First USA Credit Card Master Trust
Series 1994-5 (the Trust) that are effective, as of June 30, 1996, in providing
reasonable assurance that Trust assets are safeguarded against loss from
unauthorized use or disposition and that transactions are executed in accordance
with management's authorization in conformity with the Pooling and Servicing
Agreement (the Agreement) dated as of September 1, 1992, and the Series 1994-5
Pooling and Servicing Agreement Supplement dated July 30, 1994, as amended from
time to time (together the Agreements), between the Bank as Transferor and
Servicer, and The Bank of New York (Delaware), as Trustee on behalf of the
Certificateholders of the Trust, and are recorded properly to permit the
preparation of the required financial reports. This assertion is included in the
accompanying report of management titled, "Report of Management on Credit Card
Trust Control Structure Policies and Procedures and Pooling and Servicing
Agreement Compliance" (the Report).
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 control structure policies and procedures over
the functions performed by the Bank as Servicer of the Trust, testing and
evaluating the design and operating effectiveness of the policies and
procedures, and such other procedures as we considered necessary in the
circumstances. We believe that our examination provides a reasonable basis for
our opinion.
<PAGE>
As discussed in the Report, management, in providing its assertion on the
control structure policies and procedures, assumed the accuracy of reports
prepared by the Bank's third party credit card processor and did not extend its
assessment to the control structure policies and procedures of the Bank's third
party credit card processor. Accordingly, and in accordance with Section 3.06(a)
and (b) of the Agreement, our examination did not extend to the control
structure policies and procedures of the Bank's third party credit card
processor, and we do not express an opinion or any other form of assurance on
those control structure policies and procedures.
Because of inherent limitations in any control structure policies and
procedures, errors or irregularities may occur and not be detected. Also,
projections of any evaluation of the control structure policies and procedures
over the functions performed by the Bank as Servicer of the Trust to future
periods are subject to the risk that the policies and procedures 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 the Bank maintained control
structure policies and procedures over the functions performed as Servicer of
the Trust that are effective, as of June 30, 1996, in providing reasonable
assurance that Trust assets are safeguarded against loss from unauthorized use
or disposition and that transactions are executed in accordance with
management's authorization in conformity with the Agreements between the Bank as
Transferor and Servicer and The Bank of New York (Delaware), as Trustee, on
behalf of the Certificateholders of the Trust, and are recorded properly to
permit the preparation of the required financial reports, is fairly stated, in
all material respects, based upon the following criteria specified in the
Report:
- - Policies and procedures provide reasonable assurance that funds collected are
appropriately remitted to the Trustee in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that the addition of
Accounts to the Trust are authorized in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that the removal of
Accounts from the Trust are authorized in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that Trust assets
amortizing out of the Trust are calculated in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that daily Trust reports
are prepared and contain all required information in accordance with the
Agreements.
- - Policies and procedures provide reasonable assurance that monthly Trust
reports generated in the form of "Exhibits" contain all required information
per section 5.02 of the Agreements.
<PAGE>
- - Policies and procedures provide reasonable assurance that the Annual
Servicer's Certificates are delivered to the Trustee in accordance with the
Agreements.
- - Policies and procedures provide reasonable assurance that the amount of
Investor Charge-Offs are calculated in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that the payments to
Certificateholders are made by the Trustee in accordance with the Agreements.
This report is intended solely for the information and use of the board of
directors and management of the Bank and should not be referred to or
distributed for any purpose to anyone who is not authorized to receive such
information, as specified in the Agreement. However, this report is a matter of
public record, as a result of being included as an exhibit to the annual report
on Form 10-K prepared by the Bank and filed with the Securities and Exchange
Commission on behalf of First USA Credit Card Master Trust Series 1994-5, and
its distribution is not limited.
/s/ Ernst & Young LLP
July 17, 1996
<PAGE>
Report of Independent Accountants
First USA Bank
Three Christina Centre
201 North Walnut Street
Wilmington, Delaware 19801
and
The Bank of New York (Delaware)
c/o The Bank of New York
101 Barclay Street, Floor 12E
New York, New York 10286
First USA Credit Card Master Trust Series 1994-5
------------------------------------------------
We have examined management's assertion that First USA Bank (the Bank), a wholly
owned subsidiary of First USA Financial, Inc., which is a wholly owned
subsidiary of First USA, Inc., complied with the covenants and conditions of
Sections 2.06, 2.07, 3.01(b), 3.04(a) and (b), 3.05, 3.06(a) and (b), and 4.03,
of the Pooling and Servicing Agreement dated as of September 1, 1992 (the
Agreement), and Sections 4.09, 4.12, and 5.02 of the Series 1994-5 Pooling and
Servicing Agreement Supplement dated July 30, 1994, as amended from time to time
(together the Agreements), between First USA Bank and The Bank of New York
(Delaware), as of June 30, 1996, and for the year then ended, included in the
accompanying report by management titled, "Report of Management on Credit Card
Trust Control Structure Policies and Procedures and Pooling and Servicing
Agreement Compliance" (the Report). Management is responsible for the Bank's
compliance with those requirements. Our responsibility is to express an opinion
on management's assertion about the Bank's compliance based on our examination.
Our examination was made in accordance with standards established by the
American Institute of Certified Public Accountants and, accordingly, included
examining, on a test basis, evidence about the Bank's compliance with those
requirements and performing such other procedures as we considered necessary in
the circumstances. We believe that our examination provides a reasonable basis
for our opinion. Our examination does not provide a legal determination of the
Bank's compliance with specified requirements.
As discussed in the Report, management, in providing its assertion on
compliance, assumed the accuracy of the reports prepared by the Bank's third
party credit card processor and did not extend its assessment to the relevant
aspects of the Bank's
<PAGE>
compliance that are the responsibility of the third party credit card processor.
Accordingly, and in accordance with Section 3.06(a) of the Agreement, our
examination did not extend to those aspects of the Bank's compliance that are
the responsibility of the third party credit card processor, and we do not
express an opinion or any other form of assurance on those compliance aspects.
In our opinion, management's assertion that the Bank was in compliance with the
covenants and conditions of the sections in the Agreements referred to above, as
of June 30, 1996, and for the year then ended, is fairly stated, in all material
respects.
This report is intended solely for the information and use of the board of
directors and management of the Bank and should not be referred to or
distributed for any purpose to anyone who is not authorized to receive such
information as specified in the Agreement. However, this report is a matter of
public record as a result of being included as an exhibit to the annual report
on Form 10-K prepared by the Bank and filed with the Securities and Exchange
Commission on behalf of First USA Credit Card Master Trust Series 1994-5, and
its distribution is not limited.
/s/ Ernst & Young LLP
July 17, 1996
<PAGE>
EXHIBIT 99.08
Report of Independent Accountants
First USA Bank
Three Christina Centre
201 North Walnut Street
Wilmington, Delaware 19801
and
The Bank of New York (Delaware)
c/o The Bank of New York
101 Barclay Street, Floor 12E
New York, New York 10286
First USA Credit Card Master Trust Series 1994-6
------------------------------------------------
We have examined management's assertion that First USA Bank (the Bank), a wholly
owned subsidiary of First USA Financial, Inc. which is a wholly owned subsidiary
of First USA, Inc., maintained control structure policies and procedures over
the functions performed as Servicer of the First USA Credit Card Master Trust
Series 1994-6 (the Trust) that are effective, as of June 30, 1996, in providing
reasonable assurance that Trust assets are safeguarded against loss from
unauthorized use or disposition and that transactions are executed in accordance
with management's authorization in conformity with the Pooling and Servicing
Agreement (the Agreement) dated as of September 1, 1992, and the Series 1994-6
Pooling and Servicing Agreement Supplement dated July 30, 1994, as amended from
time to time (together the Agreements), between the Bank as Transferor and
Servicer, and The Bank of New York (Delaware), as Trustee on behalf of the
Certificateholders of the Trust, and are recorded properly to permit the
preparation of the required financial reports. This assertion is included in the
accompanying report of management titled, "Report of Management on Credit Card
Trust Control Structure Policies and Procedures and Pooling and Servicing
Agreement Compliance" (the Report).
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 control structure policies and procedures over
the functions performed by the Bank as Servicer of the Trust, testing and
evaluating the design and operating effectiveness of the policies and
procedures, and such other procedures as we considered necessary in the
circumstances. We believe that our examination provides a reasonable basis for
our opinion.
<PAGE>
As discussed in the Report, management, in providing its assertion on the
control structure policies and procedures, assumed the accuracy of reports
prepared by the Bank's third party credit card processor and did not extend its
assessment to the control structure policies and procedures of the Bank's third
party credit card processor. Accordingly, and in accordance with Section 3.06(a)
and (b) of the Agreement, our examination did not extend to the control
structure policies and procedures of the Bank's third party credit card
processor, and we do not express an opinion or any other form of assurance on
those control structure policies and procedures.
Because of inherent limitations in any control structure policies and
procedures, errors or irregularities may occur and not be detected. Also,
projections of any evaluation of the control structure policies and procedures
over the functions performed by the Bank as Servicer of the Trust to future
periods are subject to the risk that the policies and procedures 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 the Bank maintained control
structure policies and procedures over the functions performed as Servicer of
the Trust that are effective, as of June 30, 1996, in providing reasonable
assurance that Trust assets are safeguarded against loss from unauthorized use
or disposition and that transactions are executed in accordance with
management's authorization in conformity with the Agreements between the Bank as
Transferor and Servicer and The Bank of New York (Delaware), as Trustee, on
behalf of the Certificateholders of the Trust, and are recorded properly to
permit the preparation of the required financial reports, is fairly stated, in
all material respects, based upon the following criteria specified in the
Report:
- - Policies and procedures provide reasonable assurance that funds collected are
appropriately remitted to the Trustee in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that the addition of
Accounts to the Trust are authorized in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that the removal of
Accounts from the Trust are authorized in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that Trust assets
amortizing out of the Trust are calculated in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that daily Trust reports
are prepared and contain all required information in accordance with the
Agreements.
- - Policies and procedures provide reasonable assurance that monthly Trust
reports generated in the form of "Exhibits" contain all required information
per section 5.02 of the Agreements.
<PAGE>
- - Policies and procedures provide reasonable assurance that the Annual
Servicer's Certificates are delivered to the Trustee in accordance with the
Agreements.
- - Policies and procedures provide reasonable assurance that the amount of
Investor Charge-Offs are calculated in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that the payments to
Certificateholders are made by the Trustee in accordance with the Agreements.
This report is intended solely for the information and use of the board of
directors and management of the Bank and should not be referred to or
distributed for any purpose to anyone who is not authorized to receive such
information, as specified in the Agreement. However, this report is a matter of
public record, as a result of being included as an exhibit to the annual report
on Form 10-K prepared by the Bank and filed with the Securities and Exchange
Commission on behalf of First USA Credit Card Master Trust Series 1994-6, and
its distribution is not limited.
/s/ Ernst & Young LLP
July 17, 1996
<PAGE>
Report of Independent Accountants
First USA Bank
Three Christina Centre
201 North Walnut Street
Wilmington, Delaware 19801
and
The Bank of New York (Delaware)
c/o The Bank of New York
101 Barclay Street, Floor 12E
New York, New York 10286
First USA Credit Card Master Trust Series 1994-6
------------------------------------------------
We have examined management's assertion that First USA Bank (the Bank), a wholly
owned subsidiary of First USA Financial, Inc., which is a wholly owned
subsidiary of First USA, Inc., complied with the covenants and conditions of
Sections 2.06, 2.07, 3.01(b), 3.04(a) and (b), 3.05, 3.06(a) and (b), and 4.03,
of the Pooling and Servicing Agreement dated as of September 1, 1992 (the
Agreement), and Sections 4.09, 4.12, and 5.02 of the Series 1994-6 Pooling and
Servicing Agreement Supplement dated July 30, 1994, as amended from time to time
(together the Agreements), between First USA Bank and The Bank of New York
(Delaware), as of June 30, 1996, and for the year then ended, included in the
accompanying report by management titled, "Report of Management on Credit Card
Trust Control Structure Policies and Procedures and Pooling and Servicing
Agreement Compliance" (the Report). Management is responsible for the Bank's
compliance with those requirements. Our responsibility is to express an opinion
on management's assertion about the Bank's compliance based on our examination.
