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CONFORMED COPY
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K
(MARK ONE)
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
FOR THE PERIOD FROM DECEMBER 1, 1998 THROUGH NOVEMBER 30, 1999
COMMISSION FILE NUMBER 0-23108
DISCOVER CARD MASTER TRUST I
(Exact name of registrant as specified in its charter)
DELAWARE NOT APPLICABLE
(State of Organization) (I.R.S. Employer Identification No.)
C/O GREENWOOD TRUST COMPANY
12 READ'S WAY
NEW CASTLE, DELAWARE 19720
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (302) 323-7184
Securities registered pursuant to Section 12(b) of the Act:
NAME OF EACH EXCHANGE
TITLE OF EACH CLASS ON WHICH EACH CLASS
TO BE SO REGISTERED IS TO BE REGISTERED
------------------- -------------------
None Not Applicable
SECURITIES REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT:
SERIES 1993-3:
6.20% Class A Credit Card Pass-Through Certificates
6.45% Class B Credit Card Pass-Through Certificates
SERIES 1994-2:
Floating Rate Class A Credit Card Pass-Through Certificates
8.05% Class B Credit Card Pass-Through Certificates
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SERIES 1995-1:
Floating Rate Class A Credit Card Pass-Through Certificates
Floating Rate Class B Credit Card Pass-Through Certificates
SERIES 1995-2:
6.55% Class A Credit Card Pass-Through Certificates
6.75% Class B Credit Card Pass-Through Certificates
SERIES 1995-3:
Floating Rate Class A Credit Card Pass-Through Certificates
Floating Rate Class B Credit Card Pass-Through Certificates
SERIES 1996-1:
Floating Rate Class A Credit Card Pass-Through Certificates
Floating Rate Class B Credit Card Pass-Through Certificates
SERIES 1996-2:
Floating Rate Class A Credit Card Pass-Through Certificates
Floating Rate Class B Credit Card Pass-Through Certificates
SERIES 1996-3:
6.05% Class A Credit Card Pass-Through Certificates
6.25% Class B Credit Card Pass-Through Certificates
SERIES 1996-4:
Floating Rate Class A Credit Card Pass-Through Certificates
Floating Rate Class B Credit Card Pass-Through Certificates
SERIES 1997-1:
Floating Rate Class A Credit Card Pass-Through Certificates
Floating Rate Class B Credit Card Pass-Through Certificates
SERIES 1997-2:
6.792% Class A Credit Card Pass-Through Certificates
Floating Rate Class B Credit Card Pass-Through Certificates
SERIES 1997-3:
Floating Rate Class A Credit Card Pass-Through Certificates
Floating Rate Class B Credit Card Pass-Through Certificates
SERIES 1997-4:
Floating Rate Class A Credit Card Pass-Through Certificates
Floating Rate Class B Credit Card Pass-Through Certificates
SERIES 1998-1:
Floating Rate Class A Credit Card Pass-Through Certificates
Floating Rate Class B Credit Card Pass-Through Certificates
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SERIES 1998-2:
5.80% Class A Credit Card Pass-Through Certificates
5.95% Class B Credit Card Pass-Through Certificates
SERIES 1998-3:
Floating Rate Class A Credit Card Pass-Through Certificates
Floating Rate Class B Credit Card Pass-Through Certificates
SERIES 1998-4:
5.75% Class A Credit Card Pass-Through Certificates
5.90% Class B Credit Card Pass-Through Certificates
SERIES 1998-6:
5.85% Class A Credit Card Pass-Through Certificates
6.05% Class B Credit Card Pass-Through Certificates
SERIES 1998-7:
5.60% Class A Credit Card Pass-Through Certificates
5.90% Class B Credit Card Pass-Through Certificates
SERIES 1999-1:
5.30% Class A Credit Card Pass-Through Certificates
5.55% Class B Credit Card Pass-Through Certificates
SERIES 1999-2:
5.90% Class A Credit Card Pass-Through Certificates
6.10% Class B Credit Card Pass-Through Certificates
SERIES 1999-3:
Floating Rate Class A Credit Card Pass-Through Certificates
Floating Rate Class B Credit Card Pass-Through Certificates
SERIES 1999-4:
5.65% Class A Credit Card Pass-Through Certificates
5.85% Class B Credit Card Pass-Through Certificates
SERIES 1999-5
Floating Rate Class A Credit Card Pass-Through Certificates
Floating Rate Class B Credit Card Pass-Through Certificates
SERIES 1999-6:
6.85% Class A Credit Card Pass-Through Certificates
7.10% Class B Credit Card Pass-Through Certificates
SERIES 2000-1
Floating Rate Class A Credit Card Pass-Through Certificates
Floating Rate Class B Credit Card Pass-Through Certificates
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Registrant (1) has filed all reports required to be filed by Section 13
or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months
and (2) has been subject to such filing requirements for the past 90 days.
Yes x No __
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. [X]
Index to Exhibits Appears on Page 13.
PART I
ITEM 1. BUSINESS
The Discover Card Master Trust I (the "Trust") was formed pursuant to a
Pooling and Servicing Agreement dated as of October 1, 1993, as amended (the
"Pooling and Servicing Agreement") by and between Greenwood Trust Company
("Greenwood") as Master Servicer, Servicer and Seller, and U.S. Bank National
Association (formerly, First Bank National Association, successor trustee to
Bank of America Illinois, formerly Continental Bank, National Association) as
Trustee (the "Trustee"). The Trust's only business is to act as a passive
conduit to permit investment in a pool of retail consumer receivables.
The 6.20% Class A Credit Card Pass-Through Certificates (the "Series
1993-3 Class A Certificates") and the 6.45% Class B Credit Card Pass-Through
Certificates (the "Series 1993-3 Class B Certificates") of Series 1993-3 were
issued pursuant to the Pooling and Servicing Agreement and a Series Supplement
to the Pooling and Servicing Agreement dated as of November 23, 1993, by and
between Greenwood and the Trustee.
The Floating Rate Class A Credit Card Pass-Through Certificates (the
"Series 1994-2 Class A Certificates") and the 8.05% Class B Credit Card
Pass-Through Certificates (the "Series 1994-2 Class B Certificates") of Series
1994-2 were issued pursuant to the Pooling and Servicing Agreement and a Series
Supplement to the Pooling and Servicing Agreement dated as of October 14, 1994,
as amended, by and between Greenwood and the Trustee.
The Floating Rate Class A Credit Card Pass-Through Certificate (the
"Series 1994-A Class A Certificate") of Series 1994-A was issued pursuant to the
Pooling and Servicing Agreement and a Series Supplement to the Pooling and
Servicing Agreement dated as of December 20, 1994, as amended, by and between
Greenwood and the Trustee.
The Floating Rate Class A Credit Card Pass-Through Certificates (the
"Series 1995-1 Class A Certificates") and the Floating Rate Class B Credit Card
Pass-Through Certificates (the "Series 1995-1 Class B Certificates") of Series
1995-1 were issued pursuant to the Pooling and Servicing Agreement and a Series
Supplement to the Pooling and Servicing Agreement dated as of April 19, 1995, by
and between Greenwood and the Trustee.
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The 6.55% Class A Credit Card Pass-Through Certificates (the "Series
1995-2 Class A Certificates") and the 6.75% Class B Credit Card Pass-Through
Certificates (the "Series 1995-2 Class B Certificates") of Series 1995-2 were
issued pursuant to the Pooling and Servicing Agreement and a Series Supplement
to the Pooling and Servicing Agreement dated as of August 1, 1995, by and
between Greenwood and the Trustee.
The Floating Rate Class A Credit Card Pass-Through Certificates (the
"Series 1995-3 Class A Certificates") and the Floating Rate Class B Credit Card
Pass-Through Certificates (the "Series 1995-3 Class B Certificates") of Series
1995-3 were issued pursuant to the Pooling and Servicing Agreement and a Series
Supplement to the Pooling and Servicing Agreement dated as of September 28,
1995, by and between Greenwood and the Trustee.
The Floating Rate Class A Credit Card Pass-Through Certificates (the
"Series 1996-1 Class A Certificates") and the Floating Rate Class B Credit Card
Pass-Through Certificates (the "Series 1996-1 Class B Certificates") of Series
1996-1 were issued pursuant to the Pooling and Servicing Agreement and a Series
Supplement to the Pooling and Servicing Agreement dated as of January 18, 1996,
by and between Greenwood and the Trustee.
The Floating Rate Class A Credit Card Pass-Through Certificates (the
"Series 1996-2 Class A Certificates") and the Floating Rate Class B Credit Card
Pass-Through Certificates (the "Series 1996-2 Class B Certificates") of Series
1996-2 were issued pursuant to the Pooling and Servicing Agreement and a Series
Supplement to the Pooling and Servicing Agreement dated as of January 29, 1996,
by and between Greenwood and the Trustee.
The 6.05% Class A Credit Card Pass-Through Certificates (the "Series
1996-3 Class A Certificates") and the 6.25% Class B Credit Card Pass-Through
Certificates (the "Series 1996-3 Class B Certificates") of Series 1996-3 were
issued pursuant to the Pooling and Servicing Agreement and a Series Supplement
to the Pooling and Servicing Agreement dated as of February 21, 1996, by and
between Greenwood and the Trustee.
The Floating Rate Class A Credit Card Pass-Through Certificates (the
"Series 1996-4 Class A Certificates") and the Floating Rate Class B Credit Card
Pass-Through Certificates (the "Series 1996-4 Class B Certificates") of Series
1996-4 were issued pursuant to the Pooling and Servicing Agreement and a Series
Supplement to the Pooling and Servicing Agreement dated as of April 30, 1996, by
and between Greenwood and the Trustee.
The Floating Rate Class A Credit Card Pass-Through Certificates (the
"Series 1997-1 Class A Certificates") and the Floating Rate Class B Credit Card
Pass-Through Certificates (the "Series 1997-1 Class B Certificates") of Series
1997-1 were issued pursuant to the Pooling and Servicing Agreement and a Series
Supplement to the Pooling and Servicing Agreement dated as of August 26, 1997,
by and between Greenwood and the Trustee.
The 6.792% Class A Credit Card Pass-Through Certificates (the "Series
1997-2 Class A Certificates") and the Floating Rate Class B Credit Card
Pass-Through Certificates (the "Series 1997-2 Class B Certificates") of Series
1997-2 were issued pursuant to the Pooling and
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Servicing Agreement and a Series Supplement to the Pooling and Servicing
Agreement dated as of October 15, 1997, by and between Greenwood and the
Trustee.
The Floating Rate Class A Credit Card Pass-Through Certificates (the
"Series 1997-3 Class A Certificates") and the Floating Rate Class B Credit Card
Pass-Through Certificates (the "Series 1997-3 Class B Certificates") of Series
1997-3 were issued pursuant to the Pooling and Servicing Agreement and a Series
Supplement to the Pooling and Servicing Agreement dated as of October 23, 1997,
by and between Greenwood and the Trustee.
The Floating Rate Class A Credit Card Pass-Through Certificates (the
"Series 1997-4 Class A Certificates") and the Floating Rate Class B Credit Card
Pass-Through Certificates (the "Series 1997-4 Class B Certificates") of Series
1997-4 were issued pursuant to the Pooling and Servicing Agreement and a Series
Supplement to the Pooling and Servicing Agreement dated as of October 31, 1997,
by and between Greenwood and the Trustee.
The Floating Rate Class A Credit Card Pass-Through Certificates (the
"Series 1998-1 Class A Certificates") and the Floating Rate Class B Credit Card
Pass-Through Certificates (the "Series 1998-1 Class B Certificates") of Series
1998-1 were issued pursuant to the Pooling and Servicing Agreement and a Series
Supplement to the Pooling and Servicing Agreement dated as of January 14, 1998,
by and between Greenwood and the Trustee.
The 5.80% Class A Credit Card Pass-Through Certificates (the "Series
1998-2 Class A Certificates") and the 5.95% Class B Credit Card Pass-Through
Certificates (the "Series 1998-2 Class B Certificates") of Series 1998-2 were
issued pursuant to the Pooling and Servicing Agreement and a Series Supplement
to the Pooling and Servicing Agreement dated as of March 4, 1998, by and between
Greenwood and the Trustee.
The Floating Rate Class A Credit Card Pass-Through Certificates (the
"Series 1998-3 Class A Certificates") and the Floating Rate Class B Credit Card
Pass-Through Certificates (the "Series 1998-3 Class B Certificates") of Series
1998-3 were issued pursuant to the Pooling and Servicing Agreement and a Series
Supplement to the Pooling and Servicing Agreement dated as of March 25, 1998, by
and between Greenwood and the Trustee.
The 5.75% Class A Credit Card Pass-Through Certificates (the "Series
1998-4 Class A Certificates") and the 5.90% Class B Credit Card Pass-Through
Certificates (the "Series 1998-4 Class B Certificates") of Series 1998-4 were
issued pursuant to the Pooling and Servicing Agreement and a Series Supplement
to the Pooling and Servicing Agreement dated as of April 9, 1998, by and between
Greenwood and the Trustee.
The Floating Rate Class A Credit Card Pass-Through Certificates (the
"Series 1998-5 Class A Certificates") and the Floating Rate Class B Credit Card
Pass-Through Certificates (the "Series 1998-5 Class B Certificates") of Series
1998-5 were issued pursuant to the Pooling and Servicing Agreement and a Series
Supplement to the Pooling and Servicing Agreement dated as of June 12, 1998, by
and between Greenwood and the Trustee.
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The 5.85% Class A Credit Card Pass-Through Certificates (the "Series
1998-6 Class A Certificates") and the 6.05% Class B Credit Card Pass-Through
Certificates (the "Series 1998-6 Class B Certificates") of Series 1998-6 were
issued pursuant to the Pooling and Servicing Agreement and a Series Supplement
to the Pooling and Servicing Agreement dated as of July 30, 1998, by and between
Greenwood and the Trustee.
The 5.60% Class A Credit Card Pass-Through Certificates (the "Series
1998-7 Class A Certificates") and the 5.90% Class B Credit Card Pass-Through
Certificates (the "Series 1998-7 Class B Certificates") of Series 1998-7 were
issued pursuant to the Pooling and Servicing Agreement and a Series Supplement
to the Pooling and Servicing Agreement dated as of November 12, 1998, by and
between Greenwood and the Trustee.
The 5.30% Class A Credit Card Pass-Through Certificates (the "Series
1999-1 Class A Certificates") and the 5.55% Class B Credit Card Pass-Through
Certificates (the "Series 1999-1 Class B Certificates") of Series 1999-1 were
issued pursuant to the Pooling and Servicing Agreement and a Series Supplement
to the Pooling and Servicing Agreement dated as of February 9, 1999, by and
between Greenwood and the Trustee.
The 5.90% Class A Credit Card Pass-Through Certificates (the "Series
1999-2 Class A Certificates") and the 6.10% Class B Credit Card Pass-Through
Certificates (the "Series 1999-2 Class B Certificates") of Series 1999-2 were
issued pursuant to the Pooling and Servicing Agreement and a Series Supplement
to the Pooling and Servicing Agreement dated as of March 10, 1999, by and
between Greenwood and the Trustee.
The Floating Rate Class A Credit Card Pass-Through Certificates (the
"Series 1999-3 Class A Certificates") and the Floating Rate Class B Credit Card
Pass-Through Certificates (the "Series 1999-3 Class B Certificates") of Series
1999-3 were issued pursuant to the Pooling and Servicing Agreement and a Series
Supplement to the Pooling and Servicing Agreement dated as of April 6, 1999, by
and between Greenwood and the Trustee.
The 5.65% Class A Credit Card Pass-Through Certificates (the "Series
1999-4 Class A Certificates") and the 5.85% Class B Credit Card Pass-Through
Certificates (the "Series 1999-4 Class B Certificates") of Series 1999-4 were
issued pursuant to the Pooling and Servicing Agreement and a Series Supplement
to the Pooling and Servicing Agreement dated as of April 27, 1999, by and
between Greenwood and the Trustee.
The Floating Rate Class A Credit Card Pass-Through Certificates (the
"Series 1999-5 Class A Certificates") and the Floating Rate Class B Credit Card
Pass-Through Certificates (the "Series 1999-5 Class B Certificates") of Series
1999-5 were issued pursuant to the Pooling and Servicing Agreement and a Series
Supplement to the Pooling and Servicing Agreement dated as of June 15, 1999, by
and between Greenwood and the Trustee.
The 6.85% Class A Credit Card Pass-Through Certificates (the "Series
1999-6 Class A Certificates") and the 7.10% Class B Credit Card Pass-Through
Certificates (the "Series 1999-6 Class B Certificates") of Series 1999-6 were
issued pursuant to the Pooling and Servicing
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Agreement and a Series Supplement to the Pooling and Servicing Agreement dated
as of December 14, 1999, by and between Greenwood and the Trustee.
The Floating Rate Class A Credit Card Pass-Through Certificates (the
"Series 2000-1 Class A Certificates") and the Floating Rate Class B Credit Card
Pass-Through Certificates (the "Series 2000-1 Class B Certificates") of Series
2000-1 were issued pursuant to the Pooling and Servicing Agreement and a Series
Supplement to the Pooling and Servicing Agreement dated as of January 27, 2000,
by and between Greenwood and the Trustee.
The Trust's Series 1993-3 Class A Certificates, Series 1994-2 Class A
Certificates, Series 1995-1 Class A Certificates, Series 1995-2 Class A
Certificates, Series 1995-3 Class A Certificates, Series 1996-1 Class A
Certificates, Series 1996-2 Class A Certificates, Series 1996-3 Class A
Certificates, Series 1996-4 Class A Certificates, Series 1997-1 Class A
Certificates, Series 1997-2 Class A Certificates, Series 1997-3 Class A
Certificates, Series 1997-4 Class A Certificates, Series 1998-1 Class A
Certificates, Series 1998-2 Class A Certificates, Series 1998-3 Class A
Certificates, Series 1998-4 Class A Certificates, Series 1998-6 Class A
Certificates, Series 1998-7 Class A Certificates, Series 1999-1 Class A
Certificates, Series 1999-2 Class A Certificates, Series 1999-3 Class A
Certificates, Series 1999-4 Class A Certificates, Series 1999-5 Class A
Certificates, Series 1999-6 Class A Certificates and Series 2000-1 Class A
Certificates shall collectively be known as the "Class A Certificates."
Similarly, the Trust's Series 1993-3 Class B Certificates, Series 1994-2 Class B
Certificates, Series 1995-1 Class B Certificates, Series 1995-2 Class B
Certificates, Series 1995-3 Class B Certificates, Series 1996-1 Class B
Certificates, Series 1996-2 Class B Certificates, Series 1996-3 Class B
Certificates, Series 1996-4 Class B Certificates, Series 1997-1 Class B
Certificates, Series 1997-2 Class B Certificates, Series 1997-3 Class B
Certificates, Series 1997-4 Class B Certificates, Series 1998-1 Class B
Certificates, Series 1998-2 Class B Certificates, Series 1998-3 Class B
Certificates, Series 1998-4 Class B Certificates, Series 1998-5 Class B
Certificates, Series 1998-6 Class B Certificates, Series 1998-7 Class B
Certificates, Series 1999-1 Class B Certificates, Series 1999-2 Class B
Certificates, Series 1999-3 Class B Certificates, Series 1999-4 Class B
Certificates, Series 1999-5 Class B Certificates, Series 1999-6 Class B
Certificates and Series 2000-1 Class B Certificates shall collectively be known
as the "Class B Certificates."
ITEM 2. PROPERTIES
The property of the Trust includes a portfolio of receivables (the
"Receivables") arising under selected Discover Card accounts (the "Accounts")
originated by Greenwood, the cash received in payment of those Receivables
(including recoveries on charged-off Receivables), funds on deposit in the
Credit Enhancement Account for each Series, and an interest rate swap with
respect to Series 1997-2. At or prior to the time of the Trust's formation,
Greenwood transferred to the Trust all the Receivables in the Accounts
designated as such at or prior to such time. Greenwood has also transferred to
the Trust the Receivables in accounts that were designated as Accounts after the
time of formation of the Trust, as of the time of such designation. Greenwood
also has transferred and will transfer additional Receivables generated in the
Accounts to the Trust on an ongoing basis and in the future may transfer
Receivables in Additional Accounts to the Trust from time to time. Information
related to the performance of the Receivables during the period from December 1,
1998 through November 30, 1999 is set
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forth in the ANNUAL AGGREGATE REPORT filed as Exhibit 99(A) to this Annual
Report on Form 10-K.
ITEM 3. LEGAL PROCEEDINGS
Greenwood is involved from time to time in various legal proceedings
that arise in the ordinary course of its business. Greenwood does not believe
that the resolution of any of these proceedings will have a material adverse
effect on Greenwood's financial condition or on the Receivables. There can be no
assurance, however, regarding any of these effects.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
None
PART II
ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS
The Class A Certificates and the Class B Certificates are held and
delivered in book-entry form through the facilities of The Depository Trust
Company ("DTC") (in the United States), a "clearing agency" registered pursuant
to the provisions of Section 17A of the Securities Exchange Act of 1934, as
amended, or Clearstream Banking or Euroclear (in Europe). The definitive Class A
Certificates and Class B Certificates are held by Cede & Co., the nominee of
DTC.
ITEM 9. CHANGES IN AND DISAGREEMENT WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE
None
PART III
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
As of February 15, 2000, 100% of the Class A Certificates and the Class
B Certificates was held in the nominee name Cede & Co. for beneficial owners. As
of February 15, 2000, 100% of the beneficial ownership of the Series 1994-A
Class A Certificate was held by Riverwoods Funding Corporation. As of February
15, 2000, 100% of the beneficial ownership of the Series 1998-5 Class A
Certificates was held in the nominee name Chase Bank of Texas, National
Association, as custodian and securities intermediary, for beneficial owners.
As of February 15, 2000, Greenwood owned 100% of the uncertificated
Seller Certificate, which represented beneficial ownership of a residual
interest in the assets of the Trust as provided in the Pooling and Servicing
Agreement.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
None
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PART IV
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K
(a) Exhibits:
23. Consent of Deloitte & Touche LLP.
99. (A) 1999 ANNUAL AGGREGATE REPORT prepared by the
Servicer (relating to the period from December 1,
1998 through November 30, 1999).
