SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
____________________
FORM 10-K
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended 333-45599 and 333-45611
December 25, 1998 Commission file numbers
____________________
FINGERHUT MASTER TRUST
Fingerhut Receivables, Inc., as Transferor
(Exact name of registrant as specified in its charter)
Delaware 41-1396490
(State of Incorporation) (I.R.S. Employer
Identification No.)
4400 Baker Road, Suite F-480, Minnetonka, Minnesota 55343
(Address of principal executive offices)
(612) 936-5035
(Registrant's telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
None
Securities registered pursuant to Section 12(g) of the Act:
None
The Registrant has no voting stock or class of common stock
outstanding as of the date of this report.
Indicate by check mark whether the Registrant (1) has filed
all reports required to be filed by Section 13 or 15(d) of
the Securities Exchange Act of 1934 during the preceding 12
months and (2) has been subject to such filing requirements
for the past 90 days. Yes X No
TABLE OF CONTENTS
PART I
Page
Item 1. Business 3
Item 2. Properties 3
Item 3. Legal Proceedings 3
Item 4. Submission of Matters to a Vote of
Security Holders 3
PART II
Item 5. Market for Registrant's Common Equity and
Related Stockholder Matters 3
Item 6. Selected Financial Data 3
Item 7. Management's Discussion and Analysis of
Financial Condition and Results of Operations 4
Item 8. Financial Statements and Supplementary Data 4
Item 9. Changes in and Disagreements with Accountants on
Accounting and Financial Disclosure 4
PART III
Item 10.Directors and Executive Officers of the Registrant 4
Item 11. Executive Compensation 4
Item 12. Security Ownership of Certain Beneficial
Owners and Management 4
Item 13. Certain Relationships and Related Transactions 4
PART IV
Item 14. Exhibits, Financial Statement Schedules 4
and Reports on Form 8-K
Signatures 5
PART I
Item 1. Business
The Fingerhut Master Trust (the "Trust" or the
"Registrant") was originated by Fingerhut Receivables,
Inc. (the "Transferor"), as Transferor under the
Amended and Restated Pooling and Servicing Agreement
dated as of March 18, 1998, (the P&S Agreement") by and
among the Transferor, Fingerhut National Bank, as
servicer (the "Servicer") and Bank of New York
(Delaware), as trustee. The Series 1998-1 Supplement
and the Series 1998-2 Supplement both dated as of April
28, 1998 to the P&S Agreement provided for the issuance
of the Fixed Rate Accounts Receivable
Certificates, Series 1998-1 and Series 1998-2 (the
"Certificates"). The Certificates represented
interests in the Trust only and did not represent
interests in or obligations of Fingerhut Receivables,
Inc., Fingerhut National Bank, Fingerhut Corporation or
any affiliate thereof. The final payment on the Series
1994-1 Certificates was made on February 20, 1998.
Item 2. Properties
The Trust's sole asset is a pool of closed-end and
revolving consumer accounts receivable originated by
Fingerhut Corporation, Fingerhut National Bank and
certain affiliates.
Item 3. Legal Proceedings
None.
Item 4. Submission of Matters to a Vote of Security
Holders
Not applicable.
PART II
Item 5. Market for the Registrant's Common Equity and
Related Stockholders Matters
Not applicable.
Item 6. Selected Financial Data
Not applicable.
Item 7. Management's Discussion and Analysis of Financial
Condition and Results of Operations
Not applicable.
Item 8. Financial Statements and Supplementary Data
Not applicable.
Item 9. Changes in and Disagreements with Accountants on
Accounting and Financial Disclosure
Not applicable.
PART III
Item 10. Directors and Executive Officers of the Registrant
Not applicable.
Item 11. Executive Compensation
Not applicable.
Item 12. Security Ownership of Certain Beneficial Owners
and Management
None.
Item 13. Certain Relationships and Related Transactions
Not applicable.
PART IV
Item 14. Exhibits, Financial Statement Schedules, and
Reports on Form 8-K
(a) 1. Annual Servicer's Certificate dated March 18,
1999.
2. Supplementary Fingerhut Master Trust Data.
(b) Reports on Form 8-K were filed during the fourth
fiscal quarter of 1998 on October 14, November 16
and December 14.
(c) Not applicable.
(d) Not applicable.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of
the Securities Exchange Act of 1934, the Registrant has duly
caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized, on this 23th day of
March, 1999.