Our examination was made in accordance with standards established by the
American Institute of Certified Public Accountants and, accordingly, included
examining, on a test basis, evidence about the Bank's compliance with those
requirements and performing such other procedures as we considered necessary in
the circumstances. We believe that our examination provides a reasonable basis
for our opinion. Our examination does not provide a legal determination of the
Bank's compliance with specified requirements.
As discussed in the Report, management, in providing its assertion on
compliance, assumed the accuracy of the reports prepared by the Bank's third
party credit card processor and did not extend its assessment to the relevant
aspects of the Bank's
<PAGE>
compliance that are the responsibility of the third party credit card processor.
Accordingly, and in accordance with Section 3.06(a) of the Agreement, our
examination did not extend to those aspects of the Bank's compliance that are
the responsibility of the third party credit card processor, and we do not
express an opinion or any other form of assurance on those compliance aspects.
In our opinion, management's assertion that the Bank was in compliance with the
covenants and conditions of the sections in the Agreements referred to above, as
of June 30, 1996, and for the year then ended, is fairly stated, in all material
respects.
This report is intended solely for the information and use of the board of
directors and management of the Bank and should not be referred to or
distributed for any purpose to anyone who is not authorized to receive such
information as specified in the Agreement. However, this report is a matter of
public record as a result of being included as an exhibit to the annual report
on Form 10-K prepared by the Bank and filed with the Securities and Exchange
Commission on behalf of First USA Credit Card Master Trust Series 1994-6, and
its distribution is not limited.
/s/ Ernst & Young LLP
July 17, 1996
<PAGE>
EXHIBIT 99.09
Report of Independent Accountants
First USA Bank
Three Christina Centre
201 North Walnut Street
Wilmington, Delaware 19801
and
The Bank of New York (Delaware)
c/o The Bank of New York
101 Barclay Street, Floor 12E
New York, New York 10286
First USA Credit Card Master Trust Series 1994-7
------------------------------------------------
We have examined management's assertion that First USA Bank (the Bank), a wholly
owned subsidiary of First USA Financial, Inc. which is a wholly owned subsidiary
of First USA, Inc., maintained control structure policies and procedures over
the functions performed as Servicer of the First USA Credit Card Master Trust
Series 1994-7 (the Trust) that are effective, as of June 30, 1996, in providing
reasonable assurance that Trust assets are safeguarded against loss from
unauthorized use or disposition and that transactions are executed in accordance
with management's authorization in conformity with the Pooling and Servicing
Agreement (the Agreement) dated as of September 1, 1992, and the Series 1994-7
Pooling and Servicing Agreement Supplement dated November 8, 1994 (together the
Agreements), between the Bank as Transferor and Servicer, and The Bank of New
York (Delaware), as Trustee on behalf of the Certificateholders of the Trust,
and are recorded properly to permit the preparation of the required financial
reports. This assertion is included in the accompanying report of management
titled, "Report of Management on Credit Card Trust Control Structure Policies
and Procedures and Pooling and Servicing Agreement Compliance" (the Report).
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 control structure policies and procedures over
the functions performed by the Bank as Servicer of the Trust, testing and
evaluating the design and operating effectiveness of the policies and
procedures, and such other procedures as we considered necessary in the
circumstances. We believe that our examination provides a reasonable basis for
our opinion.
<PAGE>
As discussed in the Report, management, in providing its assertion on the
control structure policies and procedures, assumed the accuracy of reports
prepared by the Bank's third party credit card processor and did not extend its
assessment to the control structure policies and procedures of the Bank's third
party credit card processor. Accordingly, and in accordance with Section 3.06(a)
and (b) of the Agreement, our examination did not extend to the control
structure policies and procedures of the Bank's third party credit card
processor, and we do not express an opinion or any other form of assurance on
those control structure policies and procedures.
Because of inherent limitations in any control structure policies and
procedures, errors or irregularities may occur and not be detected. Also,
projections of any evaluation of the control structure policies and procedures
over the functions performed by the Bank as Servicer of the Trust to future
periods are subject to the risk that the policies and procedures 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 the Bank maintained control
structure policies and procedures over the functions performed as Servicer of
the Trust that are effective, as of June 30, 1996, in providing reasonable
assurance that Trust assets are safeguarded against loss from unauthorized use
or disposition and that transactions are executed in accordance with
management's authorization in conformity with the Agreements between the Bank as
Transferor and Servicer and The Bank of New York (Delaware), as Trustee, on
behalf of the Certificateholders of the Trust, and are recorded properly to
permit the preparation of the required financial reports, is fairly stated, in
all material respects, based upon the following criteria specified in the
Report:
- - Policies and procedures provide reasonable assurance that funds collected are
appropriately remitted to the Trustee in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that the addition of
Accounts to the Trust are authorized in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that the removal of
Accounts from the Trust are authorized in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that Trust assets
amortizing out of the Trust are calculated in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that daily Trust reports
are prepared and contain all required information in accordance with the
Agreements.
- - Policies and procedures provide reasonable assurance that monthly Trust
reports generated in the form of "Exhibits" contain all required information
per section 5.02 of the Agreements.
<PAGE>
- - Policies and procedures provide reasonable assurance that the Annual
Servicer's Certificates are delivered to the Trustee in accordance with the
Agreements.
- - Policies and procedures provide reasonable assurance that the amount of
Investor Charge-Offs are calculated in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that the payments to
Certificateholders are made by the Trustee in accordance with the Agreements.
This report is intended solely for the information and use of the board of
directors and management of the Bank and should not be referred to or
distributed for any purpose to anyone who is not authorized to receive such
information, as specified in the Agreement. However, this report is a matter of
public record, as a result of being included as an exhibit to the annual report
on Form 10-K prepared by the Bank and filed with the Securities and Exchange
Commission on behalf of First USA Credit Card Master Trust Series 1994-7, and
its distribution is not limited.
/s/ Ernst & Young LLP
July 17, 1996
<PAGE>
Report of Independent Accountants
First USA Bank
Three Christina Centre
201 North Walnut Street
Wilmington, Delaware 19801
and
The Bank of New York (Delaware)
c/o The Bank of New York
101 Barclay Street, Floor 12E
New York, New York 10286
First USA Credit Card Master Trust Series 1994-7
------------------------------------------------
We have examined management's assertion that First USA Bank (the Bank), a wholly
owned subsidiary of First USA Financial, Inc., which is a wholly owned
subsidiary of First USA, Inc., complied with the covenants and conditions of
Sections 2.06, 2.07, 3.01(b), 3.04(a) and (b), 3.05, 3.06(a) and (b), and 4.03,
of the Pooling and Servicing Agreement dated as of September 1, 1992 (the
Agreement), and Sections 4.09, 4.12, and 5.02 of the Series 1994-7 Pooling and
Servicing Agreement Supplement dated November 8, 1994 (together the Agreements)
between First USA Bank and The Bank of New York (Delaware), as of June 30, 1996,
and for the year then ended, included in the accompanying report by management
titled, "Report of Management on Credit Card Trust Control Structure Policies
and Procedures and Pooling and Servicing Agreement Compliance" (the Report).
Management is responsible for the Bank's compliance with those requirements. Our
responsibility is to express an opinion on management's assertion about the
Bank's compliance based on our examination.
Our examination was made in accordance with standards established by the
American Institute of Certified Public Accountants and, accordingly, included
examining, on a test basis, evidence about the Bank's compliance with those
requirements and performing such other procedures as we considered necessary in
the circumstances. We believe that our examination provides a reasonable basis
for our opinion. Our examination does not provide a legal determination of the
Bank's compliance with specified requirements.
As discussed in the Report, management, in providing its assertion on
compliance, assumed the accuracy of the reports prepared by the Bank's third
party credit card processor and did not extend its assessment to the relevant
aspects of the Bank's
<PAGE>
compliance that are the responsibility of the third party credit card processor.
Accordingly, and in accordance with Section 3.06(a) of the Agreement, our
examination did not extend to those aspects of the Bank's compliance that are
the responsibility of the third party credit card processor, and we do not
express an opinion or any other form of assurance on those compliance aspects.
In our opinion, management's assertion that the Bank was in compliance with the
covenants and conditions of the sections in the Agreements referred to above, as
of June 30, 1996, and for the year then ended, is fairly stated, in all material
respects.
This report is intended solely for the information and use of the board of
directors and management of the Bank and should not be referred to or
distributed for any purpose to anyone who is not authorized to receive such
information as specified in the Agreement. However, this report is a matter of
public record as a result of being included as an exhibit to the annual report
on Form 10-K prepared by the Bank and filed with the Securities and Exchange
Commission on behalf of First USA Credit Card Master Trust Series 1994-7, and
its distribution is not limited.
/s/ Ernst & Young LLP
July 17, 1996
<PAGE>
EXHIBIT 99.10
Report of Independent Accountants
First USA Bank
Three Christina Centre
201 North Walnut Street
Wilmington, Delaware 19801
and
The Bank of New York (Delaware)
c/o The Bank of New York
101 Barclay Street, Floor 12E
New York, New York 10286
First USA Credit Card Master Trust Series 1994-8
------------------------------------------------
We have examined management's assertion that First USA Bank (the Bank), a wholly
owned subsidiary of First USA Financial, Inc. which is a wholly owned subsidiary
of First USA, Inc., maintained control structure policies and procedures over
the functions performed as Servicer of the First USA Credit Card Master Trust
Series 1994-8 (the Trust) that are effective, as of June 30, 1996, in providing
reasonable assurance that Trust assets are safeguarded against loss from
unauthorized use or disposition and that transactions are executed in accordance
with management's authorization in conformity with the Pooling and Servicing
Agreement (the Agreement) dated as of September 1, 1992, and the Series 1994-8
Pooling and Servicing Agreement Supplement dated November 8, 1994 (together the
Agreements), between the Bank as Transferor and Servicer, and The Bank of New
York (Delaware), as Trustee on behalf of the Certificateholders of the Trust,
and are recorded properly to permit the preparation of the required financial
reports. This assertion is included in the accompanying report of management
titled, "Report of Management on Credit Card Trust Control Structure Policies
and Procedures and Pooling and Servicing Agreement Compliance" (the Report).
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 control structure policies and procedures over
the functions performed by the Bank as Servicer of the Trust, testing and
evaluating the design and operating effectiveness of the policies and
procedures, and such other procedures as we considered necessary in the
circumstances. We believe that our examination provides a reasonable basis for
our opinion.
<PAGE>
As discussed in the Report, management, in providing its assertion on the
control structure policies and procedures, assumed the accuracy of reports
prepared by the Bank's third party credit card processor and did not extend its
assessment to the control structure policies and procedures of the Bank's third
party credit card processor. Accordingly, and in accordance with Section 3.06(a)
and (b) of the Agreement, our examination did not extend to the control
structure policies and procedures of the Bank's third party credit card
processor, and we do not express an opinion or any other form of assurance on
those control structure policies and procedures.