(B) ANNUAL INDEPENDENT ACCOUNTANTS' REPORTS pursuant
to Section 3.08 of the Pooling and Servicing
Agreement.
(C) MANAGEMENT'S REPORT ON INTERNAL CONTROL RELATED TO
SERVICING PROCEDURES.
(D) DESCRIPTION OF RECENT DEVELOPMENTS
(E) DOCUMENTS INCORPORATED BY REFERENCE
The following sections of the registrant's prospectus,
dated January 20, 2000, and prospectus supplement, dated
January 20, 2000, which were filed on a Current Report
on Form 8-K, dated January 20, 2000 (Commission File No.
0-23108) are incorporated herein by reference: "The
Discover Card Business" on pages S-11 to S-14 of the
prospectus supplement, "Composition and Historical
Performance of the Discover Card Portfolio" on pages
S-17 to S-20 of the prospectus supplement, "The Seller -
Year 2000" on pages 33-34 of the prospectus, "Federal
Income Tax Consequences" on pages 37-43 of the
prospectus, "ERISA Considerations" on pages 44-45 of the
prospectus and "Annex I - Global Clearance, Settlement
and Tax Documentation Procedures" on pages 58-61 of the
prospectus.
(b) Reports on Form 8-K.
Current Reports on Form 8-K are filed on or about the Distribution Date
each month (typically the 15th of the month) with respect to each Series of
Investor Certificates issued by the Trust. The reports include as exhibits the
MONTHLY INVESTOR CERTIFICATEHOLDERS' STATEMENTS and were filed on December 15,
1998, January 15, 1999, February 16, 1999, March 15, 1999, April 15, 1999, May
17, 1999, June 16, 1999, July 15, 1999, August 16, 1999, September 15, 1999,
October 15, 1999, November 15, 1999, December 15, 1999, January 18, 2000 and
February 15, 2000.
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Current Reports on Form 8-K were also filed on the following dates with
respect to the events indicated: December 2, 1998 (change in fiscal year);
January 6, 1999 (addition of accounts to the Trust); January 29, 1999
(distribution to investors of a Series Term Sheet with respect to Series
1999-1); February 3, 1999 (distribution to investors of a Prospectus Supplement
and Prospectus with respect to Series 1999-1); February 3, 1999 (delivery of
certain opinions regarding legality and tax matters with respect to Series
1999-1); February 10, 1999 (issuance of the Series 1999-1 Investor
Certificates); March 1, 1999 (election to delay commencement of the Series
1994-3 Accumulation Period); March 3, 1999 (distribution to investors of a
Series Term Sheet with respect to Series 1999-2); March 5, 1999 (distribution to
investors of a Prospectus Supplement and Prospectus with respect to Series
1999-2); March 8, 1999 (delivery of certain opinions regarding legality and tax
matters with respect to Series 1999-2); March 12, 1999 (issuance of the Series
1999-2 Investor Certificates); March 26, 1999 (distribution to investors of a
Series Term Sheet with respect to Series 1999-3); March 31, 1999 (distribution
to investors of a Prospectus Supplement and Prospectus with respect to Series
1999-3); March 31, 1999 (delivery of certain opinions regarding legality and tax
matters with respect to Series 1999-3); April 7, 1999 (issuance of the Series
1999-3 Investor Certificates); April 16, 1999 (amendments to Credit Enhancement
Agreements); April 19, 1999 (distribution to investors of a Series Term Sheet
with respect to Series 1999-4); April 22, 1999 (distribution to investors of a
Prospectus Supplement and Prospectus with respect to Series 1999-4); April 22,
1999 (delivery of certain opinions regarding legality and tax matters with
respect to Series 1999-4); April 28, 1999 (issuance of the Series 1999-4
Investor Certificates); June 8, 1999 (distribution to investors of a Series Term
Sheet with respect to Series 1999-5); June 10, 1999 (distribution to investors
of a Prospectus Supplement and Prospectus with respect to Series 1999-5); June
11, 1999 (delivery of certain opinions regarding legality and tax matters with
respect to Series 1999-5); June 16, 1999 (issuance of the Series 1999-5 Investor
Certificates); June 30, 1999 (election to delay commencement of Series 1995-2
Accumulation Period); August 31, 1999 (election to delay commencement of Series
1997-4 Accumulation Period); November 30, 1999 (election to delay commencement
of Series 1996-1 Accumulation Period); December 7, 1999 (distribution to
investors of a Series Term Sheet with respect to Series 1999-6); December 9,
1999 (distribution to investors of a Prospectus Supplement and Prospectus with
respect to Series 1999-6); December 13, 1999 (delivery of certain opinions
regarding legality and tax matters with respect to Series 1999-6); December 16,
1999 (issuance of Series 1999-6 Investor Certificates); January 4, 2000
(election to delay commencement of Series 1998-1 and Series 1995-2 Accumulation
Periods); January 18, 2000 (distribution to investors of a Series Term Sheet
with respect to Series 2000-1); January 20, 2000 (distribution to investors of a
Prospectus Supplement and Prospectus with respect to Series 2000-1); January 25,
2000 (delivery of certain opinions regarding legality and tax matters with
respect to Series 2000-1); February 6, 2000 (issuance of the Series 2000-1
Investor Certificates).
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SIGNATURES
Pursuant to the requirements of Section 13 of the Securities Exchange
Act of 1934, the Registrant has duly caused this report to be signed on its
behalf by the undersigned, thereunto duly authorized.
Discover Card Master Trust I
(Registrant)
By: Greenwood Trust Company
(Originator of the Trust)
Dated: February 23, 2000 By: /s/ John J. Coane
-------------------------------------
John J. Coane
Vice President, Chief Accounting Officer and
Treasurer
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EXHIBIT INDEX
EXHIBIT NO.
23. Consent of Deloitte & Touche LLP.
99. (A) 1999 ANNUAL AGGREGATE REPORT prepared by the
Servicer (relating to the period from December 1,
1998 through November 30, 1999).
(B) ANNUAL INDEPENDENT ACCOUNTANTS' REPORTS pursuant
to Section 3.08 of the Pooling and Servicing
Agreement.
(C) MANAGEMENT'S REPORT ON INTERNAL CONTROL RELATED TO
SERVICING PROCEDURES
(D) DESCRIPTION OF RECENT DEVELOPMENTS
(E) DOCUMENTS INCORPORATED BY REFERENCE
The following sections of the registrant's prospectus,
dated January 20, 2000, and prospectus supplement, dated
January 20, 2000, which were filed on a Current Report
on Form 8-K, dated January 20, 2000 (Commission File No.
0-23108) are incorporated herein by reference: "The
Discover Card Business" on pages S-11 to S-14 of the
prospectus supplement, "Composition and Historical
Performance of the Discover Card Portfolio" on pages
S-17 to S-20 of the prospectus supplement, "The Seller -
Year 2000" on pages 33-34 of the prospectus, "Federal
Income Tax Consequences" on pages 37-43 of the
prospectus, "ERISA Considerations" on pages 44-45 of the
prospectus and "Annex I - Global Clearance, Settlement
and Tax Documentation Procedures" on pages 58-61 of the
prospectus.
13
<PAGE> 1
EXHIBIT 23
INDEPENDENT ACCOUNTANTS' CONSENT
We consent to incorporation by reference in the Registration Statement of
Discover Card Master Trust I (Registration Number 33-62263) on Form S-3 of our
Independent Accountants' Report dated January 21, 2000, pursuant to Section 3.08
of the Pooling and Servicing Agreement dated as of October 1, 1993, as amended,
between Greenwood Trust Company and U.S. Bank National Association (formerly
First Bank National Association, successor trustee to Bank of America Illinois,
formerly Continental Bank, National Association) as Trustee, appearing as
Exhibit 99(B) to the Annual Report on Form 10-K of Discover Card Master Trust I
for the period from December 1, 1998 through November 30, 1999.
/s/ Deloitte & Touche, LLP
--------------------------
February 16, 2000
<PAGE> 1
EXHIBIT 99(A)
DISCOVER CARD MASTER TRUST
Series 1993-3
Credit Card Pass - Through Certificates
Distribution and Performance
Annual Aggregate Report - 1999
Pursuant to the Series Supplement dated as of November 23, 1993, for Series
1993-3, and relating to the Pooling and Servicing Agreement dated as of
October 1, 1993 (the "Agreement") by and between Greenwood Trust Company
(the "Servicer"), and U.S. Bank National Association, as Trustee, the
Servicer is required to prepare certain information each month regarding
current distributions to Investor Certificateholders and the performance of
the Trust during the previous month. For purposes of filing Form 10-K,
certain information is required to be prepared with respect to such
Distribution Dates occurring during the fiscal year ended November 30,
1999. The information which is required to be prepared with respect to
such Distribution Dates related to the period mentioned above is set forth
below. Certain of the information is presented on the basis of an original
principal amount of $1000 per Investor Certificate. Certain other
information is presented based upon the aggregate amounts for the Trust as
a whole.
A. Information Regarding the Aggregate Distributions for the Fiscal Year Ended
---------------------------------------------------------------------------
November 30, 1999
-----------------
1. Class A Certificates
--------------------
(a) The amount of distribution to
Class A Certificateholders on
the related Distribution Dates.
<TABLE>
<CAPTION>
Total Interest Principal
--------------- --------------- ---------------
<S> <C> <C> <C>
$ 21,699,999.96 $ 21,699,999.96 $ 0.00
</TABLE>
(b) The amount of the distribution
set forth in paragraph (a)
above, per $1,000 interest.
<TABLE>
<CAPTION>
Total Interest Principal
--------------- --------------- ---------------
<S> <C> <C> <C>
$ 61.99999989 $ 61.99999989 $ 0.00000000
</TABLE>
2. Class B Certificates
--------------------
(a) The amount of distribution to Class B
Certificateholders on the related
Distribution Dates.
<TABLE>
<CAPTION>
Total Interest Principal
--------------- --------------- ---------------
<S> <C> <C> <C>
$ 1,063,798.56 $ 1,063,798.56 $ 0.00
</TABLE>
(b) The amount of the distribution set
forth in paragraph (a) above, per
$1,000 interest.
<TABLE>
<CAPTION>
Total Interest Principal
--------------- --------------- ---------------
<S> <C> <C> <C>
$ 64.50000364 $ 64.50000364 $ 0.00000000
</TABLE>
<PAGE> 2
Series 1993-3
<TABLE>
<S> <C>
B. Information Regarding the Performance of the Trust
--------------------------------------------------
1. Collections of Receivables
------------------------------
(a) The aggregate amount of Finance Charge
Collections processed during the related Due
Periods. $ 5,072,424,985.16
(b) The aggregate amount of Principal Collections
processed during the related Due Periods. $46,819,203,364.03
(c) The aggregate amount of Finance Charge
Collections processed during the related Due
Periods which was allocated in respect of the
Class A Certificates. $ 67,958,843.01
(d) The aggregate amount of Principal Collections
processed during the related Due Periods which
was allocated in respect of the Class A
Certificates. $ 626,281,571.49
(e) The aggregate amount of Finance Charge
Collections processed during the related Due
Periods which was allocated in respect of the
Class B Certificates. $ 3,201,806.39
(f) The aggregate amount of Principal Collections
processed during the related Due Periods which
was allocated in respect of the Class B
Certificates. $ 29,507,613.16
(g) The aggregate amount of Finance Charge
Collections processed during the related Due
Periods which was allocated in respect of the
Seller Certificate. $ 1,228,379,356.88
(h) The aggregate amount of Principal Collections
processed during the related Due Periods which
was allocated in respect of the Seller
Certificate. $11,364,040,241.18
</TABLE>
2. Investor Losses: Reimbursement of Charge-Offs
---------------------------------------------
(a) The aggregate amount of Class A and
Class B Investor Losses, as defined
in the Agreement, during the related
Due Periods.
<TABLE>
<CAPTION>
Class A Class B
------- -------
<S> <C> <C>
$0.00 $0.00
</TABLE>
<PAGE> 3
(b) The amount of Class A and Class B
Investor Losses set forth in
paragraph (a) above, per $1,000
interest.
<TABLE>
<CAPTION>
Class A Class B
---------- ----------
<S> <C> <C>
0.00000000 0.00000000
</TABLE>
(c) The total amount reimbursed to the
Trust in the current year pursuant
to the Agreement, if any, in respect
of Class A and Class B Investor
Losses.
<TABLE>
<CAPTION>
Class A Class B
---------- ----------
<S> <C> <C>
$0.00 $0.00
</TABLE>
(d) The amount set forth in paragraph
(c) above, per $1,000 interest.
<TABLE>
<CAPTION>
Class A Class B
---------- ----------
<S> <C> <C>
0.00000000 0.00000000
</TABLE>
(e) The aggregate amount of unreimbursed
Class A and Class B Investor Losses
in the Trust as of the end of the
year ended November 30, 1999.
<TABLE>
<CAPTION>
Class A Class B
---------- ----------
<S> <C> <C>
$0.00 $0.00
</TABLE>
(f) The amount set forth in paragraph
(e) above, per $1,000 interest.
<TABLE>
<CAPTION>
Class A Class B
---------- ----------
<S> <C> <C>
0.00000000 0.00000000
</TABLE>
3. Investor Servicing Fee
----------------------
(a) The amount of Class A and Class B
Monthly Servicing Fee payable by Trust
to the Servicer for the year ended
November 30, 1999.
<TABLE>
<CAPTION>
Class A Class B
------------- -----------
<S> <C> <C>
$6,999,999.96 $329,859.96
</TABLE>
4. Available Credit Enhancement Amount
(a) The Amount available to be drawn from
both the shared and Class B portion of
the Credit Enhancement in accordance with
the Pooling and Servicing Agreement and
its respective Series Supplement as of
the Distribution Date prior to November
30, 1999.
<TABLE>
<CAPTION>
Shared Amount Class B Amount
------------- --------------
<S> <C> <C>
$9,162,325.00 $5,497,395.00
</TABLE>
<PAGE> 4
(b) The amount set forth in paragraph
(a) above as a percentage of the
Series Investor Interest and the Class
B Investor Interest.
<TABLE>
<CAPTION>
Shared Amount Class B Amount
------------- --------------
<S> <C> <C>
2.50% 33.33%
</TABLE>
5. The Pool Factor
---------------
The Pool Factor represents the ratio of the amount of the Investor Interest
as of the Distribution Date prior to November 30, 1999, to the amount of the
Investor Interest as of the Closing Date. The amount of a
Certificateholder's pro-rata share of the Investor Interest can be
determined by multiplying the original denomination of the
Certificateholder's Certificate by the Pool Factor.
(a) Class A and Class B Certificates.
<TABLE>
<CAPTION>
Class A Class B
------------- -----------
<S> <C> <C>
1.00000000 1.00000000
</TABLE>
<PAGE> 5
DISCOVER CARD MASTER TRUST
Series 1994-2
Credit Card Pass - Through Certificates
Distribution and Performance
Annual Aggregate Report - 1999
Pursuant to the Series Supplement dated as of October 14, 1994, for Series
1994-2, and relating to the Pooling and Servicing Agreement dated as of October
1, 1993 (the "Agreement") by and between Greenwood Trust Company (the
"Servicer"), and U.S. Bank National Association, as Trustee, the Servicer is
required to prepare certain information each month regarding current
distributions to Investor Certificateholders and the performance of the Trust
during the previous month. For purposes of filing Form 10-K, certain information
is required to be prepared with respect to such Distribution Dates occurring
during the fiscal year ended November 30, 1999. The information which is
required to be prepared with respect to such Distribution Dates related to the
period mentioned above is set forth below. Certain of the information is
presented on the basis of an original principal amount of $1000 per Investor
Certificate. Certain other information is presented based upon the aggregate
amounts for the Trust as a whole.
A. Information Regarding the Aggregate Distributions for the Fiscal Year Ended
---------------------------------------------------------------------------
November 30, 1999
-----------------
1. Class A Certificates
(a) The amount of distribution to
Class A Certificateholders on
the related Distribution Dates.
<TABLE>
<CAPTION>
Total Interest Principal
--------------- --------------- ---------------
<S> <C> <C> <C>
$ 47,238,114.16 $ 47,238,114.16 $ 0.00
</TABLE>
(b) The amount of the distribution
set forth in paragraph (a)
above, per $1,000 interest.
<TABLE>
<CAPTION>
Total Interest Principal
--------------- --------------- ---------------
<S> <C> <C> <C>
$ 55.57425195 $ 55.57425195 $ 0.00000000
</TABLE>
2. Class B Certificates
--------------------
(a) The amount of distribution to
Class B Certificateholders on
the related Distribution Dates.
<TABLE>
<CAPTION>
Total Interest Principal
--------------- --------------- ---------------
<S> <C> <C> <C>
$ 3,601,328.52 $ 3,601,328.52 $ 0.00
</TABLE>
(b) The amount of the distribution
set forth in paragraph (a)
above, per $1,000 interest.
<TABLE>
<CAPTION>
Total Interest Principal
--------------- --------------- ---------------
<S> <C> <C> <C>
$ 80.50000045 $ 80.50000045 $ 0.00000000
</TABLE>
<PAGE> 6
Series 1994-2
<TABLE>
<S> <C>
B. Information Regarding the Performance of the Trust
--------------------------------------------------
1. Collections of Receivables
(a) The aggregate amount of Finance
Charge Collections processed
during the related Due Periods. $ 5,072,424,985.16
(b) The aggregate amount of
Principal Collections processed
during the related Due Periods. $ 46,819,203,364.03
(c) The aggregate amount of Finance
Charge Collections processed
during the related Due Periods
which was allocated in respect
of the Class A Certificates. $ 165,010,365.96
(d) The aggregate amount of
Principal Collections processed
during the related Due Periods
which was allocated in respect
of the Class A Certificates. $ 1,520,701,737.72
(e) The aggregate amount of Finance
Charge Collections processed
during the related Due Periods
which was allocated in respect
of the Class B Certificates. $ 8,685,085.06
(f) The aggregate amount of
Principal Collections processed
during the related Due Periods
which was allocated in respect
of the Class B Certificates. $ 80,040,405.79
(g) The aggregate amount of Finance
Charge Collections processed
during the related Due Periods
which was allocated in respect
of the Seller Certificate. $ 1,228,379,356.88
(h) The aggregate amount of
Principal Collections processed
during the related Due Periods
which was allocated in respect
of the Seller Certificate. $11,364,040,241.18
2. Investor Losses: Reimbursement of
---------------------------------
Charge-Offs
-----------
(a) The aggregate amount of Class A
and Class B Investor Losses, as
defined in the Agreement,
during the related Due Periods.
</TABLE>
<TABLE>
<CAPTION>
Class A Class B
------------- -----------
<S> <C> <C>
$0.00 $0.00
</TABLE>
<PAGE> 7
(b) The amount of Class A and Class B
Investor Losses set forth in
paragraph (a) above, per $1,000
interest.
<TABLE>
<CAPTION>
Class A Class B
------------- -----------
<S> <C> <C>
0.00000000 0.00000000
</TABLE>
(c) The total amount reimbursed to the
Trust in the current year pursuant
to the Agreement, if any, in respect
of Class A and Class B Investor
Losses.
<TABLE>
<CAPTION>
Class A Class B
------------- -----------
<S> <C> <C>
$0.00 $0.00
</TABLE>
(d) The amount set forth in paragraph
(c) above, per $1,000 interest.
<TABLE>
<CAPTION>
Class A Class B
------------- -----------
<S> <C> <C>
0.00000000 0.00000000
</TABLE>
(e) The aggregate amount of unreimbursed
Class A and Class B Investor Losses
in the Trust as of the end of the
year ended November 30, 1999.
<TABLE>
<CAPTION>
Class A Class B
------------- -----------
<S> <C> <C>
$0.00 $0.00
</TABLE>
(f) The amount set forth in paragraph
(e) above, per $1,000 interest.
<TABLE>
<CAPTION>
Class A Class B
------------- -----------
<S> <C> <C>
0.00000000 0.00000000
</TABLE>
3. Investor Servicing Fee
----------------------
(a) The amount of Class A and Class B
Monthly Servicing Fee payable by
Trust to the Servicer for the year
ended November 30, 1999.
<TABLE>
<CAPTION>
Class A Class B
-------------- -----------
<S> <C> <C>
$17,000,000.04 $894,740.04
</TABLE>
4. Available Credit Enhancement Amount
-----------------------------------
(a) The Amount available to be
drawn from both the shared and
Class B portion of the Credit
Enhancement in accordance with
the Pooling and Servicing
Agreement and its respective
Series Supplement as of the
Distribution Date prior to
November 30, 1999.
<TABLE>
<CAPTION>
Shared Amount Class B Amount
------------- --------------
<S> <C> <C>
$0.00 $44,736,850.00
</TABLE>
<PAGE> 8
(b) The amount set forth in paragraph
(a) above as a percentage of the
Series Investor Interest and the Class
B Investor Interest.
<TABLE>
<CAPTION>
Shared Amount Class B Amount
------------- --------------
<S> <C> <C>
0.00% 100.00%
</TABLE>
5. The Pool Factor
---------------
The Pool Factor represents the ratio of
the amount of the Investor Interest as of
the Distribution Date prior to November
30, 1999, to the amount of the Investor
Interest as of the Closing Date. The
amount of a Certificateholder's pro-rata
share of the Investor Interest can be
determined by multiplying the original
denomination of the Certificateholder's
Certificate by the Pool Factor.
(a) Class A and Class B Certificates.
<TABLE>
<CAPTION>
Class A Class B
-------------- -----------
<S> <C> <C>
1.00000000 1.00000000
</TABLE>
<PAGE> 9
DISCOVER CARD MASTER TRUST
Series 1995-1
Credit Card Pass - Through Certificates
Distribution and Performance
Annual Aggregate Report - 1999
Pursuant to the Series Supplement dated as of April 19, 1995, for Series 1995-1,
and relating to the Pooling and Servicing Agreement dated as of October 1, 1993
(the "Agreement") by and between Greenwood Trust Company (the "Servicer"), and
U.S. Bank National Association, as Trustee, the Servicer is required to prepare
certain information each month regarding current distributions to Investor
Certificateholders and the performance of the Trust during the previous month.
