CAPITAL ONE MASTER TRUST
8-K, EX-99.01, 2000-08-17
ASSET-BACKED SECURITIES
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<PAGE>

                              SUBJECT TO REVISION

                    SERIES TERM SHEET DATED AUGUST 16, 2000

                             [LOGO OF CAPITAL ONE]

                           Capital One Master Trust
                                    Issuer

                               Capital One Bank
                              Seller and Servicer

  $605,625,000 Class A Floating Rate Asset Backed Certificates, Series 2000-3
  $69,375,000 Class B Floating Rate Asset Backed Certificates, Series 2000-3

 The Class  A Floating  Rate  Asset Backed  Certificates, Series  2000-3 (the
  "Class  A Certificates")  and  the  Class  B  Floating  Rate Asset  Backed
   Certificates, Series  2000-3 (the  "Class B Certificates"  and, together
    with the Class A  Certificates, the "Investor Certificates") represent
     interests in the  Capital One Master Trust (the "Trust")  and do not
      represent interests  in or obligations of Capital One  Bank or any
       affiliate thereof. An Investor  Certificate is not a deposit and
        is  not insured by  the Federal Deposit Insurance  Corporation
          (the  "FDIC").   The  receivables   are  not   insured   or
            guaranteed by the FDIC or any other governmental  agency
            or instrumentality.

 THIS SERIES TERM SHEET CONTAINS  STRUCTURAL AND COLLATERAL INFORMATION ABOUT
  THE  INVESTOR CERTIFICATES.  HOWEVER,  THIS  SERIES  TERM  SHEET DOES  NOT
   CONTAIN  COMPLETE  INFORMATION  ABOUT   THE  OFFERING  OF  THE  INVESTOR
    CERTIFICATES. THE INFORMATION PROVIDED  HEREIN IS PRELIMINARY AND WILL
     BE SUPERSEDED  BY THE INFORMATION CONTAINED IN  THE FINAL PROSPECTUS
      SUPPLEMENT AND  THE PROSPECTUS. PURCHASERS ARE URGED  TO READ BOTH
       THE PROSPECTUS SUPPLEMENT AND THE PROSPECTUS.

 THIS SERIES  TERM  SHEET  SHALL  NOT  CONSTITUTE AN  OFFER  TO  SELL  OR THE
  SOLICITATION OF  AN OFFER TO  BUY, NOR  SHALL THERE  BE ANY SALE  OF THESE
   SECURITIES IN ANY STATE IN WHICH  SUCH OFFER, SOLICITATION OR SALE WOULD
    BE  UNLAWFUL   PRIOR  TO  REGISTRATION  OR   QUALIFICATION  UNDER  THE
     SECURITIES  LAWS   OF  ANY  SUCH   STATE.  SALES  OF   THE  INVESTOR
      CERTIFICATES  MAY  NOT BE  CONSUMMATED  UNLESS THE  PURCHASER  HAS
       RECEIVED   BOTH  THE   FINAL  PROSPECTUS   SUPPLEMENT  AND   THE
        PROSPECTUS.

                                 ------------
                   Underwriters of the Class A Certificates

Salomon Smith Barney
            Banc One Capital Markets, Inc.
                             Chase Securities Inc.
                                                      Deutsche Banc Alex. Brown

                   Underwriters of the Class B Certificates

Salomon Smith Barney                                  Deutsche Banc Alex. Brown

<PAGE>

                              Transaction Summary


<TABLE>
 <C>                        <S>
  Trust and Issuer:         Capital One Master Trust
  Seller:                   Capital One Bank
  Servicer:                 Capital One Bank
  Trustee:                  The Bank of New York
  Series Issuance Date:           , 2000
  Servicing Fee Rate:       2.0% per year
  Clearance and Settlement: DTC/Clearstream/Euroclear
                            Receivables originated in MasterCard(R) and
  Primary Trust Assets:     VISA(R)* accounts
</TABLE>
<TABLE>
<CAPTION>
                   Class A                               Class B
                   -------                               -------
<S>                <C>                                   <C>
Principal Amount:  $605,625,000                          $69,375,000

Percentage of
Series**           80.75%                                9.25%
Anticipated
Ratings            Aaa/AAA/AAA                           A2/A/A
(Moody's/Standard
 &
 Poor's/Fitch):***

Credit             subordination of Class B Certificates subordination of Collateral Interest
Enhancement:       and Collateral Interest