Because of inherent limitations in any control structure policies and
procedures, errors or irregularities may occur and not be detected. Also,
projections of any evaluation of the control structure policies and procedures
over the functions performed by the Bank as Servicer of the Trust to future
periods are subject to the risk that the policies and procedures 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 the Bank maintained control
structure policies and procedures over the functions performed as Servicer of
the Trust that are effective, as of June 30, 1996, in providing reasonable
assurance that Trust assets are safeguarded against loss from unauthorized use
or disposition and that transactions are executed in accordance with
management's authorization in conformity with the Agreements between the Bank as
Transferor and Servicer and The Bank of New York (Delaware), as Trustee, on
behalf of the Certificateholders of the Trust, and are recorded properly to
permit the preparation of the required financial reports, is fairly stated, in
all material respects, based upon the following criteria specified in the
Report:
- - Policies and procedures provide reasonable assurance that funds collected are
appropriately remitted to the Trustee in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that the addition of
Accounts to the Trust are authorized in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that the removal of
Accounts from the Trust are authorized in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that Trust assets
amortizing out of the Trust are calculated in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that daily Trust reports
are prepared and contain all required information in accordance with the
Agreements.
- - Policies and procedures provide reasonable assurance that monthly Trust
reports generated in the form of "Exhibits" contain all required information
per section 5.02 of the Agreements.
<PAGE>
- - Policies and procedures provide reasonable assurance that the Annual
Servicer's Certificates are delivered to the Trustee in accordance with the
Agreements.
- - Policies and procedures provide reasonable assurance that the amount of
Investor Charge-Offs are calculated in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that the payments to
Certificateholders are made by the Trustee in accordance with the Agreements.
This report is intended solely for the information and use of the board of
directors and management of the Bank and should not be referred to or
distributed for any purpose to anyone who is not authorized to receive such
information, as specified in the Agreement. However, this report is a matter of
public record, as a result of being included as an exhibit to the annual report
on Form 10-K prepared by the Bank and filed with the Securities and Exchange
Commission on behalf of First USA Credit Card Master Trust Series 1994-8, and
its distribution is not limited.
/s/ Ernst & Young LLP
July 17, 1996
<PAGE>
Report of Independent Accountants
First USA Bank
Three Christina Centre
201 North Walnut Street
Wilmington, Delaware 19801
and
The Bank of New York (Delaware)
c/o The Bank of New York
101 Barclay Street, Floor 12E
New York, New York 10286
First USA Credit Card Master Trust Series 1994-8
------------------------------------------------
We have examined management's assertion that First USA Bank (the Bank), a wholly
owned subsidiary of First USA Financial, Inc., which is a wholly owned
subsidiary of First USA, Inc., complied with the covenants and conditions of
Sections 2.06, 2.07, 3.01(b), 3.04(a) and (b), 3.05, 3.06(a) and (b), and 4.03,
of the Pooling and Servicing Agreement dated as of September 1, 1992 (the
Agreement), and Sections 4.09, 4.12, and 5.02 of the Series 1994-8 Pooling and
Servicing Agreement Supplement dated November 8, 1994 (together the Agreements),
between First USA Bank and The Bank of New York (Delaware), as of June 30, 1996,
and for the year then ended, included in the accompanying report by management
titled, "Report of Management on Credit Card Trust Control Structure Policies
and Procedures and Pooling and Servicing Agreement Compliance" (the Report).
Management is responsible for the Bank's compliance with those requirements. Our
responsibility is to express an opinion on management's assertion about the
Bank's compliance based on our examination.
Our examination was made in accordance with standards established by the
American Institute of Certified Public Accountants and, accordingly, included
examining, on a test basis, evidence about the Bank's compliance with those
requirements and performing such other procedures as we considered necessary in
the circumstances. We believe that our examination provides a reasonable basis
for our opinion. Our examination does not provide a legal determination of the
Bank's compliance with specified requirements.
As discussed in the Report, management, in providing its assertion on
compliance, assumed the accuracy of the reports prepared by the Bank's third
party credit card processor and did not extend its assessment to the relevant
aspects of the Bank's
<PAGE>
compliance that are the responsibility of the third party credit card processor.
Accordingly, and in accordance with Section 3.06(a) of the Agreement, our
examination did not extend to those aspects of the Bank's compliance that are
the responsibility of the third party credit card processor, and we do not
express an opinion or any other form of assurance on those compliance aspects.
In our opinion, management's assertion that the Bank was in compliance with the
covenants and conditions of the sections in the Agreements referred to above, as
of June 30, 1996, and for the year then ended, is fairly stated, in all material
respects.
This report is intended solely for the information and use of the board of
directors and management of the Bank and should not be referred to or
distributed for any purpose to anyone who is not authorized to receive such
information as specified in the Agreement. However, this report is a matter of
public record as a result of being included as an exhibit to the annual report
on Form 10-K prepared by the Bank and filed with the Securities and Exchange
Commission on behalf of First USA Credit Card Master Trust Series 1994-8, and
its distribution is not limited.
/s/ Ernst & Young LLP
July 17, 1996
<PAGE>
EXHIBIT 99.11
Report of Independent Accountants
First USA Bank
Three Christina Centre
201 North Walnut Street
Wilmington, Delaware 19801
and
The Bank of New York (Delaware)
c/o The Bank of New York
101 Barclay Street, Floor 12E
New York, New York 10286
First USA Credit Card Master Trust Series 1995-1
------------------------------------------------
We have examined management's assertion that First USA Bank (the Bank), a wholly
owned subsidiary of First USA Financial, Inc. which is a wholly owned subsidiary
of First USA, Inc., maintained control structure policies and procedures over
the functions performed as Servicer of the First USA Credit Card Master Trust
Series 1995-1 (the Trust) that are effective, as of June 30, 1996, in providing
reasonable assurance that Trust assets are safeguarded against loss from
unauthorized use or disposition and that transactions are executed in accordance
with management's authorization in conformity with the Pooling and Servicing
Agreement (the Agreement) dated as of September 1, 1992, and the Series 1995-1
Pooling and Servicing Agreement Supplement dated March 1, 1995 (together the
Agreements), between the Bank as Transferor and Servicer, and The Bank of New
York (Delaware), as Trustee on behalf of the Certificateholders of the Trust,
and are recorded properly to permit the preparation of the required financial
reports. This assertion is included in the accompanying report of management
titled, "Report of Management on Credit Card Trust Control Structure Policies
and Procedures and Pooling and Servicing Agreement Compliance" (the Report).
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 control structure policies and procedures over
the functions performed by the Bank as Servicer of the Trust, testing and
evaluating the design and operating effectiveness of the policies and
procedures, and such other procedures as we considered necessary in the
circumstances. We believe that our examination provides a reasonable basis for
our opinion.
<PAGE>
As discussed in the Report, management, in providing its assertion on the
control structure policies and procedures, assumed the accuracy of reports
prepared by the Bank's third party credit card processor and did not extend its
assessment to the control structure policies and procedures of the Bank's third
party credit card processor. Accordingly, and in accordance with Section 3.06(a)
and (b) of the Agreement, our examination did not extend to the control
structure policies and procedures of the Bank's third party credit card
processor, and we do not express an opinion or any other form of assurance on
those control structure policies and procedures.
Because of inherent limitations in any control structure policies and
procedures, errors or irregularities may occur and not be detected. Also,
projections of any evaluation of the control structure policies and procedures
over the functions performed by the Bank as Servicer of the Trust to future
periods are subject to the risk that the policies and procedures 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 the Bank maintained control
structure policies and procedures over the functions performed as Servicer of
the Trust that are effective, as of June 30, 1996, in providing reasonable
assurance that Trust assets are safeguarded against loss from unauthorized use
or disposition and that transactions are executed in accordance with
management's authorization in conformity with the Agreements between the Bank as
Transferor and Servicer and The Bank of New York (Delaware), as Trustee, on
behalf of the Certificateholders of the Trust, and are recorded properly to
permit the preparation of the required financial reports, is fairly stated, in
all material respects, based upon the following criteria specified in the
Report:
- - Policies and procedures provide reasonable assurance that funds collected are
appropriately remitted to the Trustee in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that the addition of
Accounts to the Trust are authorized in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that the removal of
Accounts from the Trust are authorized in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that Trust assets
amortizing out of the Trust are calculated in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that daily Trust reports
are prepared and contain all required information in accordance with the
Agreements.
- - Policies and procedures provide reasonable assurance that monthly Trust
reports generated in the form of "Exhibits" contain all required information
per section 5.02 of the Agreements.
<PAGE>
- - Policies and procedures provide reasonable assurance that the Annual
Servicer's Certificates are delivered to the Trustee in accordance with the
Agreements.
- - Policies and procedures provide reasonable assurance that the amount of
Investor Charge-Offs are calculated in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that the payments to
Certificateholders are made by the Trustee in accordance with the Agreements.
This report is intended solely for the information and use of the board of
directors and management of the Bank and should not be referred to or
distributed for any purpose to anyone who is not authorized to receive such
information, as specified in the Agreement. However, this report is a matter of
public record, as a result of being included as an exhibit to the annual report
on Form 10-K prepared by the Bank and filed with the Securities and Exchange
Commission on behalf of First USA Credit Card Master Trust Series 1995-1, and
its distribution is not limited.
/s/ Ernst & Young LLP
July 17, 1996
<PAGE>
Report of Independent Accountants
First USA Bank
Three Christina Centre
201 North Walnut Street
Wilmington, Delaware 19801
and
The Bank of New York (Delaware)
c/o The Bank of New York
101 Barclay Street, Floor 12E
New York, New York 10286
First USA Credit Card Master Trust Series 1995-1
------------------------------------------------
We have examined management's assertion that First USA Bank (the Bank), a wholly
owned subsidiary of First USA Financial, Inc., which is a wholly owned
subsidiary of First USA, Inc., complied with the covenants and conditions of
Sections 2.06, 2.07, 3.01(b), 3.04(a) and (b), 3.05, 3.06(a) and (b), and 4.03,
of the Pooling and Servicing Agreement dated as of September 1, 1992 (the
Agreement), and Sections 4.09, 4.12, and 5.02 of the Series 1995-1 Pooling and
Servicing Agreement Supplement dated March 1, 1995 (together the Agreements),
between First USA Bank and The Bank of New York (Delaware), as of June 30, 1996,
and for the year then ended, included in the accompanying report by management
titled, "Report of Management on Credit Card Trust Control Structure Policies
and Procedures and Pooling and Servicing Agreement Compliance" (the Report).
Management is responsible for the Bank's compliance with those requirements. Our
responsibility is to express an opinion on management's assertion about the
Bank's compliance based on our examination.
Our examination was made in accordance with standards established by the
American Institute of Certified Public Accountants and, accordingly, included
examining, on a test basis, evidence about the Bank's compliance with those
requirements and performing such other procedures as we considered necessary in
the circumstances. We believe that our examination provides a reasonable basis
for our opinion. Our examination does not provide a legal determination of the
Bank's compliance with specified requirements.
As discussed in the Report, management, in providing its assertion on
compliance, assumed the accuracy of the reports prepared by the Bank's third
party credit card processor and did not extend its assessment to the relevant
aspects of the Bank's
<PAGE>
compliance that are the responsibility of the third party credit card processor.
Accordingly, and in accordance with Section 3.06(a) of the Agreement, our
examination did not extend to those aspects of the Bank's compliance that are
the responsibility of the third party credit card processor, and we do not
express an opinion or any other form of assurance on those compliance aspects.
In our opinion, management's assertion that the Bank was in compliance with the
covenants and conditions of the sections in the Agreements referred to above, as
of June 30, 1996, and for the year then ended, is fairly stated, in all material
respects.
This report is intended solely for the information and use of the board of
directors and management of the Bank and should not be referred to or
distributed for any purpose to anyone who is not authorized to receive such
information as specified in the Agreement. However, this report is a matter of
public record as a result of being included as an exhibit to the annual report
on Form 10-K prepared by the Bank and filed with the Securities and Exchange
Commission on behalf of First USA Credit Card Master Trust Series 1995-1, and
its distribution is not limited.