For purposes of filing Form 10-K, certain information is required to be prepared
with respect to such Distribution Dates occurring during the fiscal year ended
November 30, 1999. The information which is required to be prepared with
respect to such Distribution Dates related to the period mentioned above is set
forth below. Certain of the information is presented on the basis of an original
principal amount of $1000 per Investor Certificate. Certain other information is
presented based upon the aggregate amounts for the Trust as a whole.
A. Information Regarding the Aggregate Distributions for the Fiscal Year Ended
---------------------------------------------------------------------------
November 30, 1999
-----------------
1. Class A Certificates
--------------------
(a) The amount of distribution to
Class A Certificateholders on
the related Distribution Dates.
<TABLE>
<CAPTION>
Total Interest Principal
--------------- --------------- ---------------
<S> <C> <C> <C>
$32,919,884.50 $32,919,884.50 $0.00
</TABLE>
(b) The amount of the distribution
set forth in paragraph (a)
above, per $1,000 interest.
<TABLE>
<CAPTION>
Total Interest Principal
--------------- --------------- ---------------
<S> <C> <C> <C>
$54.86647417 $54.86647417 $0.00000000
</TABLE>
2. Class B Certificates
--------------------
(a) The amount of distribution to
Class B Certificateholders on
the related Distribution Dates.
<TABLE>
<CAPTION>
Total Interest Principal
--------------- --------------- ---------------
<S> <C> <C> <C>
$ 1,786,909.17 $ 1,786,909.17 $0.00
</TABLE>
(b) The amount of the distribution
set forth in paragraph (a)
above, per $1,000 interest.
<TABLE>
<CAPTION>
Total Interest Principal
--------------- --------------- ---------------
<S> <C> <C> <C>
$56.58536274 $56.58536274 $0.00000000
</TABLE>
<PAGE> 10
Series 1995-1
<TABLE>
<S> <C>
B. Information Regarding the Performance of the Trust
--------------------------------------------------
1. Collections of Receivables
(a) The aggregate amount of Finance
Charge Collections processed
during the related Due Periods. $ 5,072,424,985.16
(b) The aggregate amount of
Principal Collections processed
during the related Due Periods. $ 46,819,203,364.03
(c) The aggregate amount of Finance
Charge Collections processed
during the related Due Periods
which was allocated in respect
of the Class A Certificates. $ 116,485,454.72
(d) The aggregate amount of
Principal Collections processed
during the related Due Periods
which was allocated in respect
of the Class A Certificates. $ 1,073,499,951.65
(e) The aggregate amount of Finance
Charge Collections processed
during the related Due Periods
which was allocated in respect
of the Class B Certificates. $ 6,115,334.10
(f) The aggregate amount of
Principal Collections processed
during the related Due Periods
which was allocated in respect
of the Class B Certificates. $ 56,373,304.18
(g) The aggregate amount of Finance
Charge Collections processed
during the related Due Periods
which was allocated in respect
of the Seller Certificate. $ 1,228,379,356.88
(h) The aggregate amount of
Principal Collections processed
during the related Due Periods
which was allocated in respect
of the Seller Certificate. $ 11,364,040,241.18
</TABLE>
2. Investor Losses: Reimbursement of Charge-Offs
---------------------------------------------
(a) The aggregate amount of Class A and
Class B Investor Losses, as defined
in the Agreement, during the related
Due Periods.
<TABLE>
<CAPTION>
Class A Class B
------- -------
<S> <C> <C>
$0.00 $0.00
</TABLE>
<PAGE> 11
(b) The amount of Class A and Class B Investor Losses
set forth in paragraph (a) above, per $1,000 interest
Class A Class B
------- -------
0.00000000 0.00000000
(c) The total amount reimbursed to the Trust in the current year
pursuant to the Agreement, if any, in respect of Class A and
Class B Investor Losses
Class A Class B
------- -------
$0.00 $0.00
(d) The amount set forth in paragraph (c)above, per
$1,000 interest.
Class A Class B
------- -------
0.00000000 0.00000000
(e) The aggregate amount of unreimbursed Class A and Class B Investor
Losses in the Trust as of the end of the year ended November 30,
1999.
Class A Class B
------- -------
$0.00 $0.00
(f) The amount set forth in paragraph (e) above, per
$1,000 interest.
Class A Class B
------- -------
0.00000000 0.00000000
3. Investor Servicing Fee
----------------------
(a) The amount of Class A and Class B Monthly Servicing Fee payable
by Trust to the Servicer for the year ended November 30, 1999.
Class A Class B
------- -------
$12,000,000.00 $631,580.04
4. Available Credit Enhancement Amount
-----------------------------------
(a) The Amount available to be drawn from both the shared and Class B
portion of the Credit Enhancement in accordance with the Pooling
and Servicing Agreement and its respective Series Supplement as
of the Distribution Date prior to November 30, 1999.
Shared Amount Class B Amount
------------- --------------
$0.00 $37,894,740.00
<PAGE> 12
(b) The amount set forth in paragraph (a) above as a percentage of
the Series Investor Interest and the Class B Investor Interest.
Shared Amount Class B Amount
------------- --------------
0.00% 120.00%
5. The Pool Factor
---------------
The Pool Factor represents the ratio of the amount of the Investor
Interest as of the Distribution Date prior to November 30, 1999, to
the amount of the Investor Interest as of the Closing Date. The
amount of a Certificateholder's pro-rata share of the Investor
Interest can be determined by multiplying the original denomination
of the Certificateholder's Certificate by the Pool Factor.
(a) Class A and Class B Certificates.
Class A Class B
------- -------
1.00000000 1.00000000
<PAGE> 13
DISCOVER CARD MASTER TRUST
Series 1995-2
Credit Card Pass - Through Certificates
Distribution and Performance
Annual Aggregate Report - 1999
Pursuant to the Series Supplement dated as of August 1, 1995, for Series 1995-2,
and relating to the Pooling and Servicing Agreement dated as of October 1, 1993
(the "Agreement") by and between Greenwood Trust Company (the "Servicer"), and
U.S. Bank National Association, as Trustee, the Servicer is required to prepare
certain information each month regarding current distributions to Investor
Certificateholders and the performance of the Trust during the previous month.
For purposes of filing Form 10-K, certain information is required to be prepared
with respect to such Distribution Dates occurring during the fiscal year ended
November 30, 1999. The information which is required to be prepared with respect
to such Distribution Dates related to the period mentioned above is set forth
below. Certain of the information is presented on the basis of an original
principal amount of $1000 per Investor Certificate. Certain other information is
presented based upon the aggregate amounts for the Trust as a whole.
A. Information Regarding the Aggregate Distributions for the Fiscal Year Ended
November 30, 1999
1. Class A Certificates
--------------------
(a) The amount of distribution to Class A
Certificateholders on the related Distribution
Dates.
Total Interest Principal
---------------------------------------------------
$32,750,000.04 $32,750,000.04 $0.00
(b) The amount of the distribution set forth in
paragraph (a) above, per $1,000 interest.
Total Interest Principal
---------------------------------------------------
$65.50000008 $65.50000008 $0.00000000
2. Class B Certificates
--------------------
(a) The amount of distribution to Class
B Certificateholders on the related Distribution
Dates.
Total Interest Principal
---------------------------------------------------
$1,776,330.00 $1,776,330.00 $0.00
(b) The amount of the distribution set forth in
paragraph (a) above, per $1,000 interest.
Total Interest Principal
---------------------------------------------------
$67.50000000 $67.50000000 $0.00000000
<PAGE> 14
Series 1995-2
B. Information Regarding the Performance of the Trust
1. Collections of Receivables
--------------------------
(a) The aggregate amount of Finance Charge Collections
processed during the related Due Periods. $5,072,424,985.16
(b) The aggregate amount of Principal Collections
processed during the related Due Periods. $46,819,203,364.03
(c) The aggregate amount of Finance Charge Collections
processed during the related Due Periods which was
allocated in respect of the Class A Certificates. $97,090,646.37
(d) The aggregate amount of Principal Collections
processed during the related Due Periods which was
allocated in respect of the Class A Certificates. $894,743,101.99
(e) The aggregate amount of Finance Charge Collections
processed during the related Due Periods which was
allocated in respect of the Class B Certificates. $5,102,122.87
(f) The aggregate amount of Principal Collections
processed during the related Due Periods which was
allocated in respect of the Class B Certificates. $47,026,600.07
(g) The aggregate amount of Finance Charge Collections
processed during the related Due Periods which was
allocated in respect of the Seller Certificate. $1,228,379,356.88
(h) The aggregate amount of Principal Collections
processed during the related Due Periods which was
allocated in respect of the Seller Certificate. $11,364,040,241.18
2. Investor Losses: Reimbursement of Charge-Offs
----------------------------------------------
(a) The aggregate amount of Class A and Class B Investor Losses, as
defined in the Agreement, during the related Due Periods.
Class A Class B
------- -------
$0.00 $0.00
<PAGE> 15
(b) The amount of Class A and Class B Investor Losses
set forth in paragraph (a) above, per $1,000 interest
Class A Class B
------- -------
0.00000000 0.00000000
(c) The total amount reimbursed to the Trust in the current year
pursuant to the Agreement, if any, in respect of Class A and
Class B Investor Losses
Class A Class B
------- -------
$0.00 $0.00
(d) The amount set forth in paragraph (c)above, per
$1,000 interest.
Class A Class B
------- -------
0.00000000 0.00000000
(e) The aggregate amount of unreimbursed Class A and Class B Investor
Losses in the Trust as of the end of the year ended November 30,
1999.
Class A Class B
------- -------
$0.00 $0.00
(f) The amount set forth in paragraph (e) above, per
$1,000 interest.
Class A Class B
------- -------
0.00000000 0.00000000
3. Investor Servicing Fee
----------------------
(a) The amount of Class A and Class B Monthly Servicing Fee payable
by Trust to the Servicer for the year ended November 30, 1999.
Class A Class B
------- -------
$9,999,999.96 $526,320.00
4. Available Credit Enhancement Amount
-----------------------------------
(a) The Amount available to be drawn from both the shared and Class B
portion of the Credit Enhancement in accordance with the Pooling
and Servicing Agreement and its respective Series Supplement as
of the Distribution Date prior to November 30, 1999.
Shared Amount Class B Amount
------------- --------------
$0.00 $15,789,480.00
<PAGE> 16
(b) The amount set forth in paragraph (a) above as a percentage of
the Series Investor Interest and the Class B Investor Interest.
Shared Amount Class B Amount
------------- --------------
0.00% 60.00%
5. The Pool Factor
---------------
The Pool Factor represents the ratio of the amount of the Investor
Interest as of the Distribution Date prior to November 30, 1999, to
the amount of the Investor Interest as of the Closing Date. The
amount of a Certificateholder's pro-rata share of the Investor
Interest can be determined by multiplying the original denomination
of the Certificateholder's Certificate by the Pool Factor.
(a) Class A and Class B Certificates.
Class A Class B
------- -------
1.00000000 1.00000000
<PAGE> 17
DISCOVER CARD MASTER TRUST
Series 1995-3
Credit Card Pass - Through Certificates
Distribution and Performance
Annual Aggregate Report - 1999
Pursuant to the Series Supplement dated as of September 28, 1995, for Series
1995-3, and relating to the Pooling and Servicing Agreement dated as of October
1, 1993 (the "Agreement") by and between Greenwood Trust Company (the
"Servicer"), and U.S. Bank National Association, as Trustee, the Servicer is
required to prepare certain information each month regarding current
distributions to Investor Certificateholders and the performance of the Trust
during the previous month. For purposes of filing Form 10-K, certain information
is required to be prepared with respect to such Distribution Dates occurring
during the fiscal year ended November 30, 1999. The information which is
required to be prepared with respect to such Distribution Dates related to the
period mentioned above is set forth below. Certain of the information is
presented on the basis of an original principal amount of $1000 per Investor
Certificate. Certain other information is presented based upon the aggregate
amounts for the Trust as a whole.
A. Information Regarding the Aggregate Distributions for the Fiscal Year Ended
November 30, 1999
1. Class A Certificates
--------------------
(a) The amount of distribution to Class A
Certificateholders on the related Distribution
Dates.
Total Interest Principal
---------------------------------------------------
$27,079,348.22 $27,079,348.22 $0.00
(b) The amount of the distribution set forth in
paragraph (a) above, per $1,000 interest.
Total Interest Principal
---------------------------------------------------
$54.15869644 $54.15869644 $0.00000000
2. Class B Certificates
--------------------
(a) The amount of distribution to Class
B Certificateholders on the related Distribution
Dates.
Total Interest Principal
---------------------------------------------------
$1,457,170.34 $1,457,170.34 $0.00
(b) The amount of the distribution set forth in
paragraph (a) above, per $1,000 interest.
Total Interest Principal
---------------------------------------------------
$55.37202994 $55.37202994 $0.00000000
<PAGE> 18
Series 1995-3
B. Information Regarding the Performance of the Trust
1. Collections of Receivables
--------------------------
(a) The aggregate amount of Finance Charge Collections
processed during the related Due Periods. $5,072,424,985.16
(b) The aggregate amount of Principal Collections
processed during the related Due Periods. $46,819,203,364.03
(c) The aggregate amount of Finance Charge Collections processed
during the related Due Periods which was allocated in respect of
the Class A Certificates. $97,090,646.37
(d) The aggregate amount of Principal Collections processed during
the related Due Periods which was allocated in respect of the
Class A Certificates. $894,743,101.99
(e) The aggregate amount of Finance Charge Collections processed
during the related Due Periods which was allocated in respect of
the Class B Certificates. $5,102,122.87
(f) The aggregate amount of Principal Collections processed during
the related Due Periods which was allocated in respect of the
Class B Certificates. $47,026,600.07
(g) The aggregate amount of Finance Charge Collections
processed during the related Due Periods which was
allocated in respect of the Seller Certificate. $1,228,379,356.88
(h) The aggregate amount of Principal Collections
processed during the related Due Periods which was
allocated in respect of the Seller Certificate. $11,364,040,241.18
2. Investor Losses: Reimbursement of Charge-Offs
----------------------------------------------
(a) The aggregate amount of Class A and Class B Investor Losses, as
defined in the Agreement, during the related Due Periods.
Class A Class B
------- -------
$0.00 $0.00
<PAGE> 19
(b) The amount of Class A and Class B Investor Losses
set forth in paragraph (a) above, per $1,000 interest
Class A Class B
------- -------
0.00000000 0.00000000
(c) The total amount reimbursed to the Trust in the current year
pursuant to the Agreement, if any, in respect of Class A and
Class B Investor Losses
Class A Class B
------- -------
$0.00 $0.00
(d) The amount set forth in paragraph (c)above, per
$1,000 interest.
Class A Class B
------- -------
0.00000000 0.00000000
(e) The aggregate amount of unreimbursed Class A and Class B Investor
Losses in the Trust as of the end of the year ended November 30,
1999.
Class A Class B
------- -------
$0.00 $0.00
(f) The amount set forth in paragraph (e) above, per
$1,000 interest.
Class A Class B
------- -------
0.00000000 0.00000000
3. Investor Servicing Fee
----------------------
(a) The amount of Class A and Class B Monthly Servicing Fee payable
by Trust to the Servicer for the year ended November 30, 1999.
Class A Class B
------- -------
$9,999,999.96 $526,320.00
4. Available Credit Enhancement Amount
-----------------------------------
(a) The Amount available to be drawn from both the shared and Class B
portion of the Credit Enhancement in accordance with the Pooling
and Servicing Agreement and its respective Series Supplement as
of the Distribution Date prior to November 30, 1999.
Shared Amount Class B Amount
------------- --------------
$0.00 $31,578,960.00
<PAGE> 20
(b) The amount set forth in paragraph (a) above as a percentage of
the Series Investor Interest and the Class B Investor Interest.
Shared Amount Class B Amount
------------- --------------
0.00% 120.00%
5. The Pool Factor
---------------
The Pool Factor represents the ratio of the amount of the Investor
Interest as of the Distribution Date prior to November 30, 1999, to
the amount of the Investor Interest as of the Closing Date. The
amount of a Certificateholder's pro-rata share of the Investor
Interest can be determined by multiplying the original denomination
of the Certificateholder's Certificate by the Pool Factor.
(a) Class A and Class B Certificates.
Class A Class B
------- -------
1.00000000 1.00000000
<PAGE> 21
DISCOVER CARD MASTER TRUST
Series 1996-1
Credit Card Pass - Through Certificates
Distribution and Performance
Annual Aggregate Report - 1999
Pursuant to the Series Supplement dated as of January 18, 1996, for Series
1996-1, and relating to the Pooling and Servicing Agreement dated as of October
1, 1993 (the "Agreement") by and between Greenwood Trust Company (the
"Servicer"), and U.S. Bank National Association, as Trustee, the Servicer is
required to prepare certain information each month regarding current
distributions to Investor Certificateholders and the performance of the Trust
during the previous month. For purposes of filing Form 10-K, certain information
is required to be prepared with respect to such Distribution Dates occurring
during the fiscal year ended November 30, 1999. The information which is
required to be prepared with respect to such Distribution Dates related to the
period mentioned above is set forth below. Certain of the information is
presented on the basis of an original principal amount of $1000 per Investor
Certificate. Certain other information is presented based upon the aggregate
amounts for the Trust as a whole.
A. Information Regarding the Aggregate Distributions for the Fiscal Year Ended
November 30, 1999
1. Class A Certificates
--------------------
(a) The amount of distribution to Class A
Certificateholders on the related Distribution
Dates.
Total Interest Principal
-------------------------------------------------------
$53,754,251.96 $53,754,251.96 $0.00
(b) The amount of the distribution set forth in
paragraph (a) above, per $1,000 interest.
Total Interest Principal
-------------------------------------------------------
$53.75425196 $53.75425196 $0.00000000
2. Class B Certificates
--------------------
(a) The amount of distribution to Class
B Certificateholders on the related Distribution
Dates.
Total Interest Principal
-------------------------------------------------------
$2,898,375.64 $2,898,375.64 $0.00
(b) The amount of the distribution set forth in
paragraph (a) above, per $1,000 interest.
Total Interest Principal
-------------------------------------------------------
$55.06869661 $55.06869661 $0.00000000
<PAGE> 22
Series 1996-1
B. Information Regarding the Performance of the Trust
--------------------------------------------------
1. Collections of Receivables
--------------------------
(a) The aggregate amount of Finance Charge Collections
processed during the related Due Periods. $5,072,424,985.16
(b) The aggregate amount of Principal Collections
processed during the related Due Periods. $46,819,203,364.03
(c) The aggregate amount of Finance Charge Collections
processed during the related Due Periods which was
allocated in respect of the Class A Certificates. $194,141,364.53
(d) The aggregate amount of Principal Collections
processed during the related Due Periods which was
allocated in respect of the Class A Certificates. $1,789,155,779.22
(e) The aggregate amount of Finance Charge Collections
processed during the related Due Periods which was
allocated in respect of the Class B Certificates. $10,203,383.81
(f) The aggregate amount of Principal Collections
processed during the related Due Periods which was
allocated in respect of the Class B Certificates. $94,045,655.41
(g) The aggregate amount of Finance Charge Collections
processed during the related Due Periods which was
allocated in respect of the Seller Certificate. $1,228,379,356.88
(h) The aggregate amount of Principal Collections
processed during the related Due Periods which was
allocated in respect of the Seller Certificate. $11,364,040,241.18
2. Investor Losses: Reimbursement of Charge-Offs
----------------------------------------------
(a) The aggregate amount of Class A and Class B
Investor Losses, as defined in the Agreement,
during the related Due Periods.
Class A Class B
------- -------
$0.00 $0.00
<PAGE> 23
(b) The amount of Class A and Class B Investor Losses
set forth in paragraph (a) above, per $1,000 interest
Class A Class B
------- -------
0.00000000 0.00000000
(c) The total amount reimbursed to the Trust in the current year
pursuant to the Agreement, if any, in respect of Class A and
Class B Investor Losses
Class A Class B
------- -------
$0.00 $0.00
(d) The amount set forth in paragraph (c)above, per
$1,000 interest.
Class A Class B
------- -------
0.00000000 0.00000000
(e) The aggregate amount of unreimbursed Class A and Class B Investor
Losses in the Trust as of the end of the year ended November 30,
1999.
Class A Class B
------- -------
$0.00 $0.00
(f) The amount set forth in paragraph (e) above, per
$1,000 interest.
Class A Class B
------- -------
0.00000000 0.00000000
3. Investor Servicing Fee
----------------------
(a) The amount of Class A and Class B Monthly Servicing Fee payable
by Trust to the Servicer for the year ended November 30, 1999.
Class A Class B
------- -------
$20,000,000.04 $1,052,640.00
4. Available Credit Enhancement Amount
-----------------------------------
(a) The Amount available to be drawn from both the shared and Class B
portion of the Credit Enhancement in accordance with the Pooling
and Servicing Agreement and its respective Series Supplement as
of the Distribution Date prior to November 30, 1999.
Shared Amount Class B Amount
------------- --------------
$0.00 $57,894,760.00
<PAGE> 24
(b) The amount set forth in paragraph (a) above as a percentage of
the Series Investor Interest and the Class B Investor Interest.
Shared Amount Class B Amount
------------- --------------
0.00% 110.00%
5. The Pool Factor
---------------
The Pool Factor represents the ratio of the amount of the Investor
Interest as of the Distribution Date prior to November 30, 1999, to
the amount of the Investor Interest as of the Closing Date. The
amount of a Certificateholder's pro-rata share of the Investor
Interest can be determined by multiplying the original denomination
of the Certificateholder's Certificate by the Pool Factor.
(a) Class A and Class B Certificates.
Class A Class B
------- -------
1.00000000 1.00000000
<PAGE> 25
DISCOVER CARD MASTER TRUST
Series 1996-2
Credit Card Pass - Through Certificates
Distribution and Performance
Annual Aggregate Report - 1999
Pursuant to the Series Supplement dated as of January 29, 1996, for Series
1996-2, and relating to the Pooling and Servicing Agreement dated as of October
1, 1993 (the "Agreement") by and between Greenwood Trust Company (the
"Servicer"), and U.S. Bank National Association, as Trustee, the Servicer is
required to prepare certain information each month regarding current
distributions to Investor Certificateholders and the performance of the Trust
during the previous month. For purposes of filing Form 10-K, certain information
is required to be prepared with respect to such Distribution Dates occurring
during the fiscal year ended November 30, 1999. The information which is
required to be prepared with respect to such Distribution Dates related to the
period mentioned above is set forth below. Certain of the information is
presented on the basis of an original principal amount of $1000 per Investor
Certificate. Certain other information is presented based upon the aggregate
amounts for the Trust as a whole.