FINGERHUT MASTER TRUST
(Registrant)
By: /s/ Brian M. Szames
Brian M. Szames
President
Fingerhut Receivables, Inc.,
as Transferor
INDEX TO EXHIBITS
Exhibit Description of Sequential Page
Number Exhibit Number
20(a) Annual Servicer's Certificate
20(b) Supplementary Master Trust
Data
Exhibit 20(a)
ANNUAL SERVICER'S CERTIFICATE
FINGERHUT MASTER TRUST
The undersigned, a duly authorized representative of
Fingerhut National Bank, as the Servicer pursuant to the
Amended and Restated Pooling and Servicing Agreement dated
as of March 18, 1998, (the "Pooling and Servicing
Agreement"), by and among Fingerhut Receivables, Inc. (the
"Transferor"), Fingerhut National Bank, as Servicer and The
Bank of New York (Delaware), as trustee (the "Trustee") does
hereby certify that:
1. Since January 12, 1997, Fingerhut National Bank
has been the Servicer.
2. The undersigned is duly authorized pursuant to the
Pooling and Servicing Agreement to execute and deliver this
Certificate to the Trustee.
3. This Certificate is delivered pursuant to Section
3.5 of the Pooling and Servicing Agreement.
4. A review of the activities of the Servicer during
the period from December 27, 1997 until December 25, 1998
was conducted under my supervision.
5. Based on such review, the Servicer has, to the
best of my knowledge, fully performed all of its obligations
under the Pooling and Servicing Agreement throughout such
period and no default in the performance of such obligations
has occurred or is continuing except as set forth in
paragraph 6 below.
6. The following is a description of each default in
the performance of the Servicer's obligations under the
provisions of the Pooling and Servicing Agreement, including
any Supplement, known to me to have been made during such
period which sets forth in detail (i) the nature of each
such default, (ii) the action taken by the Servicer, if any,
to remedy each such default and (iii) the current status of
each such default:
None.
IN WITNESS WHEREOF, the undersigned has duly executed
this certificate on March 18, 1999.
FINGERHUT NATIONAL BANK
/s/Brian M. Szames
Name: Brian M. Szames
Title: Treasurer
Exhibit 20(b)
SUPPLEMENTARY FINGERHUT MASTER TRUST DATA
SERIES 1998-1
1. The total amount distributed during 1998 Class A $43.3330556
stated on the basis of an original Class B $44.9036111
principal amount of $1,000 per Class C $46.4268081
Certificate:
2. The amount of such distribution Class A $0.0000000
allocable to Certificate Principal Class B $0.0000000
stated on the basis of an original Class C $0.0000000
principal amount of $1,000 per
Certificate:
3. The amount of such distribution Class A $43.3330556
allocable to Certificate Interest stated Class B $44.9036111
on the basis of an original principal Class C $46.4268081
amount of $1,000 per Certificate:
4. The amount of Principal Collections Class A $196,408,442.31
received in the Collection Account Class B $ 29,758,643.28
during the period from April 25, 1998 to Class C $ 35,710,837.49
December 25, 1998 and allocated in Class D $ 35,710,837.49
respect of the Class A Certificates, the
Class B Certificates, the Class C
Certificates and the Class D
Certificates, respectively:
5. The amount of Finance Charge Collections Class A $77,362,648.29
processed during the period from April Class B $11,721,530.01
25, 1998 to December 25, 1998 and Class C $14,066,019.42
allocated in respect of the Class A Class D $14,066,019.42
Certificates, the Class B Certificates,
the Class C Certificates and the Class D
Certificates, respectively:
6. The aggregate amount of the:
Principal Receivables $1,446,027,267.42
Invested Amount $ 511,364,000.00
Class A Invested Amount $ 337,500,000.00
Class B Invested Amount $ 51,136,000.00
Class C Invested Amount $ 61,364,000.00
Class D Invested Amount $ 61,364,000.00
Floating Allocation Percentage 35.3633719%
Class A Floating Allocation Percentage 23.3398088%
Class B Floating Allocation Percentage 3.5363095%
Class C Floating Allocation Percentage 4.2436268%
Class D Floating Allocation Percentage 4.2436268%
each as of the end of the day on December 25, 1998.
7. The aggregate outstanding balance of
Receivables which are:
Current $1,553,980,460.36
30 Days to 59 Days $ 77,658,900.06
60 Days to 89 Days $ 51,250,516.79
90 Days and Over $ 195,218,075.98
as of the end of the day on December 25, 1998.
8. The aggregate Investor Default Amount $73,444,334.40
for the period from April 25, 1998 to
December 25, 1998.
9. The aggregate amount of Class A Investor Class A $0.00
Charge-Offs, Class B Investor Charge- Class B $0.00
Offs, Class C Investor Charge-Offs and Class C $0.00
Class D Investor Charge-Offs for the Class D $0.00
period from April 25, 1998 to
December 25, 1998.