/s/ Ernst & Young LLP
July 17, 1996
<PAGE>
EXHIBIT 99.12
Report of Independent Accountants
First USA Bank
Three Christina Centre
201 North Walnut Street
Wilmington, Delaware 19801
and
The Bank of New York (Delaware)
c/o The Bank of New York
101 Barclay Street, Floor 12E
New York, New York 10286
First USA Credit Card Master Trust Series 1995-2
------------------------------------------------
We have examined management's assertion that First USA Bank (the Bank), a wholly
owned subsidiary of First USA Financial, Inc. which is a wholly owned subsidiary
of First USA, Inc., maintained control structure policies and procedures over
the functions performed as Servicer of the First USA Credit Card Master Trust
Series 1995-2 (the Trust) that are effective, as of June 30, 1996, in providing
reasonable assurance that Trust assets are safeguarded against loss from
unauthorized use or disposition and that transactions are executed in accordance
with management's authorization in conformity with the Pooling and Servicing
Agreement (the Agreement) dated as of September 1, 1992, and the Series 1995-2
Pooling and Servicing Agreement Supplement dated March 1, 1995 (together the
Agreements), between the Bank as Transferor and Servicer, and The Bank of New
York (Delaware), as Trustee on behalf of the Certificateholders of the Trust,
and are recorded properly to permit the preparation of the required financial
reports. This assertion is included in the accompanying report of management
titled, "Report of Management on Credit Card Trust Control Structure Policies
and Procedures and Pooling and Servicing Agreement Compliance" (the Report).
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 control structure policies and procedures over
the functions performed by the Bank as Servicer of the Trust, testing and
evaluating the design and operating effectiveness of the policies and
procedures, and such other procedures as we considered necessary in the
circumstances. We believe that our examination provides a reasonable basis for
our opinion.
<PAGE>
As discussed in the Report, management, in providing its assertion on the
control structure policies and procedures, assumed the accuracy of reports
prepared by the Bank's third party credit card processor and did not extend its
assessment to the control structure policies and procedures of the Bank's third
party credit card processor. Accordingly, and in accordance with Section 3.06(a)
and (b) of the Agreement, our examination did not extend to the control
structure policies and procedures of the Bank's third party credit card
processor, and we do not express an opinion or any other form of assurance on
those control structure policies and procedures.
Because of inherent limitations in any control structure policies and
procedures, errors or irregularities may occur and not be detected. Also,
projections of any evaluation of the control structure policies and procedures
over the functions performed by the Bank as Servicer of the Trust to future
periods are subject to the risk that the policies and procedures 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 the Bank maintained control
structure policies and procedures over the functions performed as Servicer of
the Trust that are effective, as of June 30, 1996, in providing reasonable
assurance that Trust assets are safeguarded against loss from unauthorized use
or disposition and that transactions are executed in accordance with
management's authorization in conformity with the Agreements between the Bank as
Transferor and Servicer and The Bank of New York (Delaware), as Trustee, on
behalf of the Certificateholders of the Trust, and are recorded properly to
permit the preparation of the required financial reports, is fairly stated, in
all material respects, based upon the following criteria specified in the
Report:
- - Policies and procedures provide reasonable assurance that funds collected are
appropriately remitted to the Trustee in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that the addition of
Accounts to the Trust are authorized in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that the removal of
Accounts from the Trust are authorized in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that Trust assets
amortizing out of the Trust are calculated in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that daily Trust reports
are prepared and contain all required information in accordance with the
Agreements.
- - Policies and procedures provide reasonable assurance that monthly Trust
reports generated in the form of "Exhibits" contain all required information
per section 5.02 of the Agreements.
<PAGE>
- - Policies and procedures provide reasonable assurance that the Annual
Servicer's Certificates are delivered to the Trustee in accordance with the
Agreements.
- - Policies and procedures provide reasonable assurance that the amount of
Investor Charge-Offs are calculated in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that the payments to
Certificateholders are made by the Trustee in accordance with the Agreements.
This report is intended solely for the information and use of the board of
directors and management of the Bank and should not be referred to or
distributed for any purpose to anyone who is not authorized to receive such
information, as specified in the Agreement. However, this report is a matter of
public record, as a result of being included as an exhibit to the annual report
on Form 10-K prepared by the Bank and filed with the Securities and Exchange
Commission on behalf of First USA Credit Card Master Trust Series 1995-2, and
its distribution is not limited.
/s/ Ernst & Young LLP
July 17, 1996
<PAGE>
Report of Independent Accountants
First USA Bank
Three Christina Centre
201 North Walnut Street
Wilmington, Delaware 19801
and
The Bank of New York (Delaware)
c/o The Bank of New York
101 Barclay Street, Floor 12E
New York, New York 10286
First USA Credit Card Master Trust Series 1995-2
------------------------------------------------
We have examined management's assertion that First USA Bank (the Bank), a wholly
owned subsidiary of First USA Financial, Inc., which is a wholly owned
subsidiary of First USA, Inc., complied with the covenants and conditions of
Sections 2.06, 2.07, 3.01(b), 3.04(a) and (b), 3.05, 3.06(a) and (b), and 4.03,
of the Pooling and Servicing Agreement dated as of September 1, 1992 (the
Agreement), and Sections 4.09, 4.12, and 5.02 of the Series 1995-2 Pooling and
Servicing Agreement Supplement dated March 1, 1995, as amended from time to time
(together the Agreements), between First USA Bank and The Bank of New York
(Delaware), as of June 30, 1996, and for the year then ended, included in the
accompanying report by management titled, "Report of Management on Credit Card
Trust Control Structure Policies and Procedures and Pooling and Servicing
Agreement Compliance" (the Report). Management is responsible for the Bank's
compliance with those requirements. Our responsibility is to express an opinion
on management's assertion about the Bank's compliance based on our examination.
Our examination was made in accordance with standards established by the
American Institute of Certified Public Accountants and, accordingly, included
examining, on a test basis, evidence about the Bank's compliance with those
requirements and performing such other procedures as we considered necessary in
the circumstances. We believe that our examination provides a reasonable basis
for our opinion. Our examination does not provide a legal determination of the
Bank's compliance with specified requirements.
As discussed in the Report, management, in providing its assertion on
compliance, assumed the accuracy of the reports prepared by the Bank's third
party credit card processor and did not extend its assessment to the relevant
aspects of the Bank's
<PAGE>
compliance that are the responsibility of the third party credit card processor.
Accordingly, and in accordance with Section 3.06(a) of the Agreement, our
examination did not extend to those aspects of the Bank's compliance that are
the responsibility of the third party credit card processor, and we do not
express an opinion or any other form of assurance on those compliance aspects.
In our opinion, management's assertion that the Bank was in compliance with the
covenants and conditions of the sections in the Agreements referred to above, as
of June 30, 1996, and for the year then ended, is fairly stated, in all material
respects.
This report is intended solely for the information and use of the board of
directors and management of the Bank and should not be referred to or
distributed for any purpose to anyone who is not authorized to receive such
information as specified in the Agreement. However, this report is a matter of
public record as a result of being included as an exhibit to the annual report
on Form 10-K prepared by the Bank and filed with the Securities and Exchange
Commission on behalf of First USA Credit Card Master Trust Series 1995-2, and
its distribution is not limited.
/s/ Ernst & Young LLP
July 17, 1996
<PAGE>
EXHIBIT 99.13
Report of Independent Accountants
First USA Bank
Three Christina Centre
201 North Walnut Street
Wilmington, Delaware 19801
and
The Bank of New York (Delaware)
c/o The Bank of New York
101 Barclay Street, Floor 12E
New York, New York 10286
First USA Credit Card Master Trust Series 1995-3
------------------------------------------------
We have examined management's assertion that First USA Bank (the Bank), a wholly
owned subsidiary of First USA Financial, Inc. which is a wholly owned subsidiary
of First USA, Inc., maintained control structure policies and procedures over
the functions performed as Servicer of the First USA Credit Card Master Trust
Series 1995-3 (the Trust) that are effective, as of June 30, 1996, in providing
reasonable assurance that Trust assets are safeguarded against loss from
unauthorized use or disposition and that transactions are executed in accordance
with management's authorization in conformity with the Pooling and Servicing
Agreement (the Agreement) dated as of September 1, 1992, and the Series 1995-3
Pooling and Servicing Agreement Supplement dated May 16, 1995 (together the
Agreements), between the Bank as Transferor and Servicer, and The Bank of New
York (Delaware), as Trustee on behalf of the Certificateholders of the Trust,
and are recorded properly to permit the preparation of the required financial
reports. This assertion is included in the accompanying report of management
titled, "Report of Management on Credit Card Trust Control Structure Policies
and Procedures and Pooling and Servicing Agreement Compliance" (the Report).
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 control structure policies and procedures over
the functions performed by the Bank as Servicer of the Trust, testing and
evaluating the design and operating effectiveness of the policies and
procedures, and such other procedures as we considered necessary in the
circumstances. We believe that our examination provides a reasonable basis for
our opinion.
<PAGE>
As discussed in the Report, management, in providing its assertion on the
control structure policies and procedures, assumed the accuracy of reports
prepared by the Bank's third party credit card processor and did not extend its
assessment to the control structure policies and procedures of the Bank's third
party credit card processor. Accordingly, and in accordance with Section 3.06(a)
and (b) of the Agreement, our examination did not extend to the control
structure policies and procedures of the Bank's third party credit card
processor, and we do not express an opinion or any other form of assurance on
those control structure policies and procedures.
Because of inherent limitations in any control structure policies and
procedures, errors or irregularities may occur and not be detected. Also,
projections of any evaluation of the control structure policies and procedures
over the functions performed by the Bank as Servicer of the Trust to future
periods are subject to the risk that the policies and procedures 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 the Bank maintained control
structure policies and procedures over the functions performed as Servicer of
the Trust that are effective, as of June 30, 1996, in providing reasonable
assurance that Trust assets are safeguarded against loss from unauthorized use
or disposition and that transactions are executed in accordance with
management's authorization in conformity with the Agreements between the Bank as
Transferor and Servicer and The Bank of New York (Delaware), as Trustee, on
behalf of the Certificateholders of the Trust, and are recorded properly to
permit the preparation of the required financial reports, is fairly stated, in
all material respects, based upon the following criteria specified in the
Report:
- - Policies and procedures provide reasonable assurance that funds collected are
appropriately remitted to the Trustee in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that the addition of
Accounts to the Trust are authorized in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that the removal of
Accounts from the Trust are authorized in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that Trust assets
amortizing out of the Trust are calculated in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that daily Trust reports
are prepared and contain all required information in accordance with the
Agreements.
- - Policies and procedures provide reasonable assurance that monthly Trust
reports generated in the form of "Exhibits" contain all required information
per section 5.02 of the Agreements.
<PAGE>
- - Policies and procedures provide reasonable assurance that the Annual
Servicer's Certificates are delivered to the Trustee in accordance with the
Agreements.
- - Policies and procedures provide reasonable assurance that the amount of
Investor Charge-Offs are calculated in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that the payments to
Certificateholders are made by the Trustee in accordance with the Agreements.
This report is intended solely for the information and use of the board of
directors and management of the Bank and should not be referred to or
distributed for any purpose to anyone who is not authorized to receive such
information, as specified in the Agreement. However, this report is a matter of
public record, as a result of being included as an exhibit to the annual report
on Form 10-K prepared by the Bank and filed with the Securities and Exchange
Commission on behalf of First USA Credit Card Master Trust Series 1995-3, and
its distribution is not limited.