A. Information Regarding the Aggregate Distributions for the Fiscal Year Ended
November 30, 1999
1. Class A Certificates
--------------------
(a) The amount of distribution to Class A
Certificateholders on the related Distribution
Dates.
Total Interest Principal
-------------------------------------------------------
$48,833,826.75 $48,833,826.75 $0.00
(b) The amount of the distribution set forth in
paragraph (a) above, per $1,000 interest.
Total Interest Principal
-------------------------------------------------------
$54.25980750 $54.25980750 $0.00000000
2. Class B Certificates
--------------------
(a) The amount of distribution to Class
B Certificateholders on the related Distribution
Dates.
Total Interest Principal
-------------------------------------------------------
$2,637,286.30 $2,637,286.30 $0.00
(b) The amount of the distribution set forth in
paragraph (a) above, per $1,000 interest.
Total Interest Principal
-------------------------------------------------------
$55.67536363 $55.67536363 $0.00000000
<PAGE> 26
Series 1996-2
B. Information Regarding the Performance of the Trust
--------------------------------------------------
1. Collections of Receivables
--------------------------
(a) The aggregate amount of Finance Charge Collections
processed during the related Due Periods. $5,072,424,985.16
(b) The aggregate amount of Principal Collections
processed during the related Due Periods. $46,819,203,364.03
(c) The aggregate amount of Finance Charge Collections
processed during the related Due Periods which was
allocated in respect of the Class A Certificates. $174,746,512.12
(d) The aggregate amount of Principal Collections
processed during the related Due Periods which was
allocated in respect of the Class A Certificates. $1,610,399,109.55
(e) The aggregate amount of Finance Charge Collections
processed during the related Due Periods which was
allocated in respect of the Class B Certificates. $9,190,608.19
(f) The aggregate amount of Principal Collections
processed during the related Due Periods which was
allocated in respect of the Class B Certificates. $84,702,777.88
(g) The aggregate amount of Finance Charge Collections
processed during the related Due Periods which was
allocated in respect of the Seller Certificate. $1,228,379,356.88
(h) The aggregate amount of Principal Collections
processed during the related Due Periods which was
allocated in respect of the Seller Certificate. $11,364,040,241.18
2. Investor Losses: Reimbursement of Charge-Offs
----------------------------------------------
(a) The aggregate amount of Class A and Class B
Investor Losses, as defined in the Agreement,
during the related Due Periods.
Class A Class B
------- -------
$0.00 $0.00
<PAGE> 27
(b) The amount of Class A and Class B Investor Losses
set forth in paragraph (a) above, per $1,000 interest
Class A Class B
------- -------
0.00000000 0.00000000
(c) The total amount reimbursed to the Trust in the current year
pursuant to the Agreement, if any, in respect of Class A and
Class B Investor Losses
Class A Class B
------- -------
$0.00 $0.00
(d) The amount set forth in paragraph (c)above, per
$1,000 interest.
Class A Class B
------- -------
0.00000000 0.00000000
(e) The aggregate amount of unreimbursed Class A and Class B Investor
Losses in the Trust as of the end of the year ended November 30,
1999.
Class A Class B
------- -------
$0.00 $0.00
(f) The amount set forth in paragraph (e) above, per
$1,000 interest.
Class A Class B
------- -------
0.00000000 0.00000000
3. Investor Servicing Fee
----------------------
(a) The amount of Class A and Class B Monthly Servicing Fee payable
by Trust to the Servicer for the year ended November 30, 1999.
Class A Class B
------- -------
$18,000,000.00 $947,379.96
4. Available Credit Enhancement Amount
-----------------------------------
(a) The Amount available to be drawn from both the shared and Class B
portion of the Credit Enhancement in accordance with the Pooling
and Servicing Agreement and its respective Series Supplement as
of the Distribution Date prior to November 30, 1999.
Shared Amount Class B Amount
------------- --------------
$0.00 $56,842,140.00
<PAGE> 28
(b) The amount set forth in paragraph (a) above as a percentage of
the Series Investor Interest and the Class B Investor Interest.
Shared Amount Class B Amount
------------- --------------
0.00% 120.00%
5. The Pool Factor
---------------
The Pool Factor represents the ratio of the amount of the Investor
Interest as of the Distribution Date prior to November 30, 1999, to
the amount of the Investor Interest as of the Closing Date. The
amount of a Certificateholder's pro-rata share of the Investor
Interest can be determined by multiplying the original denomination
of the Certificateholder's Certificate by the Pool Factor.
(a) Class A and Class B Certificates.
Class A Class B
------- -------
1.00000000 1.00000000
<PAGE> 29
DISCOVER CARD MASTER TRUST
Series 1996-3
Credit Card Pass - Through Certificates
Distribution and Performance
Annual Aggregate Report - 1999
Pursuant to the Series Supplement dated as of February 21, 1996, for Series
1996-3, and relating to the Pooling and Servicing Agreement dated as of October
1, 1993 (the "Agreement") by and between Greenwood Trust Company (the
"Servicer"), and U.S. Bank National Association, as Trustee, the Servicer is
required to prepare certain information each month regarding current
distributions to Investor Certificateholders and the performance of the Trust
during the previous month. For purposes of filing Form 10-K, certain information
is required to be prepared with respect to such Distribution Dates occurring
during the fiscal year ended November 30, 1999. The information which is
required to be prepared with respect to such Distribution Dates related to the
period mentioned above is set forth below. Certain of the information is
presented on the basis of an original principal amount of $1000 per Investor
Certificate. Certain other information is presented based upon the aggregate
amounts for the Trust as a whole.
A. Information Regarding the Aggregate Distributions for the Fiscal Year Ended
November 30, 1999
1. Class A Certificates
--------------------
(a) The amount of distribution to Class A
Certificateholders on the related Distribution
Dates.
Total Interest Principal
-------------------------------------------------------
$36,300,000.00 $36,300,000.00 $0.00
(b) The amount of the distribution set forth in
paragraph (a) above, per $1,000 interest.
Total Interest Principal
-------------------------------------------------------
$60.50000000 $60.50000000 $0.00000000
2. Class B Certificates
--------------------
(a) The amount of distribution to Class
B Certificateholders on the related Distribution
Dates.
Total Interest Principal
-------------------------------------------------------
$1,973,687.52 $1,973,687.52 $0.00
(b) The amount of the distribution set forth in
paragraph (a) above, per $1,000 interest.
Total Interest Principal
-------------------------------------------------------
$62.50000063 $62.50000063 $0.00000000
<PAGE> 30
Series 1996-3
B. Information Regarding the Performance of the Trust
--------------------------------------------------
1. Collections of Receivables
--------------------------
(a) The aggregate amount of Finance Charge Collections
processed during the related Due Periods. $5,072,424,985.16
(b) The aggregate amount of Principal Collections
processed during the related Due Periods. $46,819,203,364.03
(c) The aggregate amount of Finance Charge Collections
processed during the related Due Periods which was
allocated in respect of the Class A Certificates. $116,485,454.72
(d) The aggregate amount of Principal Collections
processed during the related Due Periods which was
allocated in respect of the Class A Certificates. $1,073,499,951.65
(e) The aggregate amount of Finance Charge Collections
processed during the related Due Periods which was\
allocated in respect of the Class B Certificates. $6,115,334.10
(f) The aggregate amount of Principal Collections
processed during the related Due Periods which was
allocated in respect of the Class B Certificates. $56,373,304.18
(g) The aggregate amount of Finance Charge Collections
processed during the related Due Periods which was
allocated in respect of the Seller Certificate. $1,228,379,356.88
(h) The aggregate amount of Principal Collections
processed during the related Due Periods which was
allocated in respect of the Seller Certificate. $11,364,040,241.18
2. Investor Losses: Reimbursement of Charge-Offs
----------------------------------------------
(a) The aggregate amount of Class A and Class B Investor Losses, as
defined in the Agreement, during the related Due Periods.
Class A Class B
------- -------
$0.00 $0.00
<PAGE> 31
(b) The amount of Class A and Class B Investor Losses
set forth in paragraph (a) above, per $1,000 interest
Class A Class B
------- -------
0.00000000 0.00000000
(c) The total amount reimbursed to the Trust in the current year
pursuant to the Agreement, if any, in respect of Class A and
Class B Investor Losses
Class A Class B
------- -------
$0.00 $0.00
(d) The amount set forth in paragraph (c)above, per
$1,000 interest.
Class A Class B
------- -------
0.00000000 0.00000000
(e) The aggregate amount of unreimbursed Class A and Class B Investor
Losses in the Trust as of the end of the year ended November 30,
1999.
Class A Class B
------- -------
$0.00 $0.00
(f) The amount set forth in paragraph (e) above, per
$1,000 interest.
Class A Class B
------- -------
0.00000000 0.00000000
3. Investor Servicing Fee
----------------------
(a) The amount of Class A and Class B Monthly Servicing Fee payable
by Trust to the Servicer for the year ended November 30, 1999.
Class A Class B
------- -------
$12,000,000.00 $631,580.04
4. Available Credit Enhancement Amount
-----------------------------------
(a) The Amount available to be drawn from both the shared and Class B
portion of the Credit Enhancement in accordance with the Pooling
and Servicing Agreement and its respective Series Supplement as
of the Distribution Date prior to November 30, 1999.
Shared Amount Class B Amount
------------- --------------
$0.00 $18,947,370.00
<PAGE> 32
(b) The amount set forth in paragraph (a) above as a percentage of
the Series Investor Interest and the Class B Investor Interest.
Shared Amount Class B Amount
------------- --------------
0.00% 60.00%
5. The Pool Factor
---------------
The Pool Factor represents the ratio of the amount of the Investor
Interest as of the Distribution Date prior to November 30, 1999, to
the amount of the Investor Interest as of the Closing Date. The
amount of a Certificateholder's pro-rata share of the Investor
Interest can be determined by multiplying the original denomination
of the Certificateholder's Certificate by the Pool Factor.
(a) Class A and Class B Certificates.
Class A Class B
------- -------
1.00000000 1.00000000
<PAGE> 33
DISCOVER CARD MASTER TRUST
Series 1996-4
Credit Card Pass - Through Certificates
Distribution and Performance
Annual Aggregate Report - 1999
Pursuant to the Series Supplement dated as of April 30, 1996, for Series
1996-4, and relating to the Pooling and Servicing Agreement dated as of
October 1, 1993 (the "Agreement") by and between Greenwood Trust Company
(the "Servicer"), and U.S. Bank National Association, as Trustee, the
Servicer is required to prepare certain information each month regarding
current distributions to Investor Certificateholders and the performance of
the Trust during the previous month. For purposes of filing Form 10-K,
certain information is required to be prepared with respect to such
Distribution Dates occurring during the fiscal year ended November 30,
1999. The information which is required to be prepared with respect to
such Distribution Dates related to the period mentioned above is set forth
below. Certain of the information is presented on the basis of an original
principal amount of $1000 per Investor Certificate. Certain other
information is presented based upon the aggregate amounts for the Trust as
a whole.
A. Information Regarding the Aggregate Distributions for the Fiscal Year Ended
---------------------------------------------------------------------------
November 30, 1999
-----------------
1. Class A Certificates
--------------------
(a) The amount of distribution to Class A
Certificateholders on the related Distribution
Dates.
Total Interest Principal
---------------------------------------------------
$55,827,029.72 $55,827,029.72 $0.00
(b) The amount of the distribution set forth in
paragraph (a) above, per $1,000 interest.
Total Interest Principal
---------------------------------------------------
$55.82702972 $55.82702972 $0.00000000
2. Class B Certificates
--------------------
(a) The amount of distribution to Class
B Certificateholders on the related Distribution
Dates.
Total Interest Principal
---------------------------------------------------
$3,031,417.64 $3,031,417.64 $0.00
(b) The amount of the distribution set forth in
paragraph (a) above, per $1,000 interest.
Total Interest Principal
---------------------------------------------------
$57.59647439 $57.59647439 $0.00000000
<PAGE> 34
Series 1996-4
B. Information Regarding the Performance of the Trust
--------------------------------------------------
1. Collections of Receivables
--------------------------
(a) The aggregate amount of Finance Charge Collections
processed during the related Due Periods. $5,072,424,985.16
(b) The aggregate amount of Principal Collections
processed during the related Due Periods. $46,819,203,364.03
(c) The aggregate amount of Finance Charge Collections processed
during the related Due Periods which was allocated in respect of
the Class A Certificates. $194,141,364.53
(d) The aggregate amount of Principal Collections processed during
the related Due Periods which was allocated in respect of the
Class A Certificates. $1,789,155,779.22
(e) The aggregate amount of Finance Charge Collections processed
during the related Due Periods which was allocated in respect of
the Class B Certificates. $10,203,383.81
(f) The aggregate amount of Principal Collections processed during
the related Due Periods which was allocated in respect of the
Class B Certificates. $94,045,655.41
(g) The aggregate amount of Finance Charge Collections
processed during the related Due Periods which was
allocated in respect of the Seller Certificate. $1,228,379,356.88
(h) The aggregate amount of Principal Collections
processed during the related Due Periods which was
allocated in respect of the Seller Certificate. $11,364,040,241.18
2. Investor Losses: Reimbursement of Charge-Offs
----------------------------------------------
(a) The aggregate amount of Class A and Class B Investor Losses, as
defined in the Agreement, during the related Due Periods.
Class A Class B
------- -------
$0.00 $0.00
<PAGE> 35
(b) The amount of Class A and Class B Investor Losses
set forth in paragraph (a) above, per $1,000 interest
Class A Class B
------- -------
0.00000000 0.00000000
(c) The total amount reimbursed to the Trust in the current year
pursuant to the Agreement, if any, in respect of Class A and
Class B Investor Losses
Class A Class B
------- -------
$0.00 $0.00
(d) The amount set forth in paragraph (c)above, per
$1,000 interest.
Class A Class B
------- -------
0.00000000 0.00000000
(e) The aggregate amount of unreimbursed Class A and Class B Investor
Losses in the Trust as of the end of the year ended November 30,
1999.
Class A Class B
------- -------
$0.00 $0.00
(f) The amount set forth in paragraph (e) above, per
$1,000 interest.
Class A Class B
------- -------
0.00000000 0.00000000
3. Investor Servicing Fee
----------------------
(a) The amount of Class A and Class B Monthly Servicing Fee payable
by Trust to the Servicer for the year ended November 30, 1999.
Class A Class B
------- -------
$20,000,000.04 $1,052,640.00
4. Available Credit Enhancement Amount
-----------------------------------
(a) The Amount available to be drawn from both the shared and Class B
portion of the Credit Enhancement in accordance with the Pooling
and Servicing Agreement and its respective Series Supplement as
of the Distribution Date prior to November 30, 1999.
Shared Amount Class B Amount
------------- --------------
$0.00 $63,157,920.00
<PAGE> 36
(b) The amount set forth in paragraph (a) above as a percentage of
the Series Investor Interest and the Class B Investor Interest.
Shared Amount Class B Amount
------------- --------------
0.00% 120.00%
5. The Pool Factor
---------------
The Pool Factor represents the ratio of the amount of the Investor
Interest as of the Distribution Date prior to November 30, 1999, to
the amount of the Investor Interest as of the Closing Date. The
amount of a Certificateholder's pro-rata share of the Investor
Interest can be determined by multiplying the original denomination
of the Certificateholder's Certificate by the Pool Factor.
(a) Class A and Class B Certificates.
Class A Class B
------- -------
1.00000000 1.00000000
<PAGE> 37
DISCOVER CARD MASTER TRUST
Series 1997-1
Credit Card Pass - Through Certificates
Distribution and Performance
Annual Aggregate Report - 1999
Pursuant to the Series Supplement dated as of August 26, 1997, for Series
1997-1, and relating to the Pooling and Servicing Agreement dated as of
October 1, 1993 (the "Agreement") by and between Greenwood Trust Company
(the "Servicer"), and U.S. Bank National Association, as Trustee, the
Servicer is required to prepare certain information each month regarding
current distributions to Investor Certificateholders and the performance of
the Trust during the previous month. For purposes of filing Form 10-K,
certain information is required to be prepared with respect to such
Distribution Dates occurring during the fiscal year ended November 30,
1999. The information which is required to be prepared with respect to
such Distribution Dates related to the period mentioned above is set forth
below. Certain of the information is presented on the basis of an original
principal amount of $1000 per Investor Certificate. Certain other
information is presented based upon the aggregate amounts for the Trust as
a whole.
A. Information Regarding the Aggregate Distributions for the Fiscal Year Ended
---------------------------------------------------------------------------
November 30, 1999
-----------------
1. Class A Certificates
--------------------
(a) The amount of distribution to Class A
Certificateholders on the related Distribution
Dates.
Total Interest Principal
---------------------------------------------------
$39,709,022.30 $39,709,022.30 $0.00
(b) The amount of the distribution set forth in
paragraph (a) above, per $1,000 interest.
Total Interest Principal
---------------------------------------------------
$52.94536307 $52.94536307 $0.00000000
2. Class B Certificates
--------------------
(a) The amount of distribution to Class
B Certificateholders on the related Distribution
Dates.
Total Interest Principal
---------------------------------------------------
$2,161,807.94 $2,161,807.94 $0.00
(b) The amount of the distribution set forth in
paragraph (a) above, per $1,000 interest.
Total Interest Principal
---------------------------------------------------
$54.76536302 $54.76536302 $0.00000000
<PAGE> 38
Series 1997-1
B. Information Regarding the Performance of the Trust
--------------------------------------------------
1. Collections of Receivables
--------------------------
(a) The aggregate amount of Finance Charge Collections
processed during the related Due Periods. $5,072,424,985.16
(b) The aggregate amount of Principal Collections
processed during the related Due Periods. $46,819,203,364.03
(c) The aggregate amount of Finance Charge Collections
processed during the related Due Periods which was
allocated in respect of the Class A Certificates. $145,616,023.94
(d) The aggregate amount of Principal Collections
processed during the related Due Periods which was
allocated in respect of the Class A Certificates. $1,341,949,937.04
(e) The aggregate amount of Finance Charge Collections
processed during the related Due Periods which was
allocated in respect of the Class B Certificates. $7,672,318.73
(f) The aggregate amount of Principal Collections
processed during the related Due Periods which was
allocated in respect of the Class B Certificates. $70,697,354.15
(g) The aggregate amount of Finance Charge Collections
processed during the related Due Periods which was
allocated in respect of the Seller Certificate. $1,228,379,356.88
(h) The aggregate amount of Principal Collections
processed during the related Due Periods which was
allocated in respect of the Seller Certificate. $11,364,040,241.18
2. Investor Losses: Reimbursement of Charge-Offs
----------------------------------------------
(a) The aggregate amount of Class A and Class B Investor Losses, as
defined in the Agreement, during the related Due Periods.
Class A Class B
------- -------
$0.00 $0.00
<PAGE> 39
(b) The amount of Class A and Class B Investor Losses
set forth in paragraph (a) above, per $1,000 interest
Class A Class B
------- -------
0.00000000 0.00000000
(c) The total amount reimbursed to the Trust in the current year
pursuant to the Agreement, if any, in respect of Class A and
Class B Investor Losses
Class A Class B
------- -------
$0.00 $0.00
(d) The amount set forth in paragraph (c)above, per
$1,000 interest.
Class A Class B
------- -------
0.00000000 0.00000000
(e) The aggregate amount of unreimbursed Class A and Class B Investor
Losses in the Trust as of the end of the year ended November 30,
1999.
Class A Class B
------- -------
$0.00 $0.00
(f) The amount set forth in paragraph (e) above, per
$1,000 interest.
Class A Class B
------- -------
0.00000000 0.00000000
3. Investor Servicing Fee
----------------------
(a) The amount of Class A and Class B Monthly Servicing Fee payable
by Trust to the Servicer for the year ended November 30, 1999.
Class A Class B
------- -------
$15,000,000.00 $789,480.00
4. Available Credit Enhancement Amount
-----------------------------------
(a) The Amount available to be drawn from both the shared and Class B
portion of the Credit Enhancement in accordance with the Pooling
and Servicing Agreement and its respective Series Supplement as
of the Distribution Date prior to November 30, 1999.
Shared Amount Class B Amount
------------- --------------
$0.00 $59,210,550.00
<PAGE> 40
(b) The amount set forth in paragraph (a) above as a percentage of
the Series Investor Interest and the Class B Investor Interest.
Shared Amount Class B Amount
------------- --------------
0.00% 150.00%
5. The Pool Factor
---------------
The Pool Factor represents the ratio of the amount of the Investor
Interest as of the Distribution Date prior to November 30, 1999, to
the amount of the Investor Interest as of the Closing Date. The
amount of a Certificateholder's pro-rata share of the Investor
Interest can be determined by multiplying the original denomination
of the Certificateholder's Certificate by the Pool Factor.
(a) Class A and Class B Certificates.
Class A Class B
------- -------
1.00000000 1.00000000
<PAGE> 41
DISCOVER CARD MASTER TRUST
Series 1997-2
Credit Card Pass - Through Certificates
Distribution and Performance
Annual Aggregate Report - 1999
Pursuant to the Series Supplement dated as of October 15, 1997, for Series
1997-2, and relating to the Pooling and Servicing Agreement dated as of October
1, 1993 (the "Agreement") by and between Greenwood Trust Company (the
"Servicer"), and U.S. Bank National Association, as Trustee, the Servicer is
required to prepare certain information each month regarding current
distributions to Investor Certificateholders and the performance of the Trust
during the previous month. For purposes of filing Form 10-K, certain information
is required to be prepared with respect to such Distribution Dates occurring
during the fiscal year ended November 30, 1999. The information which is
required to be prepared with respect to such Distribution Dates related to the
period mentioned above is set forth below. Certain of the information is
presented on the basis of an original principal amount of $1000 per Investor
Certificate. Certain other information is presented based upon the aggregate
amounts for the Trust as a whole.