Certificate Rate:  One-Month LIBOR plus   % per          One-Month LIBOR plus   % per
                   year                                  year

Interest Accrual
Method:            actual/360                            actual/360

Distribution
Dates:             monthly (15th)                        monthly (15th)

First
Distribution
Date:              September 15, 2000                    September 15, 2000

Certificate Rate   2 London business days before each    2 London business days before each
Index Reset Date:  Distribution Date                     Distribution Date

Commencement of    December 1, 2005                      December 1, 2005
 Accumulation
 Period (subject
 to adjustment):

Expected Final     August 15, 2007                       August 15, 2007
 Payment Date:

Series 2000-3      October 15, 2010                      October 15, 2010
 Termination
 Date:

ERISA eligibility  Yes, subject to important             No, except in limited circumstances
 (investors        considerations described under        described in "ERISA Considerations"
 should consult    "ERISA Considerations" in the         in the Prospectus Supplement.
 with their        Prospectus Supplement and the
 counsel):         Prospectus.
Debt for United    Yes, subject to important             Yes, subject to important
 States Federal    considerations described under        considerations described under
 Income Tax        "Federal Income Tax                   "Federal Income Tax
 Purposes          Consequences" in the Prospectus.      Consequences" in the Prospectus.
 (investors
 should consult
 with their tax
 counsel):
</TABLE>

--------
  * MasterCard(R) and VISA(R) are federally registered servicemarks of
    MasterCard International Incorporated and VISA U.S.A., Inc., respectively.
 ** The percentage of Series 2000-3 comprised by the Collateral Interest is
    10.0%.
*** It is a condition to issuance of the Investor Certificates that one of
    these ratings be obtained.

                                       2
<PAGE>

  This Series Term Sheet will be superseded in its entirety by the information
appearing in the final Prospectus Supplement, the Prospectus and the Series
2000-3 Supplement to the Pooling Agreement.

Trust........................  Capital One Master Trust (the "Trust"). The as-
                                sets of the Trust (the "Trust Assets") include
                                receivables (the "Receivables") generated from
                                time to time in a portfolio of consumer re-
                                volving credit card accounts and other con-
                                sumer revolving accounts (the "Accounts"),
                                funds collected or to be collected from
                                accountholders in respect of the Receivables,
                                the right to receive certain interchange at-
                                tributed to accountholder charges for merchan-
                                dise and services in certain of the Accounts,
                                recoveries (net of collection expenses) and
                                proceeds of credit insurance policies relating
                                to the Receivables, monies on deposit in cer-
                                tain accounts of the Trust, monies on deposit
                                as collateral, if any, relating to secured Ac-
                                counts and any credit enhancement with respect
                                to a particular series or class.

Title of Securities..........  $605,625,000 Class A Floating Rate Asset Backed
                                Certificates, Series 2000-3 (the "Class A
                                Certificates") and $69,375,000 Class B
                                Floating Rate Asset Backed Certificates,
                                Series 2000-3 (the "Class B Certificates" and,
                                together with the Class A Certificates, the
                                "Investor Certificates"). In addition, the
                                Trust will issue $75,000,000 of its Collateral
                                Interest, Series 2000-3 (the "Collateral
                                Interest" and, together with the Investor
                                Certificates, the "Series 2000-3 Interests").
                                Only the Investor Certificates are offered
                                hereby.

The Investor Certificates;
 the Collateral Interest.....  Each of the Series 2000-3 Interests represents
                                a specified undivided interest in certain as-
                                sets of the Trust. The portion of the Trust
                                Assets allocated to the holders of the Series
                                2000-3 Interests will be allocated among the
                                holders of the Class A Certificates (the
                                "Class A Certificateholders' Interest"), the
                                holders of the Class B Certificates (the
                                "Class B Certificateholders' Interest") and
                                the holder of the Collateral Interest (the
                                "Collateral Interest Holder's Interest"). The
                                specified undivided interest in the Trust As-
                                sets represented by the Collateral Interest in
                                the initial amount of $75,000,000 (an amount
                                that represents 10.0% of the Initial Invested
                                Amount) constitutes the credit enhancement for
                                the Investor Certificates.

                               The Investor Certificates will be issued pursu-
                                ant to a Pooling and Servicing Agreement (the
                                "Pooling Agreement") between a predecessor of
                                Capital One Bank (the "Bank"), as seller and
                                servicer, and The Bank of New York, as trustee
                                (the "Trustee"), and a Series 2000-3 Supple-
                                ment to the Pooling Agreement (the "Series
                                2000-3 Supplement").