/s/ Ernst & Young LLP
July 17, 1996
<PAGE>
Report of Independent Accountants
First USA Bank
Three Christina Centre
201 North Walnut Street
Wilmington, Delaware 19801
and
The Bank of New York (Delaware)
c/o The Bank of New York
101 Barclay Street, Floor 12E
New York, New York 10286
First USA Credit Card Master Trust Series 1995-3
------------------------------------------------
We have examined management's assertion that First USA Bank (the Bank), a wholly
owned subsidiary of First USA Financial, Inc., which is a wholly owned
subsidiary of First USA, Inc., complied with the covenants and conditions of
Sections 2.06, 2.07, 3.01(b), 3.04(a) and (b), 3.05, 3.06(a) and (b), and 4.03,
of the Pooling and Servicing Agreement dated as of September 1, 1992 (the
Agreement), and Sections 4.09, 4.12, and 5.02 of the Series 1995-3 Pooling and
Servicing Agreement Supplement dated May 16, 1995 (together the Agreements),
between First USA Bank and The Bank of New York (Delaware), as of June 30, 1996,
and for the year then ended, included in the accompanying report by management
titled, "Report of Management on Credit Card Trust Control Structure Policies
and Procedures and Pooling and Servicing Agreement Compliance" (the Report).
Management is responsible for the Bank's compliance with those requirements. Our
responsibility is to express an opinion on management's assertion about the
Bank's compliance based on our examination.
Our examination was made in accordance with standards established by the
American Institute of Certified Public Accountants and, accordingly, included
examining, on a test basis, evidence about the Bank's compliance with those
requirements and performing such other procedures as we considered necessary in
the circumstances. We believe that our examination provides a reasonable basis
for our opinion. Our examination does not provide a legal determination of the
Bank's compliance with specified requirements.
As discussed in the Report, management, in providing its assertion on
compliance, assumed the accuracy of the reports prepared by the Bank's third
party credit card processor and did not extend its assessment to the relevant
aspects of the Bank's
<PAGE>
compliance that are the responsibility of the third party credit card processor.
Accordingly, and in accordance with Section 3.06(a) of the Agreement, our
examination did not extend to those aspects of the Bank's compliance that are
the responsibility of the third party credit card processor, and we do not
express an opinion or any other form of assurance on those compliance aspects.
In our opinion, management's assertion that the Bank was in compliance with the
covenants and conditions of the sections in the Agreements referred to above, as
of June 30, 1996, and for the year then ended, is fairly stated, in all material
respects.
This report is intended solely for the information and use of the board of
directors and management of the Bank and should not be referred to or
distributed for any purpose to anyone who is not authorized to receive such
information as specified in the Agreement. However, this report is a matter of
public record as a result of being included as an exhibit to the annual report
on Form 10-K prepared by the Bank and filed with the Securities and Exchange
Commission on behalf of First USA Credit Card Master Trust Series 1995-3, and
its distribution is not limited.
/s/ Ernst & Young LLP
July 17, 1996
<PAGE>
EXHIBIT 99.14
Report of Independent Accountants
First USA Bank
Three Christina Centre
201 North Walnut Street
Wilmington, Delaware 19801
and
The Bank of New York (Delaware)
c/o The Bank of New York
101 Barclay Street, Floor 12E
New York, New York 10286
First USA Credit Card Master Trust Series 1995-4
------------------------------------------------
We have examined management's assertion that First USA Bank (the Bank), a wholly
owned subsidiary of First USA Financial, Inc. which is a wholly owned subsidiary
of First USA, Inc., maintained control structure policies and procedures over
the functions performed as Servicer of the First USA Credit Card Master Trust
Series 1995-4 (the Trust) that are effective, as of June 30, 1996, in providing
reasonable assurance that Trust assets are safeguarded against loss from
unauthorized use or disposition and that transactions are executed in accordance
with management's authorization in conformity with the Pooling and Servicing
Agreement (the Agreement) dated as of September 1, 1992, and the Series 1995-4
Pooling and Servicing Agreement Supplement dated September 14, 1995 (together
the Agreements), between the Bank as Transferor and Servicer, and The Bank of
New York (Delaware), as Trustee on behalf of the Certificateholders of the
Trust, and are recorded properly to permit the preparation of the required
financial reports. This assertion is included in the accompanying report of
management titled, "Report of Management on Credit Card Trust Control Structure
Policies and Procedures and Pooling and Servicing Agreement Compliance" (the
Report).
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 control structure policies and procedures over
the functions performed by the Bank as Servicer of the Trust, testing and
evaluating the design and operating effectiveness of the policies and
procedures, and such other procedures as we considered necessary in the
circumstances. We believe that our examination provides a reasonable basis for
our opinion.
<PAGE>
As discussed in the Report, management, in providing its assertion on the
control structure policies and procedures, assumed the accuracy of reports
prepared by the Bank's third party credit card processor and did not extend its
assessment to the control structure policies and procedures of the Bank's third
party credit card processor. Accordingly, and in accordance with Section 3.06(a)
and (b) of the Agreement, our examination did not extend to the control
structure policies and procedures of the Bank's third party credit card
processor, and we do not express an opinion or any other form of assurance on
those control structure policies and procedures.
Because of inherent limitations in any control structure policies and
procedures, errors or irregularities may occur and not be detected. Also,
projections of any evaluation of the control structure policies and procedures
over the functions performed by the Bank as Servicer of the Trust to future
periods are subject to the risk that the policies and procedures 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 the Bank maintained control
structure policies and procedures over the functions performed as Servicer of
the Trust that are effective, as of June 30, 1996, in providing reasonable
assurance that Trust assets are safeguarded against loss from unauthorized use
or disposition and that transactions are executed in accordance with
management's authorization in conformity with the Agreements between the Bank as
Transferor and Servicer and The Bank of New York (Delaware), as Trustee, on
behalf of the Certificateholders of the Trust, and are recorded properly to
permit the preparation of the required financial reports, is fairly stated, in
all material respects, based upon the following criteria specified in the
Report:
- - Policies and procedures provide reasonable assurance that funds collected are
appropriately remitted to the Trustee in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that the addition of
Accounts to the Trust are authorized in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that the removal of
Accounts from the Trust are authorized in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that Trust assets
amortizing out of the Trust are calculated in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that daily Trust reports
are prepared and contain all required information in accordance with the
Agreements.
- - Policies and procedures provide reasonable assurance that monthly Trust
reports generated in the form of "Exhibits" contain all required information
per section 5.02 of the Agreements.
<PAGE>
- - Policies and procedures provide reasonable assurance that the Annual
Servicer's Certificates are delivered to the Trustee in accordance with the
Agreements.
- - Policies and procedures provide reasonable assurance that the amount of
Investor Charge-Offs are calculated in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that the payments to
Certificateholders are made by the Trustee in accordance with the Agreements.
This report is intended solely for the information and use of the board of
directors and management of the Bank and should not be referred to or
distributed for any purpose to anyone who is not authorized to receive such
information, as specified in the Agreement. However, this report is a matter of
public record, as a result of being included as an exhibit to the annual report
on Form 10-K prepared by the Bank and filed with the Securities and Exchange
Commission on behalf of First USA Credit Card Master Trust Series 1995-4, and
its distribution is not limited.
/s/ Ernst & Young LLP
July 17, 1996
<PAGE>
Report of Independent Accountants
First USA Bank
Three Christina Centre
201 North Walnut Street
Wilmington, Delaware 19801
and
The Bank of New York (Delaware)
c/o The Bank of New York
101 Barclay Street, Floor 12E
New York, New York 10286
First USA Credit Card Master Trust Series 1995-4
------------------------------------------------
We have examined management's assertion that First USA Bank (the Bank), a wholly
owned subsidiary of First USA Financial, Inc., which is a wholly owned
subsidiary of First USA, Inc., complied with the covenants and conditions of
Sections 2.06, 2.07, 3.01(b), 3.04(a) and (b), 3.05, 3.06(a) and (b), and 4.03,
of the Pooling and Servicing Agreement dated as of September 1, 1992 (the
Agreement), and Sections 4.09, 4.12, and 5.02 of the Series 1995-4 Pooling and
Servicing Agreement Supplement dated September 14, 1995 (together the
Agreements), between First USA Bank and The Bank of New York (Delaware), as of
June 30, 1996, and for the period from September 14, 1995 to June 30, 1996,
included in the accompanying report by management titled, "Report of Management
on Credit Card Trust Control Structure Policies and Procedures and Pooling and
Servicing Agreement Compliance" (the Report). Management is responsible for the
Bank's compliance with those requirements. Our responsibility is to express an
opinion on management's assertion about the Bank's compliance based on our
examination.
Our examination was made in accordance with standards established by the
American Institute of Certified Public Accountants and, accordingly, included
examining, on a test basis, evidence about the Bank's compliance with those
requirements and performing such other procedures as we considered necessary in
the circumstances. We believe that our examination provides a reasonable basis
for our opinion. Our examination does not provide a legal determination of the
Bank's compliance with specified requirements.
As discussed in the Report, management, in providing its assertion on
compliance, assumed the accuracy of the reports prepared by the Bank's third
party credit card processor and did not extend its assessment to the relevant
aspects of the Bank's
<PAGE>
compliance that are the responsibility of the third party credit card processor.
Accordingly, and in accordance with Section 3.06(a) of the Agreement, our
examination did not extend to those aspects of the Bank's compliance that are
the responsibility of the third party credit card processor, and we do not
express an opinion or any other form of assurance on those compliance aspects.
In our opinion, management's assertion that the Bank was in compliance with the
covenants and conditions of the sections in the Agreements referred to above, as
of June 30, 1996, and for the period from September 14, 1995 to June 30, 1996,
is fairly stated, in all material respects.
This report is intended solely for the information and use of the board of
directors and management of the Bank and should not be referred to or
distributed for any purpose to anyone who is not authorized to receive such
information as specified in the Agreement. However, this report is a matter of
public record as a result of being included as an exhibit to the annual report
on Form 10-K prepared by the Bank and filed with the Securities and Exchange
Commission on behalf of First USA Credit Card Master Trust Series 1995-4, and
its distribution is not limited.
/s/ Ernst & Young LLP
July 17, 1996
<PAGE>
EXHIBIT 99.15
Report of Independent Accountants
First USA Bank
Three Christina Centre
201 North Walnut Street
Wilmington, Delaware 19801
and
The Bank of New York (Delaware)
c/o The Bank of New York
101 Barclay Street, Floor 12E
New York, New York 10286
First USA Credit Card Master Trust Series 1995-5
------------------------------------------------
We have examined management's assertion that First USA Bank (the Bank), a wholly
owned subsidiary of First USA Financial, Inc. which is a wholly owned subsidiary
of First USA, Inc., maintained control structure policies and procedures over
the functions performed as Servicer of the First USA Credit Card Master Trust
Series 1995-5 (the Trust) that are effective, as of June 30, 1996, in providing
reasonable assurance that Trust assets are safeguarded against loss from
unauthorized use or disposition and that transactions are executed in accordance
with management's authorization in conformity with the Pooling and Servicing
Agreement (the Agreement) dated as of September 1, 1992, and the Series 1995-5
Pooling and Servicing Agreement Supplement dated September 14, 1995 (together
the Agreements), between the Bank as Transferor and Servicer, and The Bank of
New York (Delaware), as Trustee on behalf of the Certificateholders of the
Trust, and are recorded properly to permit the preparation of the required
financial reports. This assertion is included in the accompanying report of
management titled, "Report of Management on Credit Card Trust Control Structure
Policies and Procedures and Pooling and Servicing Agreement Compliance" (the
Report).
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 control structure policies and procedures over
the functions performed by the Bank as Servicer of the Trust, testing and
evaluating the design and operating effectiveness of the policies and
procedures, and such other procedures as we considered necessary in the
circumstances. We believe that our examination provides a reasonable basis for
our opinion.