A. Information Regarding the Aggregate Distributions for the Fiscal Year Ended
---------------------------------------------------------------------------
November 30, 1999
-----------------
1. Class A Certificates
--------------------
(a) The amount of distribution to Class A
Certificateholders on the related
Distribution Dates.
Total Interest Principal
---------------------------------------------------
$33,960,000.00 $33,960,000.00 $0.00
(b) The amount of the distribution set forth in
paragraph (a) above, per $1,000 interest.
Total Interest Principal
---------------------------------------------------
$67.92000000 $67.92000000 $0.00000000
2. Class B Certificates
--------------------
(a) The amount of distribution to Class B
Certificateholders on the related
Distribution Dates.
Total Interest Principal
---------------------------------------------------
$1,475,796.22 $1,475,796.22 $0.00
(b) The amount of the distribution set forth in
paragraph (a) above, per $1,000 interest.
Total Interest Principal
---------------------------------------------------
$56.07980772 $56.07980772 $0.00000000
<PAGE> 42
Series 1997-2
B. Information Regarding the Performance of the Trust
--------------------------------------------------
1. Collections of Receivables
--------------------------
(a) The aggregate amount of Finance Charge
Collections processed during the related Due
Periods. $5,072,424,985.16
(b) The aggregate amount of Principal Collections
processed during the related Due Periods. $46,819,203,364.03
(c) The aggregate amount of Finance Charge
Collections processed during the related Due
Periods which was allocated in respect of the
Class A Certificates. $97,090,646.37
(d) The aggregate amount of Principal Collections
processed during the related Due Periods
which was allocated in respect of the Class A
Certificates. $894,743,101.99
(e) The aggregate amount of Finance Charge
Collections processed during the related Due
Periods which was allocated in respect of the
Class B Certificates. $5,102,122.87
(f) The aggregate amount of Principal Collections
processed during the related Due Periods
which was allocated in respect of the Class B
Certificates. $47,026,600.07
(g) The aggregate amount of Finance Charge
Collections processed during the related Due
Periods which was allocated in respect of the
Seller Certificate. $1,228,379,356.88
(h) The aggregate amount of Principal Collections
processed during the related Due Periods
which was allocated in respect of the Seller
Certificate. $11,364,040,241.18
2. Investor Losses: Reimbursement of Charge-Offs
----------------------------------------------
(a) The aggregate amount of Class A and Class B
Investor Losses, as defined in the Agreement,
during the related Due Periods.
Class A Class B
------- -------
$0.00 $0.00
<PAGE> 43
(b) The amount of Class A and Class B Investor
Losses set forth in paragraph (a) above, per
$1,000 interest.
Class A Class B
------- -------
0.00000000 0.00000000
(c) The total amount reimbursed to the Trust in
the current year pursuant to the Agreement,
if any, in respect of Class A and Class B
Investor Losses.
Class A Class B
------- -------
$0.00 $0.00
(d) The amount set forth in paragraph (c)above,
per $1,000 interest.
Class A Class B
------- -------
0.00000000 0.00000000
(e) The aggregate amount of unreimbursed Class A
and Class B Investor Losses in the Trust as
of the end of the year ended November 30,
1999.
Class A Class B
------- -------
$0.00 $0.00
(f) The amount set forth in paragraph (e) above,
per $1,000 interest.
Class A Class B
------- -------
0.00000000 0.00000000
3. Investor Servicing Fee
----------------------
(a) The amount of Class A and Class B Monthly
Servicing Fee payable by Trust to the
Servicer for the year ended November 30,
1999.
Class A Class B
------- -------
$9,999,999.96 $526,320.00
4. Available Credit Enhancement Amount
-----------------------------------
(a) The Amount available to be drawn from both
the shared and Class B portion of the Credit
Enhancement in accordance with the Pooling
and Servicing Agreement and its respective
Series Supplement as of the Distribution Date
prior to November 30, 1999.
Shared Amount Class B Amount
------------- --------------
$0.00 $21,052,640.00
<PAGE> 44
(b) The amount set forth in paragraph (a) above
as a percentage of the Series Investor Interest
and the Class B Investor Interest.
Shared Amount Class B Amount
------------- --------------
0.00% 80.00%
5. The Pool Factor
---------------
The Pool Factor represents the ratio of the amount of the Investor Interest
as of the Distribution Date prior to November 30, 1999, to the amount of
the Investor Interest as of the Closing Date. The amount of a
Certificateholder's pro-rata share of the Investor Interest can be
determined by multiplying the original denomination of the
Certificateholder's Certificate by the Pool Factor.
(a) Class A and Class B Certificates.
Class A Class B
------- -------
1.00000000 1.00000000
<PAGE> 45
DISCOVER CARD MASTER TRUST
Series 1997-3
Credit Card Pass - Through Certificates
Distribution and Performance
Annual Aggregate Report - 1999
Pursuant to the Series Supplement dated as of October 23, 1997, for Series
1997-3, and relating to the Pooling and Servicing Agreement dated as of October
1, 1993 (the "Agreement") by and between Greenwood Trust Company (the
"Servicer"), and U.S. Bank National Association, as Trustee, the Servicer is
required to prepare certain information each month regarding current
distributions to Investor Certificateholders and the performance of the Trust
during the previous month. For purposes of filing Form 10-K, certain information
is required to be prepared with respect to such Distribution Dates occurring
during the fiscal year ended November 30, 1999. The information which is
required to be prepared with respect to such Distribution Dates related to the
period mentioned above is set forth below. Certain of the information is
presented on the basis of an original principal amount of $1000 per Investor
Certificate. Certain other information is presented based upon the aggregate
amounts for the Trust as a whole.
A. Information Regarding the Aggregate Distributions for the Fiscal Year Ended
---------------------------------------------------------------------------
November 30, 1999
-----------------
1. Class A Certificates
--------------------
(a) The amount of distribution to Class A
Certificateholders on the related
Distribution Dates.
Total Interest Principal
---------------------------------------------------
$34,677,374.88 $34,677,374.88 $0.00
(b) The amount of the distribution set forth in
paragraph (a) above, per $1,000 interest.
Total Interest Principal
---------------------------------------------------
$53.34980751 $53.34980751 $0.00000000
2. Class B Certificates
--------------------
(a) The amount of distribution to Class B
Certificateholders on the related
Distribution Dates.
Total Interest Principal
---------------------------------------------------
$1,887,414.28 $1,887,414.28 $0.00
(b) The amount of the distribution set forth in
paragraph (a) above, per $1,000 interest.
Total Interest Principal
---------------------------------------------------
$55.16980737 $55.16980737 $0.00000000
<PAGE> 46
Series 1997-3
B. Information Regarding the Performance of the Trust
--------------------------------------------------
1. Collections of Receivables
--------------------------
(a) The aggregate amount of Finance Charge
Collections processed during the related Due
Periods. $5,072,424,985.16
(b) The aggregate amount of Principal Collections
processed during the related Due Periods. $46,819,203,364.03
(c) The aggregate amount of Finance Charge
Collections processed during the related Due
Periods which was allocated in respect of the
Class A Certificates. $126,182,477.41
(d) The aggregate amount of Principal Collections
processed during the related Due Periods
which was allocated in respect of the Class A
Certificates. $1,162,874,387.69
(e) The aggregate amount of Finance Charge
Collections processed during the related Due
Periods which was allocated in respect of the
Class B Certificates. $6,658,661.54
(f) The aggregate amount of Principal Collections
processed during the related Due Periods
which was allocated in respect of the Class B
Certificates. $61,346,809.84
(g) The aggregate amount of Finance Charge
Collections processed during the related Due
Periods which was allocated in respect of the
Seller Certificate. $1,228,379,356.88
(h) The aggregate amount of Principal Collections
processed during the related Due Periods
which was allocated in respect of the Seller
Certificate. $11,364,040,241.18
2. Investor Losses: Reimbursement of Charge-Offs
----------------------------------------------
(a) The aggregate amount of Class A and Class B
Investor Losses, as defined in the Agreement,
during the related Due Periods.
Class A Class B
------- -------
$0.00 $0.00
<PAGE> 47
(b) The amount of Class A and Class B Investor
Losses set forth in paragraph (a) above, per
$1,000 interest.
Class A Class B
------- -------
0.00000000 0.00000000
(c) The total amount reimbursed to the Trust in
the current year pursuant to the Agreement,
if any, in respect of Class A and Class B
Investor Losses.
Class A Class B
------- -------
$0.00 $0.00
(d) The amount set forth in paragraph (c)above,
per $1,000 interest.
Class A Class B
------- -------
0.00000000 0.00000000
(e) The aggregate amount of unreimbursed Class A
and Class B Investor Losses in the Trust as
of the end of the year ended November 30,
1999.
Class A Class B
------- -------
$0.00 $0.00
(f) The amount set forth in paragraph (e) above,
per $1,000 interest.
Class A Class B
------- -------
0.00000000 0.00000000
3. Investor Servicing Fee
----------------------
(a) The amount of Class A and Class B Monthly
Servicing Fee payable by Trust to the
Servicer for the year ended November 30,
1999.
Class A Class B
------- -------
$12,999,999.96 $684,219.96
4. Available Credit Enhancement Amount
-----------------------------------
(a) The Amount available to be drawn from both
the shared and Class B portion of the Credit
Enhancement in accordance with the Pooling
and Servicing Agreement and its respective
Series Supplement as of the Distribution Date
prior to November 30, 1999.
Shared Amount Class B Amount
------------- --------------
$0.00 $51,315,825.00
<PAGE> 48
(b) The amount set forth in paragraph (a) above
as a percentage of the Series Investor Interest
and the Class B Investor Interest.
Shared Amount Class B Amount
------------- --------------
0.00% 150.00%
5. The Pool Factor
---------------
The Pool Factor represents the ratio of the amount of the Investor Interest
as of the Distribution Date prior to November 30, 1999, to the amount of
the Investor Interest as of the Closing Date. The amount of a
Certificateholder's pro-rata share of the Investor Interest can be
determined by multiplying the original denomination of the
Certificateholder's Certificate by the Pool Factor.
(a) Class A and Class B Certificates.
Class A Class B
------- -------
1.00000000 1.00000000
<PAGE> 49
DISCOVER CARD MASTER TRUST
Series 1997-4
Credit Card Pass - Through Certificates
Distribution and Performance
Annual Aggregate Report - 1999
Pursuant to the Series Supplement dated as of October 31, 1997, for Series
1997-4, and relating to the Pooling and Servicing Agreement dated as of October
1, 1993 (the "Agreement") by and between Greenwood Trust Company (the
"Servicer"), and U.S. Bank National Association, as Trustee, the Servicer is
required to prepare certain information each month regarding current
distributions to Investor Certificateholders and the performance of the Trust
during the previous month. For purposes of filing Form 10-K, certain information
is required to be prepared with respect to such Distribution Dates occurring
during the fiscal year ended November 30, 1999. The information which is
required to be prepared with respect to such Distribution Dates related to the
period mentioned above is set forth below. Certain of the information is
presented on the basis of an original principal amount of $1000 per Investor
Certificate. Certain other information is presented based upon the aggregate
amounts for the Trust as a whole.
A. Information Regarding the Aggregate Distributions for the Fiscal Year Ended
November 30, 1999
1. Class A Certificates
--------------------
(a) The amount of distribution to Class A
Certificateholders on the related
Distribution Dates.
Total Interest Principal
---------------------------------------------------
$39,557,355.63 $39,557,355.63 $0.00
(b) The amount of the distribution set forth in
paragraph (a) above, per $1,000 interest.
Total Interest Principal
---------------------------------------------------
$52.74314084 $52.74314084 $0.00000000
2. Class B Certificates
--------------------
(a) The amount of distribution to Class B
Certificateholders on the related
Distribution Dates.
Total Interest Principal
---------------------------------------------------
$2,153,825.42 $2,153,825.42 $0.00
(b) The amount of the distribution set forth in
paragraph (a) above, per $1,000 interest.
Total Interest Principal
---------------------------------------------------
$54.56314080 $54.56314080 $0.00000000
<PAGE> 50
Series 1997-4
B. Information Regarding the Performance of the Trust
--------------------------------------------------
1. Collections of Receivables
--------------------------
(a) The aggregate amount of Finance Charge
Collections processed during the related Due
Periods. $5,072,424,985.16
(b) The aggregate amount of Principal
Collections processed during the related
Due Periods. $46,819,203,364.03
(c) The aggregate amount of Finance Charge
Collections processed during the related Due
Periods which was allocated in respect of the
Class A Certificates. $145,616,023.94
(d) The aggregate amount of Principal Collections
processed during the related Due Periods
which was allocated in respect of the
Class A Certificates. $1,341,949,937.04
(e) The aggregate amount of Finance Charge
Collections processed during the related Due
Periods which was allocated in respect of the
Class B Certificates. $7,672,318.73
(f) The aggregate amount of Principal Collections
processed during the related Due Periods
which was allocated in respect of the Class B
Certificates. $70,697,354.15
(g) The aggregate amount of Finance Charge
Collections processed during the related
Due Periods which was allocated in respect
of the Seller Certificate. $1,228,379,356.88
(h) The aggregate amount of Principal Collections
processed during the related Due Periods
which was allocated in respect of the Seller
Certificate. $11,364,040,241.18
2. Investor Losses: Reimbursement of Charge-Offs
----------------------------------------------
(a) The aggregate amount of Class A and Class B
Investor Losses, as defined in the Agreement,
during the related Due Periods.
Class A Class B
------- -------
$0.00 $0.00
<PAGE> 51
(b) The amount of Class A and Class B Investor
Losses set forth in paragraph (a) above, per
$1,000 interest
Class A Class B
------- -------
0.00000000 0.00000000
(c) The total amount reimbursed to the Trust in
the current year pursuant to the Agreement,
if any, in respect of Class A and Class B
Investor Losses
Class A Class B
------- -------
$0.00 $0.00
(d) The amount set forth in paragraph (c)above,
per $1,000 interest.
Class A Class B
------- -------
0.00000000 0.00000000
(e) The aggregate amount of unreimbursed Class A
and Class B Investor Losses in the Trust as
of the end of the year ended November 30,
1999.
Class A Class B
------- -------
$0.00 $0.00
(f) The amount set forth in paragraph (e) above,
per $1,000 interest.
Class A Class B
------- -------
0.00000000 0.00000000
3. Investor Servicing Fee
----------------------
(a) The amount of Class A and Class B Monthly
Servicing Fee payable by Trust to the
Servicer for the year ended November 30,
1999.
Class A Class B
------- -------
$15,000,000.00 $789,480.00
4. Available Credit Enhancement Amount
-----------------------------------
( a) The Amount available to be drawn from both
the shared and Class B portion of the Credit
Enhancement in accordance with the Pooling
and Servicing Agreement and its respective
Series Supplement as of the Distribution Date
prior to November 30, 1999.
Shared Amount Class B Amount
------------- --------------
$0.00 $59,210,550.00
<PAGE> 52
(b) The amount set forth in paragraph (a) above
as a percentage of the Series Investor Interest
and the Class B Investor Interest.
Shared Amount Class B Amount
------------- --------------
0.00% 150.00%
5. The Pool Factor
---------------
The Pool Factor represents the ratio of the amount of the Investor
Interest as of the Distribution Date prior to November 30, 1999, to the
amount of the Investor Interest as of the Closing Date. The amount of a
Certificateholder's pro-rata share of the Investor Interest can be
determined by multiplying the original denomination of the
Certificateholder's Certificate by the Pool Factor.
(a) Class A and Class B Certificates.
Class A Class B
------- -------
1.00000000 1.00000000
<PAGE> 53
DISCOVER CARD MASTER TRUST
Series 1998-1
Credit Card Pass - Through Certificates
Distribution and Performance
Annual Aggregate Report - 1999
Pursuant to the Series Supplement dated as of January 14, 1998, for Series
1998-1, and relating to the Pooling and Servicing Agreement dated as of October
1, 1993 (the "Agreement") by and between Greenwood Trust Company (the
"Servicer"), and U.S. Bank National Association, as Trustee, the Servicer is
required to prepare certain information each month regarding current
distributions to Investor Certificateholders and the performance of the Trust
during the previous month. For purposes of filing Form 10-K, certain information
is required to be prepared with respect to such Distribution Dates occurring
during the fiscal year ended November 30, 1999. The information which is
required to be prepared with respect to such Distribution Dates related to the
period mentioned above is set forth below. Certain of the information is
presented on the basis of an original principal amount of $1000 per Investor
Certificate. Certain other information is presented based upon the aggregate
amounts for the Trust as a whole.
A. Information Regarding the Aggregate Distributions for the Fiscal Year Ended
November 30, 1999
1. Class A Certificates
--------------------
(a) The amount of distribution to Class A
Certificateholders on the related
Distribution Dates.
Total Interest Principal
---------------------------------------------------
$18,530,877.09 $18,530,877.09 $0.00
(b) The amount of the distribution set forth in
paragraph (a) above, per $1,000 interest.
Total Interest Principal
---------------------------------------------------
$52.94536311 $52.94536311 $0.00000000
2. Class B Certificates
--------------------
(a) The amount of distribution to Class B
Certificateholders on the related
Distribution Dates.
Total Interest Principal
---------------------------------------------------
$1,008,887.53 $1,008,887.53 $0.00
(b) The amount of the distribution set forth in
paragraph (a) above, per $1,000 interest.
Total Interest Principal
---------------------------------------------------
$54.76536370 $54.76536370 $0.000000
<PAGE> 54
Series 1998-1
B. Information Regarding the Performance of the Trust
1. Collections of Receivables
--------------------------
(a) The aggregate amount of Finance Charge
Collections processed during the related Due
Periods. $5,072,424,985.16
(b) The aggregate amount of Principal Collections
processed during the related Due Periods. $46,819,203,364.03
(c) The aggregate amount of Finance Charge
Collections processed during the related Due
Periods which was allocated in respect of the
Class A Certificates. $67,958,843.01
(d) The aggregate amount of Principal Collections
processed during the related Due Periods
which was allocated in respect of the Class A
Certificates. $626,281,571.49
(e) The aggregate amount of Finance Charge
Collections processed during the related Due
Periods which was allocated in respect of the
Class B Certificates. $3,582,567.01
(f) The aggregate amount of Principal Collections
processed during the related Due Periods
which was allocated in respect of the Class B
Certificates. $33,009,100.56
(g) The aggregate amount of Finance Charge
Collections processed during the related Due
Periods which was allocated in respect of the
Seller Certificate. $1,228,379,356.88
(h) The aggregate amount of Principal Collections
processed during the related Due Periods
which was allocated in respect of the Seller
Certificate. $11,364,040,241.18
2. Investor Losses: Reimbursement of Charge-Offs
----------------------------------------------
(a) The aggregate amount of Class A and Class B
Investor Losses, as defined in the Agreement,
during the related Due Periods.
Class A Class B
------- -------
$0.00 $0.00
<PAGE> 55
(b) The amount of Class A and Class B Investor
Losses set forth in paragraph (a) above, per
$1,000 interest
Class A Class B
------- -------
0.00000000 0.00000000
(c) The total amount reimbursed to the Trust in
the current year pursuant to the Agreement,
if any, in respect of Class A and Class B
Investor Losses
Class A Class B
------- -------
$0.00 $0.00
(d) The amount set forth in paragraph (c)above,
per $1,000 interest.
Class A Class B
------- -------
0.00000000 0.00000000
(e) The aggregate amount of unreimbursed Class A
and Class B Investor Losses in the Trust as
of the end of the year ended November 30,
1999.
Class A Class B
------- -------
$0.00 $0.00
(f) The amount set forth in paragraph (e) above,
per $1,000 interest.
Class A Class B
------- -------
0.00000000 0.00000000
3. Investor Servicing Fee
----------------------
(a) The amount of Class A and Class B Monthly
Servicing Fee payable by Trust to the
Servicer for the year ended November 30,
1999.
Class A Class B
------- -------
$6,999,999.96 $368,439.96
4. Available Credit Enhancement Amount
-----------------------------------
(a) The Amount available to be drawn from both
the shared and Class B portion of the Credit
Enhancement in accordance with the Pooling
and Servicing Agreement and its respective
Series Supplement as of the Distribution Date
prior to November 30, 1999.
Shared Amount Class B Amount
------------- --------------
$0.00 $27,631,650.00
<PAGE> 56
(b) The amount set forth in paragraph (a) above
as a percentage of the Series Investor Interest
and the Class B Investor Interest.
Shared Amount Class B Amount
------------- --------------
0.00% 149.99%
5. The Pool Factor
---------------
The Pool Factor represents the ratio of the amount of the Investor
Interest as of the Distribution Date prior to November 30, 1999, to the
amount of the Investor Interest as of the Closing Date. The amount of a
Certificateholder's pro-rata share of the Investor Interest can be
determined by multiplying the original denomination of the
Certificateholder's Certificate by the Pool Factor.
(a) Class A and Class B Certificates.
Class A Class B
------- -------
1.00000000 1.00000000
<PAGE> 57
DISCOVER CARD MASTER TRUST
Series 1998-2
Credit Card Pass - Through Certificates
Distribution and Performance
Annual Aggregate Report - 1999
Pursuant to the Series Supplement dated as of March 4, 1998, for Series 1998-2,
and relating to the Pooling and Servicing Agreement dated as of October 1, 1993
(the "Agreement") by and between Greenwood Trust Company (the "Servicer"), and
U.S. Bank National Association, as Trustee, the Servicer is required to prepare
certain information each month regarding current distributions to Investor
Certificateholders and the performance of the Trust during the previous month.
For purposes of filing Form 10-K, certain information is required to be prepared
with respect to such Distribution Dates occurring during the fiscal year ended
November 30, 1999. The information which is required to be prepared with
respect to such Distribution Dates related to the period mentioned above is set
forth below. Certain of the information is presented on the basis of an original
principal amount of $1000 per Investor Certificate. Certain other information is
presented based upon the aggregate amounts for the Trust as a whole.
A. Information Regarding the Aggregate Distributions for the Fiscal Year Ended
November 30, 1999
1. Class A Certificates
--------------------
(a) The amount of distribution to Class A
Certificateholders on the related
Distribution Dates.
