SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 of the
Securities Exchange Act of 1934
Date of Report
(Date of earliest event reported): December 7, 2000
PRIME RECEIVABLES CORPORATION
(Originator of the Prime Credit Card Master Trust)
7 W. Seventh Street
Cincinnati, Ohio 45202
(513) 579-7580
Delaware 31-1359594 0-21118
(State of Incorporation) (IRS I.D. No.) (Commission File Number)
_________________________________________________________________
Item 5. Other Events.
On December 7, 2000, Prime Receivables Corporation (the
"Company") entered into the Series 2000-1 Supplement, dated
as of December 7, 2000 (the "Series 2000-1 Supplement"), to
the Amended and Restated Pooling and Servicing Agreement,
dated as of December 15, 1992, among the Company, FDS
National Bank, as Servicer (successor in such capacity to
Federated Department Stores, Inc.), as Trustee (as amended
and supplemented, the "Pooling and Servicing Agreement"). A
copy of the Series 2000-1 Supplement is filed herewith as
Exhibit 4.
Pursuant to the Series 2000-1 Supplement, a new
series of Certificates (the "Series 2000-1 Certificates")
representing undivided interests in the Prime Credit Card
Master Trust (the "Trust") was created. The Series 2000-1
Certificates consist of three classes," the 6.70% Class A
Asset Backed Certificates, Series 2000-1 (the "Class A
Certificate"); the 7.00% Class B Asset Backed Certificates,
Series 2000-1 (the "Class B Certificates,"); and the 0.00%
Class C Asset Backed Certificates, Series 2000-1 (the "Class
C Certificates").
The Class A Certificates (the aggregate stated
principal amount of which is $400,000,000) were issued and
sold in an underwritten public offering on December 7, 2000.
A copy of the Underwriting Agreement pursuant to which the
Class A Certificates were so issued and sold is filed
herewith as Exhibit 1. The Class B Certificates (the
aggregate stated principal amount of which is $38,100,000)
and the Class C Certificates (the aggregate principal amount
of which is $38,100,000) were issued to the Company on
December 7, 2000 and, as of the date of this report, were
held by the Company. Subject to the applicable provisions
of the Pooling and Servicing Agreement, the Class B
Certificates and the Class C Certificates or interests
therein may hereafter be transferred by the Company in whole
or in part to other persons or entities.
On December 15, 2000, the Servicer made available to
the Trustee a Settlement Statement relating to the period
ended November 25, 2000 and to the related distributions
made on December 15, 2000 (the "Settlement Statement"). A
copy of the Settlement Statement is filed herewith as
Exhibit 29.15.
Item 7.
Financial Statements, Pro Forma Financial Information, and Exhibits.
The following Exhibits are filed with this Report:
1 Underwriting Agreement, dated November 30, 2000,
among the Company, FDS Bank, Federated
Department Stores, Inc. and the Underwriters
named therein.
4 Series 2000-1 Supplement, dated as of December
7, 2000, to Amended and Restated Pooling and
Servicing Agreement dated as of December 15,
1992.
29.15 Settlement Statement of the Trust for the period
ended November 25, 2000 and the related
distributions made on December 15, 2000.
Pursuant to the requirements of the Securities Exchange Act
of 1934, the Registrant has duly caused this report to be signed
on its behalf by the undersigned hereunto duly authorized.
PRIME RECEIVABLES CORPORATION
Date: December 27, 2000 By: /s/ David W. Dawson
David W. Dawson,
Treasurer
INDEX TO EXHIBITS
Exhibit Sequentially
Number Exhibit Numbered Page
1 Underwriting Agreement, dated November 30, 2000,
among the Company, FDS Bank, Federated
Department Stores, Inc. and the Underwriters
named therein.
4 Series 2000-1 Supplement, dated as of December
7, 2000, to Amended and Restated Pooling and
Servicing Agreement dated as of December 15,
1992.
29.15 Settlement Statement of the Trust for the period
ended November 25, 2000 and the related
distributions made on December 15, 2000.