<PAGE>
As discussed in the Report, management, in providing its assertion on the
control structure policies and procedures, assumed the accuracy of reports
prepared by the Bank's third party credit card processor and did not extend its
assessment to the control structure policies and procedures of the Bank's third
party credit card processor. Accordingly, and in accordance with Section 3.06(a)
and (b) of the Agreement, our examination did not extend to the control
structure policies and procedures of the Bank's third party credit card
processor, and we do not express an opinion or any other form of assurance on
those control structure policies and procedures.
Because of inherent limitations in any control structure policies and
procedures, errors or irregularities may occur and not be detected. Also,
projections of any evaluation of the control structure policies and procedures
over the functions performed by the Bank as Servicer of the Trust to future
periods are subject to the risk that the policies and procedures 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 the Bank maintained control
structure policies and procedures over the functions performed as Servicer of
the Trust that are effective, as of June 30, 1996, in providing reasonable
assurance that Trust assets are safeguarded against loss from unauthorized use
or disposition and that transactions are executed in accordance with
management's authorization in conformity with the Agreements between the Bank as
Transferor and Servicer and The Bank of New York (Delaware), as Trustee, on
behalf of the Certificateholders of the Trust, and are recorded properly to
permit the preparation of the required financial reports, is fairly stated, in
all material respects, based upon the following criteria specified in the
Report:
- - Policies and procedures provide reasonable assurance that funds collected are
appropriately remitted to the Trustee in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that the addition of
Accounts to the Trust are authorized in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that the removal of
Accounts from the Trust are authorized in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that Trust assets
amortizing out of the Trust are calculated in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that daily Trust reports
are prepared and contain all required information in accordance with the
Agreements.
- - Policies and procedures provide reasonable assurance that monthly Trust
reports generated in the form of "Exhibits" contain all required information
per section 5.02 of the Agreements.
<PAGE>
- - Policies and procedures provide reasonable assurance that the Annual
Servicer's Certificates are delivered to the Trustee in accordance with the
Agreements.
- - Policies and procedures provide reasonable assurance that the amount of
Investor Charge-Offs are calculated in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that the payments to
Certificateholders are made by the Trustee in accordance with the Agreements.
This report is intended solely for the information and use of the board of
directors and management of the Bank and should not be referred to or
distributed for any purpose to anyone who is not authorized to receive such
information, as specified in the Agreement. However, this report is a matter of
public record, as a result of being included as an exhibit to the annual report
on Form 10-K prepared by the Bank and filed with the Securities and Exchange
Commission on behalf of First USA Credit Card Master Trust Series 1995-5, and
its distribution is not limited.
/s/ Ernst & Young LLP
July 17, 1996
<PAGE>
Report of Independent Accountants
First USA Bank
Three Christina Centre
201 North Walnut Street
Wilmington, Delaware 19801
and
The Bank of New York (Delaware)
c/o The Bank of New York
101 Barclay Street, Floor 12E
New York, New York 10286
First USA Credit Card Master Trust Series 1995-5
------------------------------------------------
We have examined management's assertion that First USA Bank (the Bank), a wholly
owned subsidiary of First USA Financial, Inc., which is a wholly owned
subsidiary of First USA, Inc., complied with the covenants and conditions of
Sections 2.06, 2.07, 3.01(b), 3.04(a) and (b), 3.05, 3.06(a) and (b), and 4.03,
of the Pooling and Servicing Agreement dated as of September 1, 1992 (the
Agreement), and Sections 4.09, 4.12, and 5.02 of the Series 1995-5 Pooling and
Servicing Agreement Supplement dated September 14, 1995 (together the
Agreements), between First USA Bank and The Bank of New York (Delaware), as of
June 30, 1996, and for the period from September 14, 1995 to June 30, 1996,
included in the accompanying report by management titled, "Report of Management
on Credit Card Trust Control Structure Policies and Procedures and Pooling and
Servicing Agreement Compliance" (the Report). Management is responsible for the
Bank's compliance with those requirements. Our responsibility is to express an
opinion on management's assertion about the Bank's compliance based on our
examination.
Our examination was made in accordance with standards established by the
American Institute of Certified Public Accountants and, accordingly, included
examining, on a test basis, evidence about the Bank's compliance with those
requirements and performing such other procedures as we considered necessary in
the circumstances. We believe that our examination provides a reasonable basis
for our opinion. Our examination does not provide a legal determination of the
Bank's compliance with specified requirements.
As discussed in the Report, management, in providing its assertion on
compliance, assumed the accuracy of the reports prepared by the Bank's third
party credit card processor and did not extend its assessment to the relevant
aspects of the Bank's
<PAGE>
compliance that are the responsibility of the third party credit card processor.
Accordingly, and in accordance with Section 3.06(a) of the Agreement, our
examination did not extend to those aspects of the Bank's compliance that are
the responsibility of the third party credit card processor, and we do not
express an opinion or any other form of assurance on those compliance aspects.
In our opinion, management's assertion that the Bank was in compliance with the
covenants and conditions of the sections in the Agreements referred to above, as
of June 30, 1996, and for the period from September 14, 1995 to June 30, 1996,
is fairly stated, in all material respects.
This report is intended solely for the information and use of the board of
directors and management of the Bank and should not be referred to or
distributed for any purpose to anyone who is not authorized to receive such
information as specified in the Agreement. However, this report is a matter of
public record as a result of being included as an exhibit to the annual report
on Form 10-K prepared by the Bank and filed with the Securities and Exchange
Commission on behalf of First USA Credit Card Master Trust Series 1995-5, and
its distribution is not limited.
/s/ Ernst & Young LLP
July 17, 1996
<PAGE>
EXHIBIT 99.16
Report of Independent Accountants
First USA Bank
Three Christina Centre
201 North Walnut Street
Wilmington, Delaware 19801
and
The Bank of New York (Delaware)
c/o The Bank of New York
101 Barclay Street, Floor 12E
New York, New York 10286
First USA Credit Card Master Trust Series 1995-6
------------------------------------------------
We have examined management's assertion that First USA Bank (the Bank), a wholly
owned subsidiary of First USA Financial, Inc. which is a wholly owned subsidiary
of First USA, Inc., maintained control structure policies and procedures over
the functions performed as Servicer of the First USA Credit Card Master Trust
Series 1995-6 (the Trust) that are effective, as of June 30, 1996, in providing
reasonable assurance that Trust assets are safeguarded against loss from
unauthorized use or disposition and that transactions are executed in accordance
with management's authorization in conformity with the Pooling and Servicing
Agreement (the Agreement) dated as of September 1, 1992, and the Series 1995-6
Pooling and Servicing Agreement Supplement dated December 7, 1995, (together the
Agreements), between the Bank as Transferor and Servicer, and The Bank of New
York (Delaware), as Trustee on behalf of the Certificateholders of the Trust,
and are recorded properly to permit the preparation of the required financial
reports. This assertion is included in the accompanying report of management
titled, "Report of Management on Credit Card Trust Control Structure Policies
and Procedures and Pooling and Servicing Agreement Compliance" (the Report).
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 control structure policies and procedures over
the functions performed by the Bank as Servicer of the Trust, testing and
evaluating the design and operating effectiveness of the policies and
procedures, and such other procedures as we considered necessary in the
circumstances. We believe that our examination provides a reasonable basis for
our opinion.
<PAGE>
As discussed in the Report, management, in providing its assertion on the
control structure policies and procedures, assumed the accuracy of reports
prepared by the Bank's third party credit card processor and did not extend its
assessment to the control structure policies and procedures of the Bank's third
party credit card processor. Accordingly, and in accordance with Section 3.06(a)
and (b) of the Agreement, our examination did not extend to the control
structure policies and procedures of the Bank's third party credit card
processor, and we do not express an opinion or any other form of assurance on
those control structure policies and procedures.
Because of inherent limitations in any control structure policies and
procedures, errors or irregularities may occur and not be detected. Also,
projections of any evaluation of the control structure policies and procedures
over the functions performed by the Bank as Servicer of the Trust to future
periods are subject to the risk that the policies and procedures 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 the Bank maintained control
structure policies and procedures over the functions performed as Servicer of
the Trust that are effective, as of June 30, 1996, in providing reasonable
assurance that Trust assets are safeguarded against loss from unauthorized use
or disposition and that transactions are executed in accordance with
management's authorization in conformity with the Agreements between the Bank as
Transferor and Servicer and The Bank of New York (Delaware), as Trustee, on
behalf of the Certificateholders of the Trust, and are recorded properly to
permit the preparation of the required financial reports, is fairly stated, in
all material respects, based upon the following criteria specified in the
Report:
- - Policies and procedures provide reasonable assurance that funds collected are
appropriately remitted to the Trustee in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that the addition of
Accounts to the Trust are authorized in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that the removal of
Accounts from the Trust are authorized in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that Trust assets
amortizing out of the Trust are calculated in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that daily Trust reports
are prepared and contain all required information in accordance with the
Agreements.
- - Policies and procedures provide reasonable assurance that monthly Trust
reports generated in the form of "Exhibits" contain all required information
per section 5.02 of the Agreements.
<PAGE>
- - Policies and procedures provide reasonable assurance that the Annual
Servicer's Certificates are delivered to the Trustee in accordance with the
Agreements.
- - Policies and procedures provide reasonable assurance that the amount of
Investor Charge-Offs are calculated in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that the payments to
Certificateholders are made by the Trustee in accordance with the Agreements.
This report is intended solely for the information and use of the board of
directors and management of the Bank and should not be referred to or
distributed for any purpose to anyone who is not authorized to receive such
information, as specified in the Agreement. However, this report is a matter of
public record, as a result of being included as an exhibit to the annual report
on Form 10-K prepared by the Bank and filed with the Securities and Exchange
Commission on behalf of First USA Credit Card Master Trust Series 1995-6, and
its distribution is not limited.
/s/ Ernst & Young LLP
July 17, 1996
<PAGE>
Report of Independent Accountants
First USA Bank
Three Christina Centre
201 North Walnut Street
Wilmington, Delaware 19801
and
The Bank of New York (Delaware)
c/o The Bank of New York
101 Barclay Street, Floor 12E
New York, New York 10286
First USA Credit Card Master Trust Series 1995-6
------------------------------------------------
We have examined management's assertion that First USA Bank (the Bank), a wholly
owned subsidiary of First USA Financial, Inc., which is a wholly owned
subsidiary of First USA, Inc., complied with the covenants and conditions of
Sections 2.06, 2.07, 3.01(b), 3.04(a) and (b), 3.05, 3.06(a) and (b), and 4.03,
of the Pooling and Servicing Agreement dated as of September 1, 1992 (the
Agreement), and Sections 4.09, 4.12, and 5.02 of the Series 1995-6 Pooling and
Servicing Agreement Supplement dated December 7, 1995 (together the Agreements),
between First USA Bank and The Bank of New York (Delaware), as of June 30, 1996,
and for the period from December 7, 1995 to June 30, 1996, included in the
accompanying report by management titled, "Report of Management on Credit Card
Trust Control Structure Policies and Procedures and Pooling and Servicing
Agreement Compliance" (the Report). Management is responsible for the Bank's
compliance with those requirements. Our responsibility is to express an opinion
on management's assertion about the Bank's compliance based on our examination.
Our examination was made in accordance with standards established by the
American Institute of Certified Public Accountants and, accordingly, included
examining, on a test basis, evidence about the Bank's compliance with those
requirements and performing such other procedures as we considered necessary in
the circumstances. We believe that our examination provides a reasonable basis
for our opinion. Our examination does not provide a legal determination of the
Bank's compliance with specified requirements.