Total Interest Principal
---------------------------------------------------
$29,000,000.04 $29,000,000.04 $0.00
(b) The amount of the distribution set forth in
paragraph (a) above, per $1,000 interest.
Total Interest Principal
---------------------------------------------------
$58.00000008 $58.00000008 $0.00000000
2. Class B Certificates
--------------------
(a) The amount of distribution to Class B
Certificateholders on the related
Distribution Dates.
Total Interest Principal
---------------------------------------------------
$1,565,802.00 $1,565,802.00 $0.00
(b) The amount of the distribution set forth in
paragraph (a) above, per $1,000 interest.
Total Interest Principal
---------------------------------------------------
$59.50000000 $59.50000000 $0.00000000
<PAGE> 58
Series 1998-2
B. Information Regarding the Performance of the Trust
1. Collections of Receivables
--------------------------
(a) The aggregate amount of Finance Charge
Collections processed during the related Due
Periods. $5,072,424,985.16
(b) The aggregate amount of Principal Collections
processed during the related Due Periods. $46,819,203,364.03
(c) The aggregate amount of Finance Charge
Collections processed during the related Due
Periods which was allocated in respect of the
Class A Certificates. $97,090,646.37
(d) The aggregate amount of Principal Collections
processed during the related Due Periods
which was allocated in respect of the Class A
Certificates. $894,743,101.99
(e) The aggregate amount of Finance Charge
Collections processed during the related Due
Periods which was allocated in respect of the
Class B Certificates. $5,102,122.87
(f) The aggregate amount of Principal Collections
processed during the related Due Periods
which was allocated in respect of the Class B
Certificates. $47,026,600.07
(g) The aggregate amount of Finance Charge
Collections processed during the related Due
Periods which was allocated in respect of the
Seller Certificate. $1,228,379,356.88
(h) The aggregate amount of Principal Collections
processed during the related Due Periods
which was allocated in respect of the Seller
Certificate. $11,364,040,241.18
2. Investor Losses: Reimbursement of Charge-Offs
(a) The aggregate amount of Class A and Class B
Investor Losses, as defined in the Agreement,
during the related Due Periods.
Class A Class B
------- -------
$0.00 $0.00
<PAGE> 59
(b) The amount of Class A and Class B Investor
Losses set forth in paragraph (a) above, per
$1,000 interest
Class A Class B
------- -------
0.00000000 0.00000000
(c) The total amount reimbursed to the Trust in
the current year pursuant to the Agreement,
if any, in respect of Class A and Class B
Investor Losses
Class A Class B
------- -------
$0.00 $0.00
(d) The amount set forth in paragraph (c)above,
per $1,000 interest.
Class A Class B
------- -------
0.00000000 0.00000000
(e) The aggregate amount of unreimbursed Class A
and Class B Investor Losses in the Trust as
of the end of the year ended November 30,
1999.
Class A Class B
------- -------
$0.00 $0.00
(f) The amount set forth in paragraph (e) above, per
$1,000 interest.
Class A Class B
------- -------
0.00000000 0.00000000
3. Investor Servicing Fee
----------------------
(a) The amount of Class A and Class B Monthly
Servicing Fee payable by Trust to the
Servicer for the year ended November 30,
1999.
Class A Class B
------- -------
$9,999,999.96 $526,320.00
4. Available Credit Enhancement Amount
-----------------------------------
(a) The Amount available to be drawn from both
the shared and Class B portion of the Credit
Enhancement in accordance with the Pooling
and Servicing Agreement and its respective
Series Supplement as of the Distribution Date
prior to November 30, 1999.
Shared Amount Class B Amount
------------- --------------
$0.00 $21,052,640.00
<PAGE> 60
(b) The amount set forth in paragraph (a) above
as a percentage of the Series Investor Interest
and the Class B Investor Interest.
Shared Amount Class B Amount
------------- --------------
0.00% 80.00%
5. The Pool Factor
---------------
The Pool Factor represents the ratio of the amount of the Investor
Interest as of the Distribution Date prior to November 30, 1999, to the
amount of the Investor Interest as of the Closing Date. The amount of a
Certificateholder's pro-rata share of the Investor Interest can be
determined by multiplying the original denomination of the
Certificateholder's Certificate by the Pool Factor.
(a) Class A and Class B Certificates.
Class A Class B
------- -------
1.00000000 1.00000000
<PAGE> 61
DISCOVER CARD MASTER TRUST
Series 1998-3
Credit Card Pass - Through Certificates
Distribution and Performance
Annual Aggregate Report - 1999
Pursuant to the Series Supplement dated as of March 25, 1998, for Series 1998-3,
and relating to the Pooling and Servicing Agreement dated as of October 1, 1993
(the "Agreement") by and between Greenwood Trust Company (the "Servicer"), and
U.S. Bank National Association, as Trustee, the Servicer is required to prepare
certain information each month regarding current distributions to Investor
Certificateholders and the performance of the Trust during the previous month.
For purposes of filing Form 10-K, certain information is required to be prepared
with respect to such Distribution Dates occurring during the fiscal year ended
November 30, 1999. The information which is required to be prepared with respect
to such Distribution Dates related to the period mentioned above is set forth
below. Certain of the information is presented on the basis of an original
principal amount of $1000 per Investor Certificate. Certain other information is
presented based upon the aggregate amounts for the Trust as a whole.
A. Information Regarding the Aggregate Distributions for the Fiscal Year Ended
November 30, 1999
1. Class A Certificates
(a) The amount of distribution to Class
A Certificateholders on the related
Distribution Dates.
Total Interest Principal
----------------------------------------------------
$39,974,438.98 $39,974,438.98 $0.00
(b) The amount of the distribution set
forth in paragraph (a) above, per
$1,000 interest.
Total Interest Principal
----------------------------------------------------
$53.29925197 $53.29925197 $0.00000000
2. Class B Certificates
(a) The amount of distribution to Class
B Certificateholders on the related
Distribution Dates. Total Interest
Principal
Total Interest Principal
----------------------------------------------------
$2,169,790.46 $2,169,790.46 $0.00
(b) The amount of the distribution
set forth in paragraph (a)
above, per $1,000 interest.
Total Interest Principal
----------------------------------------------------
$54.96758525 $54.96758525 $0.00000000
<PAGE> 62
Series 1998-3
B. Information Regarding the Performance of the Trust
1. Collections of Receivables
[S] [C]
(a) The aggregate amount of Finance
Charge Collections processed during
the related Due Periods. $5,072,424,985.16
(b) The aggregate amount of Principal
Collections processed during the
related Due Periods. $46,819,203,364.03
(c) The aggregate amount of Finance
Charge Collections processed during
the related Due Periods which was
allocated in respect of the Class A
Certificates. $145,616,023.94
(d) The aggregate amount of Principal
Collections processed during the
related Due Periods which was
allocated in respect of the Class A
Certificates. $1,341,949,937.04
(e) The aggregate amount of Finance
Charge Collections processed during
the related Due Periods which was
allocated in respect of the Class B
Certificates. $7,672,318.73
(f) The aggregate amount of Principal
Collections processed during the
related Due Periods which was
allocated in respect of the Class B
Certificates. $70,697,354.15
(g) The aggregate amount of Finance
Charge Collections processed during
the related Due Periods which was
allocated in respect of the Seller
Certificate. $1,228,379,356.88
(h) The aggregate amount of Principal
Collections processed during the
related Due Periods which was
allocated in respect of the Seller
Certificate. $11,364,040,241.18
2. Investor Losses: Reimbursement of Charge-Offs
(a) The aggregate amount of Class A and
Class B Investor Losses, as defined
in the Agreement, during the related
Due Periods.
Class A Class B
------- -------
$0.00 0.00
<PAGE> 63
(b) The amount of Class A and Class B
Investor Losses set forth in
paragraph (a) above, per $1,000
interest
Class A Class B
------- -------
0.00000000 0.00000000
(c) The total amount reimbursed to the
Trust in the current year pursuant
to the Agreement, if any, in respect
of Class A and Class B Investor
Losses
Class A Class B
------- -------
$0.00 $0.00
(d) The amount set forth in paragraph
(c)above, per $1,000 interest.
Class A Class B
------- -------
0.00000000 0.00000000
(e) The aggregate amount of unreimbursed
Class A and Class B Investor Losses
in the Trust as of the end of the
year ended November 30, 1999.
Class A Class B
------- -------
$0.00 $0.00
(f) The amount set forth in paragraph
(e) above, per $1,000 interest.
Class A Class B
------- -------
0.00000000 0.00000000
3. Investor Servicing Fee
(a) The amount of Class A and Class B
Monthly Servicing Fee payable by
Trust to the Servicer for the year
ended November 30, 1999.
Class A Class B
------- -------
$15,000,000.00 $789,480.00
4. Available Credit Enhancement Amount
(a) The Amount available to be drawn
from both the shared and Class B
portion of the Credit Enhancement in
accordance with the Pooling and
Servicing Agreement and its
respective Series Supplement as of
the Distribution Date prior to
November 30, 1999.
Shared Amount Class B Amount
------------- --------------
$0.00 $59,210,550.00
<PAGE> 64
(b) The amount set forth in paragraph
(a) above as a percentage of the
Series Investor Interest and the Class
B Investor Interest.
Shared Amount Class B Amount
------------- --------------
0.00% 150.00%
5. The Pool Factor
The Pool Factor represents the ratio of the amount of the Investor
Interest as of the Distribution Date prior to November 30, 1999, to the
amount of the Investor Interest as of the Closing Date. The amount of a
Certificateholder's pro-rata share of the Investor Interest can be
determined by multiplying the original denomination of the
Certificateholder's Certificate by the Pool Factor.
(a) Class A and Class B Certificates.
Class A Class B
------- -------
1.00000000 1.00000000
<PAGE> 65
DISCOVER CARD MASTER TRUST
Series 1998-4
Credit Card Pass - Through Certificates
Distribution and Performance
Annual Aggregate Report - 1999
Pursuant to the Series Supplement dated as of April 9, 1998, for Series 1998-4,
and relating to the Pooling and Servicing Agreement dated as of October 1, 1993
(the "Agreement") by and between Greenwood Trust Company (the "Servicer"), and
U.S. Bank National Association, as Trustee, the Servicer is required to prepare
certain information each month regarding current distributions to Investor
Certificateholders and the performance of the Trust during the previous month.
For purposes of filing Form 10-K, certain information is required to be prepared
with respect to such Distribution Dates occurring during the fiscal year ended
November 30, 1999. The information which is required to be prepared with
respect to such Distribution Dates related to the period mentioned above is set
forth below. Certain of the information is presented on the basis of an original
principal amount of $1000 per Investor Certificate. Certain other information is
presented based upon the aggregate amounts for the Trust as a whole.
A. Information Regarding the Aggregate Distributions for the Fiscal Year Ended
November 30, 1999
1. Class A Certificates
(a) The amount of distribution to Class
A Certificateholders on the related
Distribution Dates.
Total Interest Principal
----------------------------------------------------
$28,749,999.96 $28,749,999.96 $0.00
(b) The amount of the distribution set
forth in paragraph (a) above, per
$1,000 interest.
Total Interest Principal
----------------------------------------------------
$57.49999992 $57.49999992 $0.00000000
2. Class B Certificates
(a) The amount of distribution to Class
B Certificateholders on the related
Distribution Dates.
Total Interest Principal
----------------------------------------------------
$1,552,644.00 $1,552,644.00 $0.00
(b) The amount of the distribution set
forth in paragraph (a) above, per
$1,000 interest.
Total Interest Principal
----------------------------------------------------
$59.00000000 $59.00000000 $0.00000000
<PAGE> 66
Series 1998-4
B. Information Regarding the Performance of the Trust
1. Collections of Receivables
(a) The aggregate amount of Finance
Charge Collections processed during
the related Due Periods. $5,072,424,985.16
(b) The aggregate amount of Principal
Collections processed during the
related Due Periods. $46,819,203,364.03
(c) The aggregate amount of Finance
Charge Collections processed during
the related Due Periods which was
allocated in respect of the Class A
Certificates. $97,090,646.37
(d) The aggregate amount of Principal
Collections processed during the
related Due Periods which was
allocated in respect of the Class A
Certificates. $894,743,101.99
(e) The aggregate amount of Finance
Charge Collections processed during
the related Due Periods which was
allocated in respect of the Class B
Certificates. $5,102,122.87
(f) The aggregate amount of Principal
Collections processed during the
related Due Periods which was
allocated in respect of the Class B
Certificates. $47,026,600.07
(g) The aggregate amount of Finance
Charge Collections processed during
the related Due Periods which was
allocated in respect of the Seller
Certificate. $1,228,379,356.88
(h) The aggregate amount of Principal
Collections processed during the
related Due Periods which was
allocated in respect of the Seller
Certificate. $11,364,040,241.18
2. Investor Losses: Reimbursement of Charge-Offs
(a) The aggregate amount of Class A and
Class B Investor Losses, as defined
in the Agreement, during the related
Due Periods.
Class A Class B
------- -------
$0.00 $0.00
<PAGE> 67
(b) The amount of Class A and Class B
Investor Losses set forth in
paragraph (a) above, per $1,000
interest
Class A Class B
------- -------
0.00000000 0.00000000
(c) The total amount reimbursed to the
Trust in the current year pursuant
to the Agreement, if any, in respect
of Class A and Class B Investor
Losses
Class A Class B
------- -------
$0.00 $0.00
(d) The amount set forth in paragraph
(c)above, per $1,000 interest.
Class A Class B
------- -------
0.00000000 0.00000000
(e) The aggregate amount of unreimbursed
Class A and Class B Investor Losses
in the Trust as of the end of the
year ended November 30, 1999.
Class A Class B
------- -------
$0.00 $0.00
(f) The amount set forth in paragraph
(e) above, per $1,000 interest.
Class A Class B
------- -------
0.00000000 0.00000000
3. Investor Servicing Fee
(a) The amount of Class A and Class B
Monthly Servicing Fee payable by
Trust to the Servicer for the year
ended November 30, 1999.
Class A Class B
------- -------
$9,999,999.96 $526,320.00
4. Available Credit Enhancement Amount
(a) The Amount available to be drawn
from both the shared and Class B
portion of the Credit Enhancement in
accordance with the Pooling and
Servicing Agreement and its
respective Series Supplement as of
the Distribution Date prior to
November 30, 1999.
Shared Amount Class B Amount
------------- --------------
$0.00 $21,052,640.00
<PAGE> 68
(b) The amount set forth in paragraph
(a) above as a percentage of the
Series Investor Interest and the Class
B Investor Interest.
Shared Amount Class B Amount
------------- --------------
0.00% 80.00%
5. The Pool Factor
The Pool Factor represents the ratio of the amount of the Investor
Interest as of the Distribution Date prior to November 30, 1999, to
the amount of the Investor Interest as of the Closing Date. The
amount of a Certificateholder's pro-rata share of the Investor
Interest can be determined by multiplying the original denomination
of the Certificateholder's Certificate by the Pool Factor.
(a) Class A and Class B Certificates.
Class A Class B
------- -------
1.00000000 1.00000000
<PAGE> 69
DISCOVER CARD MASTER TRUST
Series 1998-6
Credit Card Pass - Through Certificates
Distribution and Performance
Annual Aggregate Report - 1999
Pursuant to the Series Supplement dated as of July 30, 1998, for Series 1998-6,
and relating to the Pooling and Servicing Agreement dated as of October 1, 1993
(the "Agreement") by and between Greenwood Trust Company (the "Servicer"), and
U.S. Bank National Association, as Trustee, the Servicer is required to prepare
certain information each month regarding current distributions to Investor
Certificateholders and the performance of the Trust during the previous month.
For purposes of filing Form 10-K, certain information is required to be prepared
with respect to such Distribution Dates occurring during the fiscal year ended
November 30, 1999. The information which is required to be prepared with
respect to such Distribution Dates related to the period mentioned above is set
forth below. Certain of the information is presented on the basis of an original
principal amount of $1000 per Investor Certificate. Certain other information is
presented based upon the aggregate amounts for the Trust as a whole.
A. Information Regarding the Aggregate Distributions for the Fiscal Year Ended
November 30, 1999
1. Class A Certificates
(a) The amount of distribution to Class
A Certificateholders on the related
Distribution Dates.
Total Interest Principal
----------------------------------------------------
$28,031,250.00 $28,031,250.00 $0.00
(b) The amount of the distribution set
forth in paragraph (a) above, per
$1,000 interest.
Total Interest Principal
----------------------------------------------------
$56.06250000 $56.06250000 $0.00000000
2. Class B Certificates
(a) The amount of distribution to Class
B Certificateholders on the related
Distribution Dates.
Total Interest Principal
----------------------------------------------------
$1,525,779.75 $1,525,779.75 $0.00
(b) The amount of the distribution set
forth in paragraph (a) above, per
$1,000 interest.
Total Interest Principal
----------------------------------------------------
$57.97916667 $57.97916667 $0.00000000
<PAGE> 70
Series 1998-6
B. Information Regarding the Performance of the Trust
1. Collections of Receivables
(a) The aggregate amount of Finance
Charge Collections processed during
the related Due Periods. $5,072,424,985.16
(b) The aggregate amount of Principal
Collections processed during the
related Due Periods. $46,819,203,364.03
(c) The aggregate amount of Finance
Charge Collections processed during
the related Due Periods which was
allocated in respect of the Class A
Certificates. $97,090,646.37
(d) The aggregate amount of Principal
Collections processed during the
related Due Periods which was
allocated in respect of the Class A
Certificates. $894,743,101.99
(e) The aggregate amount of Finance
Charge Collections processed during
the related Due Periods which was
allocated in respect of the Class B
Certificates. $5,102,122.87
(f) The aggregate amount of Principal
Collections processed during the
related Due Periods which was
allocated in respect of the Class B
Certificates. $47,026,600.07
(g) The aggregate amount of Finance
Charge Collections processed during
the related Due Periods which was
allocated in respect of the Seller
Certificate. $1,228,379,356.88
(h) The aggregate amount of Principal
Collections processed during the
related Due Periods which was
allocated in respect of the Seller
Certificate. $11,364,040,241.18
2. Investor Losses: Reimbursement of Charge-Offs
(a) The aggregate amount of Class A and
Class B Investor Losses, as defined
in the Agreement, during the related
Due Periods.
Class A Class B
------- -------
$0.00 $0.00
<PAGE> 71
(b) The amount of Class A and Class B
Investor Losses set forth in
paragraph (a) above, per $1,000
interest
Class A Class B
------- -------
0.00000000 0.00000000
(c) The total amount reimbursed to the
Trust in the current year pursuant
to the Agreement, if any, in respect
of Class A and Class B Investor
Losses
Class A Class B
------- -------
$0.00 $0.00
(d) The amount set forth in paragraph
(c)above, per $1,000 interest.
Class A Class B
------- -------
0.00000000 0.00000000
(e) The aggregate amount of unreimbursed
Class A and Class B Investor Losses
in the Trust as of the end of the
year ended November 30, 1999.
Class A Class B
------- -------
$0.00 $0.00
(f) The amount set forth in paragraph
(e) above, per $1,000 interest.
Class A Class B
------- -------
0.00000000 0.00000000
3. Investor Servicing Fee
(a) The amount of Class A and Class B
Monthly Servicing Fee payable by
Trust to the Servicer for the year
ended November 30, 1999.
Class A Class B
------- -------
$9,999,999.96 $526,320.00
4. Available Credit Enhancement Amount
(a) The Amount available to be drawn
from both the shared and Class B
portion of the Credit Enhancement in
accordance with the Pooling and
Servicing Agreement and its
respective Series Supplement as of
the Distribution Date prior to
November 30, 1999.
Shared Amount Class B Amount
------------- --------------
$0.00 $21,052,640.00
<PAGE> 72
(b) The amount set forth in paragraph
(a) above as a percentage of the
Series Investor Interest and the Class
B Investor Interest.
Shared Amount Class B Amount
------------- --------------
0.00% 80.00%
5. The Pool Factor
The Pool Factor represents the ratio of the amount of the Investor Interest as
of the Distribution Date prior to November 30, 1999, to the amount of the
Investor Interest as of the Closing Date. The amount of a Certificateholder's
pro-rata share of the Investor Interest can be determined by multiplying the
original denomination of the Certificateholder's Certificate by the Pool Factor.
(a) Class A and Class B Certificates.
Class A Class B
------- -------
1.00000000 1.00000000
<PAGE> 73
DISCOVER CARD MASTER TRUST
Series 1998-7
Credit Card Pass - Through Certificates
Distribution and Performance
Annual Aggregate Report - 1999
Pursuant to the Series Supplement dated as of November 12, 1998, for Series
1998-7, and relating to the Pooling and Servicing Agreement dated as of October
1, 1993 (the "Agreement") by and between Greenwood Trust Company (the
"Servicer"), and U.S. Bank National Association, as Trustee, the Servicer is
required to prepare certain information each month regarding current
distributions to Investor Certificateholders and the performance of the Trust
during the previous month. For purposes of filing Form 10-K, certain information
is required to be prepared with respect to such Distribution Dates occurring
during the fiscal year ended November 30, 1999. The information which is
required to be prepared with respect to such Distribution Dates related to the
period mentioned above is set forth below. Certain of the information is
presented on the basis of an original principal amount of $1000 per Investor
Certificate. Certain other information is presented based upon the aggregate
amounts for the Trust as a whole.
A. Information Regarding the Aggregate Distributions for the Fiscal Year Ended
November 30, 1999
1. Class A Certificates
(a) The amount of distribution to Class
A Certificateholders on the related
Distribution Dates.
Total Interest Principal
----------------------------------------------------
$56,466,666.70 $56,466,666.70 $0.00
(b) The amount of the distribution set
forth in paragraph (a) above, per
$1,000 interest.
Total Interest Principal
----------------------------------------------------
$56.46666670 $56.46666670 $0.00000000
2. Class B Certificates
(a) The amount of distribution to Class
B Certificateholders on the related
Distribution Dates.
Total Interest Principal
----------------------------------------------------
$3,131,165.40 $3,131,165.40 $0.00
(b) The amount of the distribution set
forth in paragraph (a) above, per
$1,000 interest.