                               The aggregate amount of principal Receivables
                                allocated to the Class A Certificateholders'
                                Interest, the Class B Certificateholders' In-
                                terest and the Collateral Interest Holder's
                                Interest (as more fully defined in the Pro-
                                spectus Supplement, the "Invested

                                       3
<PAGE>

                               Amount") will be $750,000,000 on the Series Is-
                               suance Date (the "Initial Invested Amount").

                              The aggregate amount of principal Receivables
                               allocable to the Class A Certificateholders'
                               Interest (the "Class A Invested Amount") will
                               be $605,625,000 on the Series Issuance Date.
                               The aggregate amount of principal Receivables
                               allocable to the Class B Certificateholders'
                               Interest (the "Class B Invested Amount") will
                               be $69,375,000 on the Series Issuance Date. The
                               aggregate amount of principal Receivables allo-
                               cable to the Collateral Interest Holder's In-
                               terest (the "Collateral Invested Amount") will
                               be $75,000,000 on the Series Issuance Date.

                              The Class A Certificates will represent the
                               right to receive from the assets of the Trust
                               allocated to the Class A Certificateholders'
                               Interest funds up to (but not in excess of) the
                               amounts required to make payments of interest
                               on the Class A Certificates at the Class A Cer-
                               tificate Rate, and the payment of principal on
                               the Expected Final Payment Date to the extent
                               of the Class A Invested Amount (which may be
                               less than the aggregate unpaid principal amount
                               of the Class A Certificates, in certain circum-
                               stances).

                              The Class B Certificates will represent the
                               right to receive from the assets of the Trust
                               allocated to the Class B Certificateholders'
                               Interest funds up to (but not in excess of) the
                               amounts required to make payments of interest
                               on the Class B Certificates at the Class B Cer-
                               tificate Rate, and the payment of principal on
                               the Expected Final Payment Date to the extent
                               of the Class B Invested Amount (which may be
                               less than the aggregate unpaid principal amount
                               of the Class B Certificates, in certain circum-
                               stances).

Class A Certificate Rate....  One-Month LIBOR plus [ ]% per year.

Class B Certificate Rate....  One-Month LIBOR plus [ ]% per year.

Receivables.................  The aggregate amount of Receivables in the Ac-
                               counts as of August 4, 2000 was
                               $13,175,579,504, consisting of $12,781,649,599
                               of principal Receivables and $393,929,905 of
                               finance charge Receivables.

Series Cut-Off Date.........  August 1, 2000

Series Issuance Date........       , 2000

Interest Payment Dates......  Interest on the Investor Certificates will be
                               distributed on the 15th day of each calendar
                               month or, if such day is not a business day, on
                               the next succeeding business day (each, a "Dis-
                               tribution Date"), commencing September 15,
                               2000. The Class A Certificates will accrue in-
                               terest for each Distribution Date in an amount
                               equal to the product of (a) the actual number
                               of days in the related Interest Period divided
                               by 360, (b) the Class A Certificate Rate


                                       4
<PAGE>

                               and (c) the outstanding principal amount of the
                               Class A Certificates as of the last day of the
                               preceding calendar month. The Class B Certifi-
                               cates will accrue interest for each Distribu-
                               tion Date in an amount equal to the product of
                               (a) the actual number of days in the related
                               Interest Period divided by 360, (b) the Class B
                               Certificate Rate and (c) the outstanding prin-
                               cipal amount of the Class B Certificates as of
                               the last day of the preceding calendar month.
                               The "Interest Period" with respect to any Dis-
                               tribution Date will be the period from the pre-
                               vious Distribution Date through the day preced-
                               ing such Distribution Date, except that the
                               initial Interest Period will be the period from
                               the Series Issuance Date through the day pre-
                               ceding the initial Distribution Date. "LIBOR"
                               means the London interbank offered quotations
                               for one-month United States dollar deposits
                               prevailing on the date that LIBOR is deter-
                               mined. The Trustee will determine LIBOR on Au-
                               gust [ ], 2000 for the period from the Series
                               Issuance Date through and including September
                               14, 2000 and on the second London business day
                               prior to each Distribution Date thereafter for
                               the period from and including such Distribution
                               Date through the day preceding the next suc-
                               ceeding Distribution Date.

Principal...................  The principal of the Class A Certificates and
                               the Class B Certificates is scheduled to be
                               paid on the Expected Final Payment Date, but
                               may be paid earlier or later under certain cir-
                               cumstances.