10. The amount of the Servicing Fee for the $ 6,780,826.76
period from April 25, 1998 to December
25, 1998.
11. The Class A Pool Factor, the Class B Class A Pool Factor 1.000000
Pool Factor and the Class C Pool Factor Class B Pool Factor 1.000000
as of December 25, 1998: Class C Pool Factor 1.000000
12. The amount of Reallocated Class A Class A $0.000
Principal Collections, Reallocated Class Class B $0.000
B Principal Collections, Reallocated Class C $0.000
Class C Principal Collections and Class D $0.000
Reallocated Class D Principal
Collections for the period from April
25, 1998 to December 25, 1998.
13. The aggregate amount of funds in the None
Excess Funding Account and the Pre-
Funding Account at December 25, 1998.
14. Whether a Class C Trigger Event has None
occurred and if so the Specified Class C
Reserve Amount.
SUPPLEMENTARY FINGERHUT MASTER TRUST DATA
SERIES 1998-2
1. The total amount distributed during 1998 Class A $44.3419444
stated on the basis of an original Class B $46.2908333
principal amount of $1,000 per Class C $47.2610600
Certificate:
2. The amount of such distribution Class A $0.0000000
allocable to Certificate Principal Class B $0.0000000
stated on the basis of an original Class C $0.0000000
principal amount of $1,000 per
Certificate:
3. The amount of such distribution Class A $ 44.3419444
allocable to Certificate Interest stated Class B $ 46.2908333
on the basis of an original principal Class C $ 47.2610600
amount of $1,000 per Certificate:
4. The amount of Principal Collections Class A $196,408,442.31
received in the Collection Account Class B $ 29,758,643.28
during the period from April 25, 1998 to Class C $ 35,710,837.49
December 25, 1998 and allocated in Class D $ 35,710,837.49
respect of the Class A Certificates, the
Class B Certificates, the Class C
Certificates and the Class D
Certificates, respectively:
5. The amount of Finance Charge Collections Class A $77,362,648.29
processed during the period from April Class B $11,721,530.01
25, 1998 to December 25, 1998 and Class C $14,066,019.42
allocated in respect of the Class A Class D $14,066,019.42
Certificates, the Class B Certificates,
the Class C Certificates and the Class D
Certificates, respectively:
6. The aggregate amount of the:
Principal Receivables $1,446,027,267.42
Invested Amount $ 511,364,000.00
Class A Invested Amount $ 337,500,000.00
Class B Invested Amount $ 51,136,000.00
Class C Invested Amount $ 61,364,000.00
Class D Invested Amount $ 61,364,000.00
Floating Allocation Percentage 35.3633719%
Class A Floating Allocation Percentage 23.3398088%
Class B Floating Allocation Percentage 3.5363095%
Class C Floating Allocation Percentage 4.2436268%
Class D Floating Allocation Percentage 4.2436268%
each as of the end of the day on December 25, 1998.
7. The aggregate outstanding balance of
Receivables which are:
Current $1,553,980,460.36
30 Days to 59 Days $ 77,658,900.06
60 Days to 89 Days $ 51,250,516.79
90 Days and Over $ 195,218,075.98
as of the end of the day on December 25, 1998.
8. The aggregate Investor Default Amount $73,444,334.40
for the period from April 25, 1998 to
December 25, 1998.
9. The aggregate amount of Class A Investor Class A $0.00
Charge-Offs, Class B Investor Charge- Class B $0.00
Offs, Class C Investor Charge-Offs and Class C $0.00
Class D Investor Charge-Offs for the Class D $0.00
period from April 25, 1998 to
December 25, 1998.
10. The amount of the Servicing Fee for the $ 6,780,826.76
period from April 25, 1998 to December
25, 1998.
11. The Class A Pool Factor, the Class B Class A Pool Factor 1.000000
Pool Factor and the Class C Pool Factor Class B Pool Factor 1.000000
as of December 25, 1998: Class C Pool Factor 1.000000
12. The amount of Reallocated Class A Class A $0.000
Principal Collections, Reallocated Class Class B $0.000
B Principal collections, Reallocated Class C $0.000
Class C Principal Collections and Class D $0.000
Reallocated Class D Principal
Collections for the period from April
25, 1998 to December 25, 1998.
13. The aggregate amount of funds in the None
Excess Funding Account and the Pre-
Funding Account at December 25, 1998.
14. Whether a Class C Trigger Event has None
occurred and if so the Specified Class C
Reserve Amount.