Total Interest Principal
----------------------------------------------------
$59.49166667 $59.49166667 $0.00000000
<PAGE> 74
Series 1998-7
B. Information Regarding the Performance of the Trust
1. Collections of Receivables
(a) The aggregate amount of Finance
Charge Collections processed during
the related Due Periods. $5,072,424,985.16
(b) The aggregate amount of Principal
Collections processed during the
related Due Periods. $46,819,203,364.03
(c) The aggregate amount of Finance
Charge Collections processed during
the related Due Periods which was
allocated in respect of the Class A
Certificates. $194,141,364.53
(d) The aggregate amount of Principal
Collections processed during the
related Due Periods which was
allocated in respect of the Class A
Certificates. $1,789,155,779.22
(e) The aggregate amount of Finance
Charge Collections processed during
the related Due Periods which was
allocated in respect of the Class B
Certificates. $10,203,383.81
(f) The aggregate amount of Principal
Collections processed during the
related Due Periods which was
allocated in respect of the Class B
Certificates. $94,045,655.41
(g) The aggregate amount of Finance
Charge Collections processed during
the related Due Periods which was
allocated in respect of the Seller
Certificate. $1,228,379,356.88
(h) The aggregate amount of Principal
Collections processed during the
related Due Periods which was
allocated in respect of the Seller
Certificate. $11,364,040,241.18
2. Investor Losses: Reimbursement of Charge-Offs
(a) The aggregate amount of Class A and
Class B Investor Losses, as defined
in the Agreement, during the related
Due Periods.
Class A Class B
------- -------
$0.00 $0.00
<PAGE> 75
(b) The amount of Class A and Class B
Investor Losses set forth in
paragraph (a) above, per $1,000
interest
Class A Class B
------- -------
0.00000000 0.00000000
(c) The total amount reimbursed to the
Trust in the current year pursuant
to the Agreement, if any, in respect
of Class A and Class B Investor
Losses
Class A Class B
------- -------
$0.00 $0.00
(d) The amount set forth in paragraph
(c)above, per $1,000 interest.
Class A Class B
------- -------
0.00000000 0.00000000
(e) The aggregate amount of unreimbursed
Class A and Class B Investor Losses
in the Trust as of the end of the
year ended November 30, 1999.
Class A Class B
------- -------
$0.00 $0.00
(f) The amount set forth in paragraph
(e) above, per $1,000 interest.
Class A Class B
------- -------
0.00000000 0.00000000
3. Investor Servicing Fee
(a) The amount of Class A and Class B
Monthly Servicing Fee payable by
Trust to the Servicer for the year
ended November 30, 1999.
Class A Class B
------- -------
$20,000,000.04 $1,052,640.00
4. Available Credit Enhancement Amount
(a) The Amount available to be drawn
from both the shared and Class B
portion of the Credit Enhancement in
accordance with the Pooling and
Servicing Agreement and its
respective Series Supplement as of
the Distribution Date prior to
November 30, 1999.
Shared Amount Class B Amount
------------- --------------
$0.00 $42,105,280.00
<PAGE> 76
(b) The amount set forth in paragraph
(a) above as a percentage of the
Series Investor Interest and the Class
B Investor Interest.
Shared Amount Class B Amount
------------- --------------
0.00% 80.00%
5. The Pool Factor
The Pool Factor represents the ratio of the amount of the Investor Interest
as of the Distribution Date prior to November 30, 1999, to the amount of
the Investor Interest as of the Closing Date. The amount of a
Certificateholder's pro-rata share of the Investor Interest can be
determined by multiplying the original denomination of the
Certificateholder's Certificate by the Pool Factor.
(a) Class A and Class B Certificates.
Class A Class B
------- -------
1.00000000 1.00000000
<PAGE> 77
DISCOVER CARD MASTER TRUST
Series 1999-1
Credit Card Pass - Through Certificates
Distribution and Performance
Annual Aggregate Report - 1999
Pursuant to the Series Supplement dated as of February 9, 1999, for Series
1999-1, and relating to the Pooling and Servicing Agreement dated as of October
1, 1993 (the "Agreement") by and between Greenwood Trust Company (the
"Servicer"), and U.S. Bank National Association, as Trustee, the Servicer is
required to prepare certain information each month regarding current
distributions to Investor Certificateholders and the performance of the Trust
during the previous month. For purposes of filing Form 10-K, certain information
is required to be prepared with respect to such Distribution Dates occurring
during the fiscal year ended November 30, 1999. The information which is
required to be prepared with respect to such Distribution Dates related to the
period mentioned above is set forth below. Certain of the information is
presented on the basis of an original principal amount of $1000 per Investor
Certificate. Certain other information is presented based upon the aggregate
amounts for the Trust as a whole.
A. Information Regarding the Aggregate Distributions for the Fiscal Year Ended
November 30, 1999
1. Class A Certificates
(a) The amount of distribution to Class
A Certificateholders on the related
Distribution Dates.
Total Interest Principal
----------------------------------------------------
$13,691,666.65 $13,691,666.65 $0.00
(b) The amount of the distribution set
forth in paragraph (a) above, per
$1,000 interest.
Total Interest Principal
----------------------------------------------------
$27.38333330 $27.38333330 $0.00000000
2. Class B Certificates
(a) The amount of distribution to Class
B Certificateholders on the related
Distribution Dates.
Total Interest Principal
----------------------------------------------------
$754,611.30 $754,611.30 $0.00
(b) The amount of the distribution set
forth in paragraph (a) above, per
$1,000 interest.
Total Interest Principal
----------------------------------------------------
$28.67500000 $28.67500000 $0.00000000
<PAGE> 78
Series 1999-1
B. Information Regarding the Performance of the Trust
1. Collections of Receivables
(a) The aggregate amount of Finance
Charge Collections processed during
the related Due Periods. $5,072,424,985.16
(b) The aggregate amount of Principal
Collections processed during the
related Due Periods. $46,819,203,364.03
(c) The aggregate amount of Finance
Charge Collections processed during
the related Due Periods which was
allocated in respect of the Class A
Certificates. $73,220,265.27
(d) The aggregate amount of Principal
Collections processed during the
related Due Periods which was
allocated in respect of the Class A
Certificates. $677,797,809.70
(e) The aggregate amount of Finance
Charge Collections processed during
the related Due Periods which was
allocated in respect of the Class B
Certificates. $3,853,992.80
(f) The aggregate amount of Principal
Collections processed during the
related Due Periods which was
allocated in respect of the Class B
Certificates. $35,676,208.85
(g) The aggregate amount of Finance
Charge Collections processed during
the related Due Periods which was
allocated in respect of the Seller
Certificate. $1,228,379,356.88
(h) The aggregate amount of Principal
Collections processed during the
related Due Periods which was
allocated in respect of the Seller
Certificate. $11,364,040,241.18
2. Investor Losses: Reimbursement of Charge-Offs
(a) The aggregate amount of Class A and
Class B Investor Losses, as defined
in the Agreement, during the related
Due Periods.
Class A Class B
------- -------
$0.00 $0.00
<PAGE> 79
(b) The amount of Class A and Class B
Investor Losses set forth in
paragraph (a) above, per $1,000
interest
Class A Class B
------- -------
0.00000000 0.00000000
(c) The total amount reimbursed to the
Trust in the current year pursuant
to the Agreement, if any, in respect
of Class A and Class B Investor
Losses
Class A Class B
------- -------
$0.00 $0.00
(d) The amount set forth in paragraph
(c)above, per $1,000 interest.
Class A Class B
------- -------
0.00000000 0.00000000
(e) The aggregate amount of unreimbursed
Class A and Class B Investor Losses
in the Trust as of the end of the
year ended November 30, 1999.
Class A Class B
------- -------
$0.00 $0.00
(f) The amount set forth in paragraph
(e) above, per $1,000 interest.
Class A Class B
------- -------
0.00000000 0.00000000
3. Investor Servicing Fee
(a) The amount of Class A and Class B
Monthly Servicing Fee payable by
Trust to the Servicer for the year
ended November 30, 1999.
Class A Class B
------- -------
$7,499,999.97 $394,740.00
4. Available Credit Enhancement Amount
(a) The Amount available to be drawn
from both the shared and Class B
portion of the Credit Enhancement in
accordance with the Pooling and
Servicing Agreement and its
respective Series Supplement as of
the Distribution Date prior to
November 30, 1999.
Shared Amount Class B Amount
------------- --------------
$0.00 $21,052,640.00
<PAGE> 80
(b) The amount set forth in paragraph
(a) above as a percentage of the
Series Investor Interest and the Class
B Investor Interest.
Shared Amount Class B Amount
------------- --------------
0.00% 80.00%
5. The Pool Factor
The Pool Factor represents the ratio of the amount of the Investor
Interest as of the Distribution Date prior to November 30, 1999, to the
amount of the Investor Interest as of the Closing Date. The amount of a
Certificateholder's pro-rata share of the Investor Interest can be
determined by multiplying the original denomination of the
Certificateholder's Certificate by the Pool Factor.
(a) Class A and Class B Certificates.
Class A Class B
------- -------
1.00000000 1.00000000
<PAGE> 81
DISCOVER CARD MASTER TRUST
Series 1999-2
Credit Card Pass - Through Certificates
Distribution and Performance
Annual Aggregate Report - 1999
Pursuant to the Series Supplement dated as of March 10, 1999, for Series 1999-2,
and relating to the Pooling and Servicing Agreement dated as of October 1, 1993
(the "Agreement") by and between Greenwood Trust Company (the "Servicer"), and
U.S. Bank National Association, as Trustee, the Servicer is required to prepare
certain information each month regarding current distributions to Investor
Certificateholders and the performance of the Trust during the previous month.
For purposes of filing Form 10-K, certain information is required to be prepared
with respect to such Distribution Dates occurring during the fiscal year ended
November 30, 1999. The information which is required to be prepared with
respect to such Distribution Dates related to the period mentioned above is set
forth below. Certain of the information is presented on the basis of an original
principal amount of $1000 per Investor Certificate. Certain other information is
presented based upon the aggregate amounts for the Trust as a whole.
A. Information Regarding the Aggregate Distributions for the Fiscal Year Ended
November 30, 1999
1. Class A Certificates
(a) The amount of distribution to Class
A Certificateholders on the related
Distribution Dates.
Total Interest Principal
----------------------------------------------------
$17,618,055.54 $17,618,055.54 $0.00
(b) The amount of the distribution set
forth in paragraph (a) above, per
$1,000 interest.
Total Interest Principal
----------------------------------------------------
$35.23611108 $35.23611108 $0.00000000
2. Class B Certificates
(a) The amount of distribution to Class
B Certificateholders on the related
Distribution Dates.
Total Interest Principal
-----------------------------------------------------
$958,706.50 $958,706.50 $0.00
(b) The amount of the distribution set
forth in paragraph (a) above, per
$1,000 interest.
Total Interest Principal
----------------------------------------------------
$36.43055556 $36.43055556 $0.00000000
<PAGE> 82
Series 1999-2
B. Information Regarding the Performance of the Trust
1. Collections of Receivables
(a) The aggregate amount of Finance
Charge Collections processed during
the related Due Periods. $5,072,424,985.16
(b) The aggregate amount of Principal
Collections processed during the
related Due Periods. $46,819,203,364.03
(c) The aggregate amount of Finance
Charge Collections processed during
the related Due Periods which was
allocated in respect of the Class A
Certificates. $64,988,167.09
(d) The aggregate amount of Principal
Collections processed during the
related Due Periods which was
allocated in respect of the Class A
Certificates. $610,219,118.10
(e) The aggregate amount of Finance
Charge Collections processed during
the related Due Periods which was
allocated in respect of the Class B
Certificates. $3,420,630.80
(f) The aggregate amount of Principal
Collections processed during the
related Due Periods which was
allocated in respect of the Class B
Certificates. $32,118,666.66
(g) The aggregate amount of Finance
Charge Collections processed during
the related Due Periods which was
allocated in respect of the Seller
Certificate. $1,228,379,356.88
(h) The aggregate amount of Principal
Collections processed during the
related Due Periods which was
allocated in respect of the Seller
Certificate. $11,364,040,241.18
2. Investor Losses: Reimbursement of Charge-Offs
(a) The aggregate amount of Class A and
Class B Investor Losses, as defined
in the Agreement, during the related
Due Periods.
Class A Class B
------- -------
$0.00 $0.00
<PAGE> 83
(b) The amount of Class A and Class B
Investor Losses set forth in
paragraph (a) above, per $1,000
interest
Class A Class B
------- -------
0.00000000 0.00000000
(c) The total amount reimbursed to the
Trust in the current year pursuant
to the Agreement, if any, in respect
of Class A and Class B Investor
Losses
Class A Class B
------- -------
$0.00 $0.00
(d) The amount set forth in paragraph
(c)above, per $1,000 interest.
Class A Class B
------- -------
0.00000000 0.00000000
(e) The aggregate amount of unreimbursed
Class A and Class B Investor Losses
in the Trust as of the end of the
year ended November 30, 1999.
Class A Class B
------- -------
$0.00 $0.00
(f) The amount set forth in paragraph
(e) above, per $1,000 interest.
Class A Class B
------- -------
0.00000000 0.00000000
3. Investor Servicing Fee
(a) The amount of Class A and Class B
Monthly Servicing Fee payable by
Trust to the Servicer for the year
ended November 30, 1999.
Class A Class B
------- -------
$6,666,666.64 $350,880.00
4. Available Credit Enhancement Amount
(a) The Amount available to be drawn
from both the shared and Class B
portion of the Credit Enhancement in
accordance with the Pooling and
Servicing Agreement and its
respective Series Supplement as of
the Distribution Date prior to
November 30, 1999.
Shared Amount Class B Amount
------------- --------------
$0.00 $21,052,640.00
<PAGE> 84
(b) The amount set forth in paragraph
(a) above as a percentage of the
Series Investor Interest and the Class
B Investor Interest.
Shared Amount Class B Amount
------------- --------------
0.00% 80.00%
5. The Pool Factor
The Pool Factor represents the ratio of the amount of the Investor Interest
as of the Distribution Date prior to November 30, 1999, to the amount of the
Investor Interest as of the Closing Date. The amount of a
Certificateholder's pro-rata share of the Investor Interest can be
determined by multiplying the original denomination of the
Certificateholder's Certificate by the Pool Factor.
(a) Class A and Class B Certificates.
Class A Class B
------- -------
1.00000000 1.00000000
<PAGE> 85
DISCOVER CARD MASTER TRUST
Series 1999-3
Credit Card Pass - Through Certificates
Distribution and Performance
Annual Aggregate Report - 1999
Pursuant to the Series Supplement dated as of April 6, 1999, for Series 1999-3,
and relating to the Pooling and Servicing Agreement dated as of October 1, 1993
(the "Agreement") by and between Greenwood Trust Company (the "Servicer"), and
U.S. Bank National Association, as Trustee, the Servicer is required to prepare
certain information each month regarding current distributions to Investor
Certificateholders and the performance of the Trust during the previous month.
For purposes of filing Form 10-K, certain information is required to be prepared
with respect to such Distribution Dates occurring during the fiscal year ended
November 30, 1999. The information which is required to be prepared with respect
to such Distribution Dates related to the period mentioned above is set forth
below. Certain of the information is presented on the basis of an original
principal amount of $1000 per Investor Certificate. Certain other information is
presented based upon the aggregate amounts for the Trust as a whole.
A. Information Regarding the Aggregate Distributions for the Fiscal Year Ended
November 30, 1999
1. Class A Certificates
--------------------
(a) The amount of distribution to Class
A Certificateholders on the related
Distribution Dates. Total Interest
Principal
Total Interest Principal
----------------------------------------------------
$16,271,785.27 $16,271,785.27 $0.00
(b) The amount of the distribution set
forth in paragraph (a) above, per
$1,000 interest.
Total Interest Principal
----------------------------------------------------
$32.54357054 $32.54357054 $0.00000000
2. Class B Certificates
--------------------
(a) The amount of distribution to Class
B Certificateholders on the related
Distribution Dates.
Total Interest Principal
----------------------------------------------------
$889,019.21 $889,019.21 $0.00
(b) The amount of the distribution set
forth in paragraph (a) above, per
$1,000 interest.
Total Interest Principal
----------------------------------------------------
$33.78245972 $ 33.78245972 $0.00000000
<PAGE> 86
Series 1999-3
B. Information Regarding the Performance of the Trust
1. Collections of Receivables
--------------------------
(a) The aggregate amount of Finance
Charge Collections processed during
the related Due Periods. $5,072,424,985.16
(b) The aggregate amount of Principal
Collections processed during the
related Due Periods. $46,819,203,364.03
(c) The aggregate amount of Finance Charge
Collections processed during the related Due
Periods which was allocated in respect of
the Class A Certificates. $56,786,763.82
(d) The aggregate amount of Principal Collections
processed during the related Due Periods which
was allocated in respect of the Class A
Certificates. $529,390,079.76
(e) The aggregate amount of Finance Charge
Collections processed during the related Due
Periods which was allocated in respect of
the Class B Certificates. $2,989,001.08
(f) The aggregate amount of Principal Collections
processed during the related Due Periods which
was allocated in respect of the Class B
Certificates. $27,864,734.28
(g) The aggregate amount of Finance Charge
Collections processed during the related Due
Periods which was allocated in respect of the
Seller Certificate. $1,228,379,356.88
(h) The aggregate amount of Principal Collections
processed during the related Due Periods which
was allocated in respect of the Seller
Certificate. $11,364,040,241.18
2. Investor Losses: Reimbursement of Charge-Offs
----------------------------------------------
(a) The aggregate amount of Class A and Class B Investor Losses, as
defined in the Agreement, during the related Due Periods.
Class A Class B
------- -------
$0.00 $0.00
<PAGE> 87
(b) The amount of Class A and Class B Investor Losses
set forth in paragraph (a) above, per $1,000 interest
Class A Class B
------- -------
0.00000000 0.00000000
(c) The total amount reimbursed to the Trust in the current year
pursuant to the Agreement, if any, in respect of Class A and
Class B Investor Losses
Class A Class B
------- -------
$0.00 $0.00
(d) The amount set forth in paragraph (c)above, per
$1,000 interest.
Class A Class B
------- -------
0.00000000 0.00000000
(e) The aggregate amount of unreimbursed Class A and Class B Investor
Losses in the Trust as of the end of the year ended November 30,
1999.
Class A Class B
------- -------
$0.00 $0.00
(f) The amount set forth in paragraph (e) above, per
$1,000 interest.
Class A Class B
------- -------
0.00000000 0.00000000
3. Investor Servicing Fee
----------------------
(a) The amount of Class A and Class B Monthly Servicing Fee payable
by Trust to the Servicer for the year ended November 30, 1999.
Class A Class B
------- -------
$5,833,333.31 $307,020.00
4. Available Credit Enhancement Amount
-----------------------------------
(a) The Amount available to be drawn from both the shared and Class B
portion of the Credit Enhancement in accordance with the Pooling
and Servicing Agreement and its respective Series Supplement as
of the Distribution Date prior to November 30, 1999.
Shared Amount Class B Amount
------------- --------------
$0.00 $39,473,700.00
<PAGE> 88
(b) The amount set forth in paragraph (a) above as a percentage of
the Series Investor Interest and the Class B Investor Interest.
Shared Amount Class B Amount
------------- --------------
0.00% 150.00%
5. The Pool Factor
---------------
The Pool Factor represents the ratio of the amount of the Investor
Interest as of the Distribution Date prior to November 30, 1999, to
the amount of the Investor Interest as of the Closing Date. The
amount of a Certificateholder's pro-rata share of the Investor
Interest can be determined by multiplying the original denomination
of the Certificateholder's Certificate by the Pool Factor.
(a) Class A and Class B Certificates.
Class A Class B
------- -------
1.00000000 1.00000000
<PAGE> 89
DISCOVER CARD MASTER TRUST
Series 1999-4
Credit Card Pass - Through Certificates
Distribution and Performance
Annual Aggregate Report - 1999
Pursuant to the Series Supplement dated as of April 27, 1999, for Series
1999-4, and relating to the Pooling and Servicing Agreement dated as of
October 1, 1993 (the "Agreement") by and between Greenwood Trust Company
(the "Servicer"), and U.S. Bank National Association, as Trustee, the
Servicer is required to prepare certain information each month regarding
current distributions to Investor Certificateholders and the performance of
the Trust during the previous month. For purposes of filing Form 10-K,
certain information is required to be prepared with respect to such
Distribution Dates occurring during the fiscal year ended November 30,
1999. The information which is required to be prepared with respect to
such Distribution Dates related to the period mentioned above is set forth
below. Certain of the information is presented on the basis of an original
principal amount of $1000 per Investor Certificate. Certain other
information is presented based upon the aggregate amounts for the Trust as
a whole.
A. Information Regarding the Aggregate Distributions for the Fiscal Year Ended
November 30, 1999
1. Class A Certificates
--------------------
(a) The amount of distribution to Class A
Certificateholders on the related Distribution
Dates.
Total Interest Principal
---------------------------------------------------
$26,413,749.98 $26,413,749.98 $0.00
(b) The amount of the distribution set forth in
paragraph (a) above, per $1,000 interest.
Total Interest Principal
---------------------------------------------------
$31.07499998 $31.07499998 $0.00000000
2. Class B Certificates
--------------------
(a) The amount of distribution to Class
B Certificateholders on the related Distribution
Dates.
Total Interest Principal
---------------------------------------------------
$1,439,413.01 $1,439,413.01 $0.00
(b) The amount of the distribution set forth in
paragraph (a) above, per $1,000 interest.
Total Interest Principal
---------------------------------------------------
$32.17500078 $32.17500078 $0.00000000
<PAGE> 90
Series 1999-4
B. Information Regarding the Performance of the Trust
1. Collections of Receivables
--------------------------
(a) The aggregate amount of Finance Charge Collections
processed during the related Due Periods. $5,072,424,985.16
(b) The aggregate amount of Principal Collections
processed during the related Due Periods. $46,819,203,364.03
(c) The aggregate amount of Finance Charge Collections
processed during the related Due Periods which was
allocated in respect of the Class A Certificates. $96,536,618.51
(d) The aggregate amount of Principal Collections
processed during the related Due Periods which was
allocated in respect of the Class A Certificates. $899,955,217.82
(e) The aggregate amount of Finance Charge Collections
processed during the related Due Periods which was
allocated in respect of the Class B Certificates. $5,081,308.71
(f) The aggregate amount of Principal Collections
processed during the related Due Periods which was
allocated in respect of the Class B Certificates. $47,370,071.58
(g) The aggregate amount of Finance Charge Collections
processed during the related Due Periods which was
allocated in respect of the Seller Certificate. $1,228,379,356.88
(h) The aggregate amount of Principal Collections
processed during the related Due Periods which was
allocated in respect of the Seller Certificate. $11,364,040,241.18
2. Investor Losses: Reimbursement of Charge-Offs
----------------------------------------------
(a) The aggregate amount of Class A and Class B Investor Losses, as
defined in the Agreement, during the related Due Periods.