Expected Final Payment
 Date.......................  The August 2007 Distribution Date.

Series 2000-3 Termination
 Date.......................  The final distribution of principal and interest
                               on the Investor Certificates will be made no
                               later than the October 2010 Distribution Date.

Other Series................  As of the date hereof, the Trust has issued
                               nineteen series of investor certificates which
                               are still outstanding.

Subordination...............  The fractional undivided interest in the Trust
                               Assets allocable to the Class B Certificates
                               and the Collateral Interest will be subordi-
                               nated to the extent necessary to fund payments
                               with respect to the Class A Certificates. In
                               addition, the Collateral Interest will be sub-
                               ordinated to the extent necessary to fund cer-
                               tain payments with respect to the Class B Cer-
                               tificates.

                              If the Collateral Invested Amount is reduced to
                               zero, the holders of the Class B Certificates
                               will bear directly the credit and other risks
                               associated with their undivided interest in the
                               Trust. To the extent the Class B Invested
                               Amount is reduced, the percentage of collec-
                               tions of finance charge Receivables allocated
                               to the Class B Certificateholders' Interest in
                               subsequent months will be reduced. Moreover, to
                               the extent the amount of such reduction in the
                               Class B Invested Amount is not reimbursed, the
                               amount of principal distributable to the hold-
                               ers of the Class B Certificates will be re-
                               duced.

                                       5
<PAGE>

ERISA Considerations.........  Subject to important considerations described
                                in the Prospectus Supplement and in the
                                Prospectus, the Class A Certificates are
                                eligible for purchase by persons investing
                                assets of employee benefit plans or individual
                                retirement accounts.

                               For the reasons discussed in the Prospectus
                                Supplement and the Prospectus, the Class B
                                Certificates are not eligible for purchase by
                                persons investing assets of employee benefit
                                plans or individual retirement accounts other
                                than an insurance company investing assets of
                                its general account.

Class A Certificate Rating...  It is a condition to the issuance of the Class
                                A Certificates that they be rated in the
                                highest rating category by at least one
                                nationally recognized rating agency.

Class B Certificate Rating...  It is a condition to the issuance of the Class
                                B Certificates that they be rated in one of
                                the three highest rating categories by at
                                least one nationally recognized rating agency.

                                       6
<PAGE>

   Composition and Historical Performance of the Bank Credit Card Portfolio

General

  The Accounts included in the Trust (the "Trust Portfolio") were selected
from the Bank's consumer revolving receivable portfolio (the "Bank Portfolio")
based on the eligibility criteria specified in the Pooling Agreement. The
Trust Portfolio is comprised of the majority of eligible Receivables in the
Bank Portfolio as of the Series Cut-Off Date. The Trust Portfolio also
includes certain charged-off accounts with zero balances, the recoveries on
which will be treated as collections of finance charge Receivables. The Bank
may add such zero balance accounts to the Trust from time to time.

  The Bank Portfolio is primarily comprised of accounts originated by the Bank
since 1992, regardless of whether such accounts meet the eligibility
requirements specified in the Pooling Agreement. Although such accounts were
not originated using identical underwriting criteria, the receivables arising
under such accounts are assessed finance charges having the following pricing
characteristics:

  Fixed Rate or Variable Rate

  An annual percentage rate is either a fixed rate or a variable rate that
adjusts periodically according to an index. Some accounts have a low fixed
rate.

  Introductory Period or Non-introductory Period

  An account may have an introductory period during which a relatively low
annual percentage rate is charged. The annual percentage rate is converted to
a higher rate at the end of the introductory period. Non-introductory rate
products (excluding certain low fixed-rate products) are more customized
products and generally include secured cards, low fixed-rate cards, affinity
and joint account cards, college student cards and other cards targeted to
certain other market segments. Historically, these non-introductory rate cards
tend to have lower credit lines, balances that build over time, less
attrition, higher margins (including fees) and, in some cases, higher
delinquencies and credit losses than the Bank's traditional low introductory
rate products.

  The number of low fixed-rate products and non-introductory rate products in
the Bank Portfolio has been increasing, and as the number of these accounts
increases and as such accounts season, the characteristics of these accounts
as described in the preceding sentence will have a more significant effect on
the Bank Portfolio. Receivables added to the Trust have and will include such
low fixed-rate and non-introductory rate credit card receivables, which at the
Series Issuance Date constitute, and at any given time thereafter may
constitute, a material portion of the Trust Portfolio.