As discussed in the Report, management, in providing its assertion on
compliance, assumed the accuracy of the reports prepared by the Bank's third
party credit card processor and did not extend its assessment to the relevant
aspects of the Bank's
<PAGE>
compliance that are the responsibility of the third party credit card processor.
Accordingly, and in accordance with Section 3.06(a) of the Agreement, our
examination did not extend to those aspects of the Bank's compliance that are
the responsibility of the third party credit card processor, and we do not
express an opinion or any other form of assurance on those compliance aspects.
In our opinion, management's assertion that the Bank was in compliance with the
covenants and conditions of the sections in the Agreements referred to above, as
of June 30, 1996, and for the period from December 7, 1995 to June 30, 1996, is
fairly stated, in all material respects.
This report is intended solely for the information and use of the board of
directors and management of the Bank and should not be referred to or
distributed for any purpose to anyone who is not authorized to receive such
information as specified in the Agreement. However, this report is a matter of
public record as a result of being included as an exhibit to the annual report
on Form 10-K prepared by the Bank and filed with the Securities and Exchange
Commission on behalf of First USA Credit Card Master Trust Series 1995-6, and
its distribution is not limited.
/s/ Ernst & Young LLP
July 17, 1996
<PAGE>
EXHIBIT 99.17
Report of Independent Accountants
First USA Bank
Three Christina Centre
201 North Walnut Street
Wilmington, Delaware 19801
and
The Bank of New York (Delaware)
c/o The Bank of New York
101 Barclay Street, Floor 12E
New York, New York 10286
First USA Credit Card Master Trust Series 1996-1
------------------------------------------------
We have examined management's assertion that First USA Bank (the Bank), a wholly
owned subsidiary of First USA Financial, Inc. which is a wholly owned subsidiary
of First USA, Inc., maintained control structure policies and procedures over
the functions performed as Servicer of the First USA Credit Card Master Trust
Series 1996-1 (the Trust) that are effective, as of June 30, 1996, in providing
reasonable assurance that Trust assets are safeguarded against loss from
unauthorized use or disposition and that transactions are executed in accordance
with management's authorization in conformity with the Pooling and Servicing
Agreement (the Agreement) dated as of September 1, 1992, and the Series 1996-1
Pooling and Servicing Agreement Supplement dated March 6, 1996 (together the
Agreements), between the Bank as Transferor and Servicer, and The Bank of New
York (Delaware), as Trustee on behalf of the Certificateholders of the Trust,
and are recorded properly to permit the preparation of the required financial
reports. This assertion is included in the accompanying report of management
titled, "Report of Management on Credit Card Trust Control Structure Policies
and Procedures and Pooling and Servicing Agreement Compliance" (the Report).
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 control structure policies and procedures over
the functions performed by the Bank as Servicer of the Trust, testing and
evaluating the design and operating effectiveness of the policies and
procedures, and such other procedures as we considered necessary in the
circumstances. We believe that our examination provides a reasonable basis for
our opinion.
<PAGE>
As discussed in the Report, management, in providing its assertion on the
control structure policies and procedures, assumed the accuracy of reports
prepared by the Bank's third party credit card processor and did not extend its
assessment to the control structure policies and procedures of the Bank's third
party credit card processor. Accordingly, and in accordance with Section 3.06(a)
and (b) of the Agreement, our examination did not extend to the control
structure policies and procedures of the Bank's third party credit card
processor, and we do not express an opinion or any other form of assurance on
those control structure policies and procedures.
Because of inherent limitations in any control structure policies and
procedures, errors or irregularities may occur and not be detected. Also,
projections of any evaluation of the control structure policies and procedures
over the functions performed by the Bank as Servicer of the Trust to future
periods are subject to the risk that the policies and procedures 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 the Bank maintained control
structure policies and procedures over the functions performed as Servicer of
the Trust that are effective, as of June 30, 1996, in providing reasonable
assurance that Trust assets are safeguarded against loss from unauthorized use
or disposition and that transactions are executed in accordance with
management's authorization in conformity with the Agreements between the Bank as
Transferor and Servicer and The Bank of New York (Delaware), as Trustee, on
behalf of the Certificateholders of the Trust, and are recorded properly to
permit the preparation of the required financial reports, is fairly stated, in
all material respects, based upon the following criteria specified in the
Report:
- - Policies and procedures provide reasonable assurance that funds collected are
appropriately remitted to the Trustee in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that the addition of
Accounts to the Trust are authorized in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that the removal of
Accounts from the Trust are authorized in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that Trust assets
amortizing out of the Trust are calculated in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that daily Trust reports
are prepared and contain all required information in accordance with the
Agreements.
- - Policies and procedures provide reasonable assurance that monthly Trust
reports generated in the form of "Exhibits" contain all required information
per section 5.02 of the Agreements.
<PAGE>
- - Policies and procedures provide reasonable assurance that the Annual
Servicer's Certificates are delivered to the Trustee in accordance with the
Agreements.
- - Policies and procedures provide reasonable assurance that the amount of
Investor Charge-Offs are calculated in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that the payments to
Certificateholders are made by the Trustee in accordance with the Agreements.
This report is intended solely for the information and use of the board of
directors and management of the Bank and should not be referred to or
distributed for any purpose to anyone who is not authorized to receive such
information, as specified in the Agreement. However, this report is a matter of
public record, as a result of being included as an exhibit to the annual report
on Form 10-K prepared by the Bank and filed with the Securities and Exchange
Commission on behalf of First USA Credit Card Master Trust Series 1996-1, and
its distribution is not limited.
/s/ Ernst & Young LLP
July 17, 1996
<PAGE>
Report of Independent Accountants
First USA Bank
Three Christina Centre
201 North Walnut Street
Wilmington, Delaware 19801
and
The Bank of New York (Delaware)
c/o The Bank of New York
101 Barclay Street, Floor 12E
New York, New York 10286
First USA Credit Card Master Trust Series 1996-1
------------------------------------------------
We have examined management's assertion that First USA Bank (the Bank), a wholly
owned subsidiary of First USA Financial, Inc., which is a wholly owned
subsidiary of First USA, Inc., complied with the covenants and conditions of
Sections 2.06, 2.07, 3.01(b), 3.04(a) and (b), 3.05, 3.06(a) and (b), and 4.03,
of the Pooling and Servicing Agreement dated as of September 1, 1992 (the
Agreement), and Sections 4.09, 4.12, and 5.02 of the Series 1996-1 Pooling and
Servicing Agreement Supplement dated March 6, 1996 (together the Agreements),
between First USA Bank and The Bank of New York (Delaware), as of June 30, 1996,
and for the period from March 6, 1996 to June 30, 1996, included in the
accompanying report by management titled, "Report of Management on Credit Card
Trust Control Structure Policies and Procedures and Pooling and Servicing
Agreement Compliance" (the Report). Management is responsible for the Bank's
compliance with those requirements. Our responsibility is to express an opinion
on management's assertion about the Bank's compliance based on our examination.
Our examination was made in accordance with standards established by the
American Institute of Certified Public Accountants and, accordingly, included
examining, on a test basis, evidence about the Bank's compliance with those
requirements and performing such other procedures as we considered necessary in
the circumstances. We believe that our examination provides a reasonable basis
for our opinion. Our examination does not provide a legal determination of the
Bank's compliance with specified requirements.
As discussed in the Report, management, in providing its assertion on
compliance, assumed the accuracy of the reports prepared by the Bank's third
party credit card processor and did not extend its assessment to the relevant
aspects of the Bank's
<PAGE>
compliance that are the responsibility of the third party credit card processor.
Accordingly, and in accordance with Section 3.06(a) of the Agreement, our
examination did not extend to those aspects of the Bank's compliance that are
the responsibility of the third party credit card processor, and we do not
express an opinion or any other form of assurance on those compliance aspects.
In our opinion, management's assertion that the Bank was in compliance with the
covenants and conditions of the sections in the Agreements referred to above, as
of June 30, 1996, and for the period from March 6, 1996 to June 30, 1996, is
fairly stated, in all material respects.
This report is intended solely for the information and use of the board of
directors and management of the Bank and should not be referred to or
distributed for any purpose to anyone who is not authorized to receive such
information as specified in the Agreement. However, this report is a matter of
public record as a result of being included as an exhibit to the annual report
on Form 10-K prepared by the Bank and filed with the Securities and Exchange
Commission on behalf of First USA Credit Card Master Trust Series 1996-1, and
its distribution is not limited.
/s/ Ernst & Young LLP
July 17, 1996
<PAGE>
EXHIBIT 99.18
Report of Independent Accountants
First USA Bank
Three Christina Centre
201 North Walnut Street
Wilmington, Delaware 19801
and
The Bank of New York (Delaware)
c/o The Bank of New York
101 Barclay Street, Floor 12E
New York, New York 10286
First USA Credit Card Master Trust Series 1996-2
------------------------------------------------
We have examined management's assertion that First USA Bank (the Bank), a wholly
owned subsidiary of First USA Financial, Inc. which is a wholly owned subsidiary
of First USA, Inc., maintained control structure policies and procedures over
the functions performed as Servicer of the First USA Credit Card Master Trust
Series 1996-2 (the Trust) that are effective, as of June 30, 1996, in providing
reasonable assurance that Trust assets are safeguarded against loss from
unauthorized use or disposition and that transactions are executed in accordance
with management's authorization in conformity with the Pooling and Servicing
Agreement (the Agreement) dated as of September 1, 1992, and the Series 1996-2
Pooling and Servicing Agreement Supplement dated June 4, 1996 (together the
Agreements), between the Bank as Transferor and Servicer, and The Bank of New
York (Delaware), as Trustee on behalf of the Certificateholders of the Trust,
and are recorded properly to permit the preparation of the required financial
reports. This assertion is included in the accompanying report of management
titled, "Report of Management on Credit Card Trust Control Structure Policies
and Procedures and Pooling and Servicing Agreement Compliance" (the Report).
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 control structure policies and procedures over
the functions performed by the Bank as Servicer of the Trust, testing and
evaluating the design and operating effectiveness of the policies and
procedures, and such other procedures as we considered necessary in the
circumstances. We believe that our examination provides a reasonable basis for
our opinion.
<PAGE>
As discussed in the Report, management, in providing its assertion on the
control structure policies and procedures, assumed the accuracy of reports
prepared by the Bank's third party credit card processor and did not extend its
assessment to the control structure policies and procedures of the Bank's third
party credit card processor. Accordingly, and in accordance with Section 3.06(a)
and (b) of the Agreement, our examination did not extend to the control
structure policies and procedures of the Bank's third party credit card
processor, and we do not express an opinion or any other form of assurance on
those control structure policies and procedures.
Because of inherent limitations in any control structure policies and
procedures, errors or irregularities may occur and not be detected. Also,
projections of any evaluation of the control structure policies and procedures
over the functions performed by the Bank as Servicer of the Trust to future
periods are subject to the risk that the policies and procedures 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 the Bank maintained control
structure policies and procedures over the functions performed as Servicer of
the Trust that are effective, as of June 30, 1996, in providing reasonable
assurance that Trust assets are safeguarded against loss from unauthorized use
or disposition and that transactions are executed in accordance with
management's authorization in conformity with the Agreements between the Bank as
Transferor and Servicer and The Bank of New York (Delaware), as Trustee, on
behalf of the Certificateholders of the Trust, and are recorded properly to
permit the preparation of the required financial reports, is fairly stated, in
all material respects, based upon the following criteria specified in the
Report:
- - Policies and procedures provide reasonable assurance that funds collected are
appropriately remitted to the Trustee in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that the addition of
Accounts to the Trust are authorized in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that the removal of
Accounts from the Trust are authorized in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that Trust assets
amortizing out of the Trust are calculated in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that daily Trust reports
are prepared and contain all required information in accordance with the
Agreements.