Class A Class B
------- -------
$0.00 $0.00
<PAGE> 91
(b) The amount of Class A and Class B Investor Losses
set forth in paragraph (a) above, per $1,000 interest
Class A Class B
------- -------
0.00000000 0.00000000
(c) The total amount reimbursed to the Trust in the current year
pursuant to the Agreement, if any, in respect of Class A and
Class B Investor Losses
Class A Class B
------- -------
$0.00 $0.00
(d) The amount set forth in paragraph (c)above, per
$1,000 interest.
Class A Class B
------- -------
0.00000000 0.00000000
(e) The aggregate amount of unreimbursed Class A and Class B Investor
Losses in the Trust as of the end of the year ended November 30,
1999.
Class A Class B
------- -------
$0.00 $0.00
(f) The amount set forth in paragraph (e) above, per
$1,000 interest.
Class A Class B
------- -------
0.00000000 0.00000000
3. Investor Servicing Fee
----------------------
(a) The amount of Class A and Class B Monthly Servicing Fee payable
by Trust to the Servicer for the year ended November 30, 1999.
Class A Class B
------- -------
$9,916,666.69 $521,931.69
4. Available Credit Enhancement Amount
-----------------------------------
(a) The Amount available to be drawn from both the shared and Class B
portion of the Credit Enhancement in accordance with the Pooling
and Servicing Agreement and its respective Series Supplement as
of the Distribution Date prior to November 30, 1999.
Shared Amount Class B Amount
------------- --------------
$0.00 $35,789,480.00
<PAGE> 92
(b) The amount set forth in paragraph (a) above as a percentage of
the Series Investor Interest and the Class B Investor Interest.
Shared Amount Class B Amount
------------- --------------
0.00% 80.00%
5. The Pool Factor
---------------
The Pool Factor represents the ratio of the amount of the Investor
Interest as of the Distribution Date prior to November 30, 1999, to
the amount of the Investor Interest as of the Closing Date. The
amount of a Certificateholder's pro-rata share of the Investor
Interest can be determined by multiplying the original denomination
of the Certificateholder's Certificate by the Pool Factor.
(a) Class A and Class B Certificates.
Class A Class B
------- -------
1.00000000 1.00000000
<PAGE> 93
DISCOVER CARD MASTER TRUST
Series 1999-5
Credit Card Pass - Through Certificates
Distribution and Performance
Annual Aggregate Report - 1999
Pursuant to the Series Supplement dated as of June 15, 1999, for Series 1999-5,
and relating to the Pooling and Servicing Agreement dated as of October 1, 1993
(the "Agreement") by and between Greenwood Trust Company (the "Servicer"), and
U.S. Bank National Association, as Trustee, the Servicer is required to prepare
certain information each month regarding current distributions to Investor
Certificateholders and the performance of the Trust during the previous month.
For purposes of filing Form 10-K, certain information is required to be prepared
with respect to such Distribution Dates occurring during the fiscal year ended
November 30, 1999. The information which is required to be prepared with respect
to such Distribution Dates related to the period mentioned above is set forth
below. Certain of the information is presented on the basis of an original
principal amount of $1000 per Investor Certificate. Certain other information is
presented based upon the aggregate amounts for the Trust as a whole.
A. Information Regarding the Aggregate Distributions for the Fiscal Year Ended
November 30, 1999
1. Class A Certificates
--------------------
(a) The amount of distribution to Class A
Certificateholders on the related Distribution
Dates.
Total Interest Principal
---------------------------------------------------
$11,527,517.36 $11,527,517.36 $0.00
(b) The amount of the distribution set forth in
paragraph (a) above, per $1,000 interest.
Total Interest Principal
---------------------------------------------------
$23.05503472 $23.05503472 $0.00000000
2. Class B Certificates
--------------------
(a) The amount of distribution to Class
B Certificateholders on the related Distribution
Dates.
Total Interest Principal
---------------------------------------------------
$632,440.19 $632,440.19 $0.00
(b) The amount of the distribution set forth in
paragraph (a) above, per $1,000 interest.
Total Interest Principal
---------------------------------------------------
$24.03253496 $24.03253496 $0.00000000
<PAGE> 94
Series 1999-5
B. Information Regarding the Performance of the Trust
1. Collections of Receivables
--------------------------
(a) The aggregate amount of Finance Charge Collections
processed during the related Due Periods. $5,072,424,985.16
(b) The aggregate amount of Principal Collections
processed during the related Due Periods. $46,819,203,364.03
(c) The aggregate amount of Finance Charge Collections
processed during the related Due Periods which was
allocated in respect of the Class A Certificates. $40,870,308.78
(d) The aggregate amount of Principal Collections
processed during the related Due Periods which was
allocated in respect of the Class A Certificates. $383,657,510.99
(e) The aggregate amount of Finance Charge Collections
processed during the related Due Periods which was
allocated in respect of the Class B Certificates. $2,151,259.87
(f) The aggregate amount of Principal Collections
processed during the related Due Periods which was
allocated in respect of the Class B Certificates. $20,194,194.12
(g) The aggregate amount of Finance Charge Collections
processed during the related Due Periods which was
allocated in respect of the Seller Certificate. $1,228,379,356.88
(h) The aggregate amount of Principal Collections
processed during the related Due Periods which was
allocated in respect of the Seller Certificate. $11,364,040,241.18
2. Investor Losses: Reimbursement of Charge-Offs
----------------------------------------------
(a) The aggregate amount of Class A and Class B Investor Losses, as
defined in the Agreement, during the related Due Periods.
Class A Class B
------- -------
$0.00 $0.00
<PAGE> 95
(b) The amount of Class A and Class B Investor Losses
set forth in paragraph (a) above, per $1,000 interest
Class A Class B
------- -------
0.00000000 0.00000000
(c) The total amount reimbursed to the Trust in the current year
pursuant to the Agreement, if any, in respect of Class A and
Class B Investor Losses
Class A Class B
------- -------
$0.00 $0.00
(d) The amount set forth in paragraph (c)above, per
$1,000 interest.
Class A Class B
------- -------
0.00000000 0.00000000
(e) The aggregate amount of unreimbursed Class A and Class B Investor
Losses in the Trust as of the end of the year ended November 30,
1999.
Class A Class B
------- -------
$0.00 $0.00
(f) The amount set forth in paragraph (e) above, per
$1,000 interest.
Class A Class B
------- -------
0.00000000 0.00000000
3. Investor Servicing Fee
----------------------
(a) The amount of Class A and Class B Monthly Servicing Fee payable
by Trust to the Servicer for the year ended November 30, 1999.
Class A Class B
------- -------
$4,166,666.65 $219,300.00
4. Available Credit Enhancement Amount
-----------------------------------
(a) The Amount available to be drawn from both the shared and Class B
portion of the Credit Enhancement in accordance with the Pooling
and Servicing Agreement and its respective Series Supplement as
of the Distribution Date prior to November 30, 1999.
Shared Amount Class B Amount
------------- --------------
$0.00 $39,473,700.00
<PAGE> 96
(b) The amount set forth in paragraph (a) above as a percentage of
the Series Investor Interest and the Class B Investor Interest.
Shared Amount Class B Amount
------------- --------------
0.00% 150.00%
5. The Pool Factor
---------------
The Pool Factor represents the ratio of the amount of the Investor
Interest as of the Distribution Date prior to November 30, 1999, to
the amount of the Investor Interest as of the Closing Date. The
amount of a Certificateholder's pro-rata share of the Investor
Interest can be determined by multiplying the original denomination
of the Certificateholder's Certificate by the Pool Factor.
(a) Class A and Class B Certificates.
Class A Class B
------- -------
1.00000000 1.00000000
<PAGE> 97
DISCOVER CARD MASTER TRUST
Series 1994-A
Credit Card Pass - Through Certificates
Distribution and Performance
Annual Aggregate Report - 1999
Pursuant to the Series Supplement dated as of December 20, 1994, for Series
1994-A, and relating to the Pooling and Servicing Agreement dated as of
October 1, 1993 (the "Agreement") by and between Greenwood Trust Company
(the "Servicer"), and U.S. Bank National Association, as Trustee, the
Servicer is required to prepare certain information each month regarding
current distributions to Investor Certificateholders and the performance of
the Trust during the previous month. For purposes of filing Form 10-K,
certain information is required to be prepared with respect to such
Distribution Dates occurring during the fiscal year ended November 30,
1999. The information which is required to be prepared with respect to such
Distribution Dates related to the period mentioned above is set forth
below. Certain of the information is presented on the basis of an original
principal amount of $1000 per Investor Certificate. Certain other
information is presented based upon the aggregate amounts for the Trust as
a whole.
A. Information Regarding the Aggregate Distributions for the Fiscal Year Ended
November 30, 1999
1. Class A Certificates
--------------------
(a) The amount of distribution to Class A
Certificateholders on the related Distribution
Dates.
Total Interest Principal
---------------------------------------------------
$137,329,493.21 $137,329,493.21 $0.00
(b) The amount of the distribution set forth in
paragraph (a) above, per $1,000 interest.
Total Interest Principal
---------------------------------------------------
$53.85470322 $53.85470322 $0.00000000
2. Class B Certificates
--------------------
(a) The amount of distribution to Class
B Certificateholders on the related Distribution
Dates.
Total Interest Principal
---------------------------------------------------
$0.00 $0.00 $0.00
(b) The amount of the distribution set forth in
paragraph (a) above, per $1,000 interest.
Total Interest Principal
---------------------------------------------------
$0.00000000 $0.00000000 $0.00000000
<PAGE> 98
Series 1994-A
B. Information Regarding the Performance of the Trust
1. Collections of Receivables
--------------------------
(a) The aggregate amount of Finance Charge Collections
processed during the related Due Periods. $5,072,424,985.16
(b) The aggregate amount of Principal Collections
processed during the related Due Periods. $46,819,203,364.03
(c) The aggregate amount of Finance Charge Collections
processed during the related Due Periods which was
allocated in respect of the Class A Certificates. $495,108,946.45
(d) The aggregate amount of Principal Collections
processed during the related Due Periods which was
allocated in respect of the Class A Certificates. $4,562,747,637.21
(e) The aggregate amount of Finance Charge Collections
processed during the related Due Periods which was
allocated in respect of the Class B Certificates. $0.00
(f) The aggregate amount of Principal Collections
processed during the related Due Periods which was
allocated in respect of the Class B Certificates. $0.00
(g) The aggregate amount of Finance Charge Collections
processed during the related Due Periods which was
allocated in respect of the Seller Certificate. $1,228,379,356.88
(h) The aggregate amount of Principal Collections
processed during the related Due Periods which was
allocated in respect of the Seller Certificate. $11,364,040,241.18
2. Investor Losses: Reimbursement of Charge-Offs
----------------------------------------------
(a) The aggregate amount of Class A and Class B Investor Losses, as
defined in the Agreement, during the related Due Periods.
Class A Class B
------- -------
$0.00 $0.00
<PAGE> 99
(b) The amount of Class A and Class B Investor Losses
set forth in paragraph (a) above, per $1,000 interest
Class A Class B
------- -------
0.00000000 0.00000000
(c) The total amount reimbursed to the Trust in the current year
pursuant to the Agreement, if any, in respect of Class A and
Class B Investor Losses
Class A Class B
------- -------
$0.00 $0.00
(d) The amount set forth in paragraph (c)above, per
$1,000 interest.
Class A Class B
------- -------
0.00000000 0.00000000
(e) The aggregate amount of unreimbursed Class A and Class B Investor
Losses in the Trust as of the end of the year ended November 30,
1999.
Class A Class B
------- -------
$0.00 $0.00
(f) The amount set forth in paragraph (e) above, per
$1,000 interest.
Class A Class B
------- -------
0.00000000 0.00000000
3. Investor Servicing Fee
----------------------
(a) The amount of Class A and Class B Monthly Servicing Fee payable
by Trust to the Servicer for the year ended November 30, 1999.
Class A Class B
------- -------
$51,000,000.00 $0.00
4. Available Credit Enhancement Amount
-----------------------------------
(a) The Amount available to be drawn from both the shared and Class B
portion of the Credit Enhancement in accordance with the Pooling
and Servicing Agreement and its respective Series Supplement as
of the Distribution Date prior to November 30, 1999.
Shared Amount Class B Amount
------------- --------------
$204,000,000.00 $0.00
<PAGE> 100
(b) The amount set forth in paragraph (a) above as a percentage of
the Series Investor Interest and the Class B Investor Interest.
Shared Amount Class B Amount
------------- --------------
8.00% 0.00%
5. The Pool Factor
---------------
The Pool Factor represents the ratio of the amount of the Investor
Interest as of the Distribution Date prior to November 30, 1999, to
the amount of the Investor Interest as of the Closing Date. The
amount of a Certificateholder's pro-rata share of the Investor
Interest can be determined by multiplying the original denomination
of the Certificateholder's Certificate by the Pool Factor.
(a) Class A and Class B Certificates.
Class A Class B
------- -------
1.00000000 0.00000000
<PAGE> 1
EXHIBIT 99(B)
INDEPENDENT ACCOUNTANTS' REPORT
The Board of Directors
Greenwood Trust Company and
U.S. Bank National Association:
We have examined management's assertion, included in the accompanying
"Management's Report on Internal Control Related to Servicing Procedures," that
Greenwood Trust Company ("GTC") maintained effective internal control over
financial reporting as of November 30, 1999, insofar as such internal control
relates to the servicing procedures provided by GTC to prevent or detect
misstatements due to error or fraud in amounts that would be material in
relation to the assets of the Discover Card Master Trust I, Series: 1993-1,
1993-2, 1993-3, 1994-2, 1994-3, 1994-A, 1995-1, 1995-2, 1995-3, 1996-1, 1996-2,
1996-3, 1996-4, 1996-5, 1997-1, 1997-2, 1997-3, 1997-4, 1998-1, 1998-2, 1998-3,
1998-4, 1998-5, 1998-6, 1998-7, 1999-1, 1999-2, 1999-3, 1999-4 and 1999-5 (the
"Trust") under Sections 3.03, 4.03, 4.04, 4.05, and 8.07 of the Pooling and
Servicing Agreement, dated October 1, 1993, as amended; and Sections 9, 13 and
14 of the Series Supplements, dated October 27, December 1, and November 23,
1993; October 14, October 20, and December 20, 1994; and April 19, August 1, and
September 28, 1995; January 18, January 29, February 21, April 30 and July 24,
1996; and August 26, October 15, October 23, and October 31, 1997; January 14,
March 4, March 25, April 9, June 12, July 30 and November 12, 1998; February 9,
March 10, April 6, April 27 and June 15, 1999, respectively, as amended (the
"Agreement"). Management is responsible for maintaining effective internal
control over financial reporting. Our responsibility is to express an opinion on
management's assertion based on our examination.
Our examination was conducted in accordance with attestation standards
established by the American Institute of Certified Public Accountants and,
accordingly, included obtaining an understanding of internal control over
financial reporting, testing, and evaluating the design and operating
effectiveness of internal control, and performing such other procedures as we
considered necessary in the circumstances. We believe that our examination
provides a reasonable basis for our opinion.
Because of inherent limitations in any internal control, misstatements due to
error or fraud may occur and not be detected. Also, projections of any
evaluation of internal control over financial reporting to future periods are
subject to the risk that the internal control may become inadequate because of
changes in conditions, or that the degree of compliance with the policies or
procedures may deteriorate.
<PAGE> 2
In our opinion, management's assertion that GTC maintained effective internal
control over financial reporting as of November 30, 1999, insofar as such
internal control relates to the servicing procedures provided by GTC, to prevent
or detect misstatements due to error or fraud in amounts that would be material
in relation to the assets of the Trust under the Agreement, taken as a whole, is
fairly stated, in all material respects, based on the criteria established in
Internal Control - Integrated Framework issued by the Committee of Sponsoring
Organizations of the Treadway Commission.
This report is intended solely for the information and use of the Board of
Directors and management of GTC, U.S. Bank National Association as Trustee, and
the Investor Certificateholders, and is not intended to be and should not be
used by anyone other than these specified parties.
/s/ Deloitte & Touche, LLP
--------------------------
January 21, 2000
<PAGE> 1
EXHIBIT 99(C)
January 20, 2000
MANAGEMENT'S REPORT ON INTERNAL CONTROL RELATED TO SERVICING PROCEDURES
The management of Greenwood Trust Company (the "Company") is responsible for
establishing and maintaining effective internal control over financial reporting
of the Company in effect at November 30, 1999, insofar as it relates to the
servicing procedures provided by the Company under the relevant sections of the
Pooling and Servicing Agreement, dated as of October 1, 1993, between the
Company and U.S. Bank National Association, for the Discover Card Master Trust
I, as amended and as supplemented by the Series Supplements for each series
currently outstanding, (collectively, the "Pooling and Servicing Agreement").
The internal control contains monitoring mechanisms, and actions are taken to
correct deficiencies identified.
There are inherent limitations in the effectiveness of any internal control,
including the possibility of human error and the circumvention or overriding of
controls. Accordingly, even effective internal control can provide only
reasonable assurance with respect to financial reporting. Further, because of
changes in conditions, the effectiveness of internal control may vary over time.
Management has assessed the Company's internal control over financial reporting
insofar as it relates to the servicing procedures provided by the Company under
the relevant sections of the Pooling and Servicing Agreement as of November 30,
1999. This assessment was based on criteria for effective internal control over
financial reporting described in "Internal Control-Integrated Framework" issued
by the Committee of Sponsoring Organizations of the Treadway Commission. Based
on management's assessment, the Company maintained effective internal control
over financial reporting insofar as it relates to the servicing procedures
provided by the Company under the relevant sections of the Pooling and Servicing
Agreement as of November 30, 1999.
Signed,
/s/ J. Nathan Hill
- ----------------------------------------------------
J. Nathan Hill
President
/s/ John J. Coane
- ----------------------------------------------------
John J. Coane
Vice President, Chief Accounting Officer & Treasurer
<PAGE> 1
EXHIBIT 99 (D)
DESCRIPTION OF RECENT DEVELOPMENTS
Following the 1999 merger of Cedel International and Deutsche Borse
Clearing, creating the world's largest provider of clearing and settlement
products and services, the merged entities changed their name to Clearstream
International and launched that new corporate brand on January 19, 2000.
Clearstream International currently has 7 trillion euros in assets under custody
and handles in excess of 80 million transactions per annum. Its shareholders
consist of the world's major financial institutions. Clearstream International
has two divisions - Clearstream Banking and Clearstream Services. Clearstream
Banking contains the core clearing and settlement business. Clearstream Banking
in Luxembourg is assigned short and long-term ratings of A1+ and AA+
respectively by Standard and Poor's and F1 and AA+ respectively by Fitch IBCA.
THE ACCOUNTS
The Receivables in the Accounts as of February 1, 2000 totaled
$28,798,141,352.66. The Accounts had an average balance of $1,086 and an average
credit limit of $6,486 as of February 1, 2000.
COMPOSITION OF THE ACCOUNTS
We have set forth information below about the Accounts that are part of
the Trust.
Geographic Distribution. As of February 1, 2000, the following five
states had the largest Receivables balances:
STATE PERCENTAGE OF TOTAL RECEIVABLES
BALANCE IN THE ACCOUNTS
California..................... 11.1%
Texas.......................... 9.3%
New York....................... 6.7%
Florida........................ 6.0%
Illinois....................... 5.1%
<PAGE> 2
Credit Limit Information. As of February 1, 2000, the Accounts had the
following credit limits:
<TABLE>
<CAPTION>
RECEIVABLES PERCENTAGE OF
OUTSTANDING TOTAL RECEIVABLES
CREDIT LIMIT (000)'S OUTSTANDING
<S> <C> <C>
Less than or equal to $1,000.00.............. $ 358,686 1.2%
$1,000.01 to $2,000.00....................... $ 1,832,978 6.4%
$2,000.01 to $3,000.00 $ 2,177,895 7.6%
Over $3,000.00............................... $ 24,428,582 84.8%
---------- -----
Total............................... $ 28,798,141 100.0%
========== ======
</TABLE>
Seasoning. As of February 1, 2000, 95.6% of the Accounts were at least
24 months old. The ages of the Accounts as of February 1, 2000 were
distributed as follows:
<TABLE>
<CAPTION>
PERCENTAGE PERCENTAGE
AGE OF ACCOUNTS OF ACCOUNTS OF BALANCES
--------------- ----------- -----------
<S> <C> <C>
Less than 12 Months......................... 0.0% 0.0%
12 to 23 Months............................. 4.4% 2.3%
24 to 35 Months............................. 7.5% 7.2%
36 Months and Greater....................... 88.1% 90.5%
------ ------
Total.............................. 100.0% 100.0%
====== ======
</TABLE>
<PAGE> 3
Summary Current Delinquency Information. As of February 1, 2000, the
Accounts had the following delinquency statuses:
<TABLE>
<CAPTION>
AGGREGATE
BALANCES PERCENTAGE
PAYMENT STATUS (000'S) OF BALANCES
-------------- ------- -----------
<S> <C> <C>
Current......................................... $ 24,862,002 86.3%
1 to 29 Days.................................... $ 1,883,184 6.5%
30 to 59 Days................................... $ 756,874 2.6%
60 to 89 Days................................... $ 474,815 1.7%
90 to 119 Days.................................. $ 332,398 1.2%
120 to 149 Days................................. $ 270,684 0.9%
150 to 179 Days................................. $ 218,184 0.8%
------------- --------
Total....................................... $ 28,798,141 100.0%
============= ========
</TABLE>