- - Policies and procedures provide reasonable assurance that monthly Trust
reports generated in the form of "Exhibits" contain all required information
per section 5.02 of the Agreements.
<PAGE>
- - Policies and procedures provide reasonable assurance that the Annual
Servicer's Certificates are delivered to the Trustee in accordance with the
Agreements.
- - Policies and procedures provide reasonable assurance that the amount of
Investor Charge-Offs are calculated in accordance with the Agreements.
- - Policies and procedures provide reasonable assurance that the payments to
Certificateholders are made by the Trustee in accordance with the Agreements.
This report is intended solely for the information and use of the board of
directors and management of the Bank and should not be referred to or
distributed for any purpose to anyone who is not authorized to receive such
information, as specified in the Agreement. However, this report is a matter of
public record, as a result of being included as an exhibit to the annual report
on Form 10-K prepared by the Bank and filed with the Securities and Exchange
Commission on behalf of First USA Credit Card Master Trust Series 1996-2, and
its distribution is not limited.
/s/ Ernst & Young LLP
July 17, 1996
<PAGE>
Report of Independent Accountants
First USA Bank
Three Christina Centre
201 North Walnut Street
Wilmington, Delaware 19801
and
The Bank of New York (Delaware)
c/o The Bank of New York
101 Barclay Street, Floor 12E
New York, New York 10286
First USA Credit Card Master Trust Series 1996-2
------------------------------------------------
We have examined management's assertion that First USA Bank (the Bank), a wholly
owned subsidiary of First USA Financial, Inc., which is a wholly owned
subsidiary of First USA, Inc., complied with the covenants and conditions of
Sections 2.06, 2.07, 3.01(b), 3.04(a) and (b), 3.05, 3.06(a) and (b), and 4.03,
of the Pooling and Servicing Agreement dated as of September 1, 1992 (the
Agreement), and Sections 4.09, 4.12, and 5.02 of the Series 1996-2 Pooling and
Servicing Agreement Supplement dated June 4, 1996 (together the Agreements),
between First USA Bank and The Bank of New York (Delaware), as of June 30, 1996,
and for the period from June 4, 1996 to June 30, 1996, included in the
accompanying report by management titled, "Report of Management on Credit Card
Trust Control Structure Policies and Procedures and Pooling and Servicing
Agreement Compliance" (the Report). Management is responsible for the Bank's
compliance with those requirements. Our responsibility is to express an opinion
on management's assertion about the Bank's compliance based on our examination.
Our examination was made in accordance with standards established by the
American Institute of Certified Public Accountants and, accordingly, included
examining, on a test basis, evidence about the Bank's compliance with those
requirements and performing such other procedures as we considered necessary in
the circumstances. We believe that our examination provides a reasonable basis
for our opinion. Our examination does not provide a legal determination of the
Bank's compliance with specified requirements.
As discussed in the Report, management, in providing its assertion on
compliance, assumed the accuracy of the reports prepared by the Bank's third
party credit card processor and did not extend its assessment to the relevant
aspects of the Bank's
<PAGE>
compliance that are the responsibility of the third party credit card processor.
Accordingly, and in accordance with Section 3.06(a) of the Agreement, our
examination did not extend to those aspects of the Bank's compliance that are
the responsibility of the third party credit card processor, and we do not
express an opinion or any other form of assurance on those compliance aspects.
In our opinion, management's assertion that the Bank was in compliance with the
covenants and conditions of the sections in the Agreements referred to above, as
of June 30, 1996, and for the period from June 4, 1996 to June 30, 1996, is
fairly stated, in all material respects.
This report is intended solely for the information and use of the board of
directors and management of the Bank and should not be referred to or
distributed for any purpose to anyone who is not authorized to receive such
information as specified in the Agreement. However, this report is a matter of
public record as a result of being included as an exhibit to the annual report
on Form 10-K prepared by the Bank and filed with the Securities and Exchange
Commission on behalf of First USA Credit Card Master Trust Series 1996-2, and
its distribution is not limited.
/s/ Ernst & Young LLP
July 17, 1996
<PAGE>
EXHIBIT 99.19
INDEPENDENT ACCOUNTANTS' REPORT ON APPLYING AGREED-UPON PROCEDURES
First USA Bank
Three Christina Centre
201 North Walnut Street
Wilmington, Delaware 19801
and
Bank of New York (Delaware)
as Trustee for the various Certificateholders and Enhancement Providers
of First USA Credit Card Master Trust
c/o The Bank of New York
101 Barclay Street, Floor 12E
New York, New York 10286
We have performed certain agreed-upon procedures, as described below, which
were agreed to by the Bank of New York (Delaware) (the "Trustee") and
management of First USA Bank (the "Servicer"), solely to assist the users in
evaluating management's assertion about the Servicer's compliance with Section
3.06 (b) of the Pooling and Servicing Agreement (the "Agreement"), dated
September 1, 1992, between First USA Bank and the Bank of New York (Delaware)
(specific applicable Pooling and Servicing Agreement Supplements (the
"Supplements") and related compliance periods are identified in Attachment 1).
This agreed-upon procedures engagement was performed in accordance with
standards established by the American Institute of Certified Public Accountants.
The sufficiency of these procedures is solely the responsibility the specified
users of the report. Consequently, we make no representation regarding the
sufficiency of the procedures described below either for the purpose for which
this report has been requested or for any other purpose.
Capitalized terms used but not defined herein shall have the meaning given to
them in the Agreement.
In the course of this engagement, the Servicer provided the following documents
relating to the issuance of the Certificates:
* Pooling and Servicing Agreement for the First USA Credit Card Master Trust
dated September 1, 1992.
<PAGE>
* Monthly certificates related to the Agreement and Supplements identified in
Attachment 1 which were forwarded by the Servicer to the Trustee during the
period July 1995 through June 1996 (the "Monthly Certificates").
* Computer reports from the Servicer's system for the period July 1995
through June 1996 related to the Supplements identified in Attachment 1
which were used by the Servicer to prepare the Monthly Certificates.
For each of the twelve Monthly Certificates forwarded by the Servicer to the
Trustee during the period July 1995 through June 1996, we compared the
mathematical calculations of each amount set forth with the Servicer's computer
reports which were the source of such amount and noted that all such amounts
were in agreement, except for the following:
1. The Monthly Certificate for October 1995 contained a difference in Item 9 -
"The aggregate amount of funds on deposit in the Principal Account with
respect to Collections processed as of the end of the last day of the
preceding Monthly Period." Per the Monthly Certificate, the amount related
to Series 1992-1 is $4,351,880. Per the Servicer's computer reports, the
amount should be $25,666,667.
2. The Monthly Certificate for January 1996 contained a difference in Item 6 -
"The aggregate amount of the Investor Percentage of Principal Receivables
processed and allocated by the Servicer pursuant to Section 4.03 during the
preceding Monthly Period." Per the Monthly Certificate, the amount related
to Series 1994-4 Class A is $73,546,974. Per the Servicer's computer
reports, the amount should be $68,557,644.
3. The Monthly Certificate for June 1996 contained a difference in Item 6 -
"The aggregate amount of the Investor Percentage of Principal Receivables
processed and allocated by the Servicer pursuant to Section 4.03 during the
preceding Monthly Period." Per the Monthly Certificate, the amount related
to Series 1995-2 Class A is $64,667,696; the amount related to Class B is
$5,539,199; and the amount related to Class CIA is $8,938,563. Per the
Servicer's computer reports, the amount related to Class A should be
$65,693,267; the amount related to Class B should be $5,139,344; and the
amount related to Class CIA should be $8,312,848.
4. The Monthly Certificate for June 1996 contained a difference on Page 10 -
"Default Amt During Period." Per the Monthly Certificate, the Total amount
shown is $57,648,321. The actual total of all the Series listed in this
section is $62,568,061.
We were not engaged to, and did not, perform an audit, the objective of which
would be the expression of an opinion on the specified elements, accounts, or
items. Accordingly, we do not express such an opinion. Had we performed
additional procedures, other matters might have come to our attention that would
have been reported to you.
<PAGE>
This report is intended solely for the specified users above and should not be
used by those who have not agreed to the procedures and taken responsibility for
the sufficiency of the procedures for their purposes. However, this report is a
matter of public record as a result of being included as an exhibit to the
annual report on Form 10-K prepared by the Servicer and filed with the
Securities and Exchange Commission on behalf of First USA Credit Card Master
Trust, and its distribution is not limited.
/s/ Ernst & Young LLP
July 17, 1996
<PAGE>
ATTACHMENT 1
<TABLE>
<CAPTION>
SUPPLEMENT COMPLIANCE
TRUST SERIES TRUSTEE DATE PERIOD
<S> <C> <C> <C>
First USA Credit Card The Bank of New 9/1/92 7/1/95 - 6/30/96
Master Trust Series 1992-1 York (Delaware)
First USA Credit Card The Bank of New 5/1/93 7/1/95 - 6/30/96
Master Trust Series 1993-1 York (Delaware)
First USA Credit Card The Bank of New 10/1/93 7/1/95 - 6/30/96
Master Trust Series 1993-2 York (Delaware)
First USA Credit Card The Bank of New 10/1/93 7/1/95 - 6/30/96
Master Trust Series 1993-3 York (Delaware)
First USA Credit Card The Bank of New 4/5/94 7/1/95 - 6/30/96
Master Trust Series 1994-1 York (Delaware)
First USA Credit Card The Bank of New 4/14/94 7/1/95 - 6/30/96
Master Trust Series 1994-2 York (Delaware)
First USA Credit Card The Bank of New 6/1/94 7/1/95 - 6/30/96
Master Trust Series 1994-3 York (Delaware)
First USA Credit Card The Bank of New 6/1/94 7/1/95 - 6/30/96
Master Trust Series 1994-4 York (Delaware)
First USA Credit Card The Bank of New 7/30/94 7/1/95 - 6/30/96
Master Trust Series 1994-5 York (Delaware)
First USA Credit Card The Bank of New 7/30/94 7/1/95 - 6/30/96
Master Trust Series 1994-6 York (Delaware)
First USA Credit Card The Bank of New 11/8/94 7/1/95 - 6/30/96
Master Trust Series 1994-7 York (Delaware)
First USA Credit Card The Bank of New 11/8/94 7/1/95 - 6/30/96
Master Trust Series 1994-8 York (Delaware)
First USA Credit Card The Bank of New 3/1/95 7/1/95 - 6/30/96
Master Trust Series 1995-1 York (Delaware)
First USA Credit Card The Bank of New 3/1/95 7/1/95 - 6/30/96
Master Trust Series 1995-2 York (Delaware)
First USA Credit Card The Bank of New 5/16/95 7/1/95 - 6/30/96
Master Trust Series 1995-3 York (Delaware)
First USA Credit Card The Bank of New 9/14/95 9/14/95 - 6/30/96
Master Trust Series 1995-4 York (Delaware)
First USA Credit Card The Bank of New 9/14/95 9/14/95 - 6/30/96
Master Trust Series 1995-5 York (Delaware)
First USA Credit Card The Bank of New 12/7/95 12/7/95 - 6/30/96
Master Trust Series 1995-6 York (Delaware)
First USA Credit Card The Bank of New 3/6/96 3/6/96 - 6/30/96
Master Trust Series 1996-1 York (Delaware)
First USA Credit Card The Bank of New 5/2/96 5/2/96 - 6/30/96
Master Trust Series York (Delaware)
1996-E1
First USA Credit Card The Bank of New 6/4/96 6/4/96 - 6/30/96
Master Trust Series 1996-2 York (Delaware)
First USA Credit Card The Bank of New 6/6/96 6/6/96 - 6/30/96
Master Trust Series York (Delaware)
1996-3
</TABLE>