  In the fourth quarter of 1997, the Bank adopted a more conservative
accounting methodology for charge-offs and made an adjustment to its
recognition of finance charges and fee income. The Bank modified its
methodology for charging off credit card loans (net of any collateral) to 180
days past-due, from the prior practice of charging off loans during the
billing cycle after 180 days past-due. This resulted in adjustments to
delinquencies and losses, as well as a reduction in revenue as a result of a
reversal of previously accrued finance charges and fee income. In addition,
the Bank also began recognizing the estimated uncollectible portion of finance
charges and fee income receivables, which resulted in a decrease in loans and
a corresponding decrease in revenue.

Delinquency and Loss Experience

  Because new accounts usually initially exhibit lower delinquency rates and
credit losses, the growth of the Bank Portfolio from approximately $13.155
billion at year end 1997, to approximately $18.130 billion as of the end of
June 2000 has had the effect of significantly lowering the charge-off and
delinquency rates for the entire portfolio from what they otherwise would have
been. However, as the proportion of new accounts to seasoned accounts becomes
smaller, this effect should be lessened. As seasoning occurs or if new account
origination slows, the Bank expects that the charge-off rates and
delinquencies will increase over time. The Bank's

                                       7
<PAGE>

delinquency and net loss rates at any time reflect, among other factors, the
quality of the credit card loans, the average seasoning of the Bank's
accounts, the success of the Bank's collection efforts, the product mix of the
portfolio and general economic conditions.

  The following tables set forth the delinquency and loss experience for the
Bank Portfolio for each of the periods shown. The Bank Portfolio includes
groups of accounts each created in connection with a particular solicitation,
which may, when taken individually, have delinquency and loss characteristics
different from those of the overall Bank Portfolio. As of August 4, 2000, the
Trust Portfolio represented approximately 45% and 69% of the Bank Portfolio by
accounts and receivables outstanding, respectively. Because the Trust
Portfolio is only a portion of the Bank Portfolio, actual delinquency and loss
experience for the Receivables is different from that set forth below for the
Bank Portfolio. There can be no assurance that the delinquency and loss
experience for the Receivables will be similar to the historical experience
set forth below for the Bank Portfolio.

           Delinquencies as a Percentage of the Bank Portfolio(1)(2)
                            (Dollars in Thousands)

<TABLE>
<CAPTION>
                                                      At Year End           At Year End           At Year End
                                                 --------------------- --------------------- ---------------------
                             At June 30, 2000            1999                  1998                 1997(3)
                           --------------------- --------------------- --------------------- ---------------------
                           Delinquent            Delinquent            Delinquent            Delinquent
Number of Days Delinquent    Amount   Percentage   Amount   Percentage   Amount   Percentage   Amount   Percentage
-------------------------  ---------- ---------- ---------- ---------- ---------- ---------- ---------- ----------
<S>                        <C>        <C>        <C>        <C>        <C>        <C>        <C>        <C>
30 - 59 days.............   $371,977     2.05%    $328,161     1.96%    $276,021     1.83%    $309,440     2.35%
60 - 89 days.............    224,927     1.24      211,372     1.26      164,696     1.09      202,735     1.54
90 + days................    396,472     2.19      373,072     2.23      286,135     1.89      323,803     2.46
                            --------     ----     --------     ----     --------     ----     --------     ----
  TOTAL..................   $993,376     5.48%    $912,605     5.45%    $726,852     4.81%    $835,978     6.35%
                            ========     ====     ========     ====     ========     ====     ========     ====
</TABLE>
--------
(1) The percentages are the result of dividing the delinquent amount by end of
    period receivables outstanding for the applicable period. The delinquent
    amount is the dollar amount of month end delinquencies in each category
    for the period. The end of period receivables outstanding at year end
    1999, 1998 and 1997 were $16,759,833, $15,108,050 and $13,155,103,
    respectively. The end of period receivables outstanding at June 30, 2000
    were $18,129,525.
(2) Figures and percentages in this table are reported on a processing month
    basis.
(3) The total delinquencies greater than or equal to 30 days as a percentage
    of the Bank Portfolio would have been 7.13% without the adjustments
    discussed above under "--General."

                    Loss Experience for the Bank Portfolio
                            (Dollars in Thousands)

<TABLE>
<CAPTION>
                            Six Months
                               Ended                 Year Ended
                            -----------  -------------------------------------
                             June 30,
                               2000         1999         1998        1997(1)
                            -----------  -----------  -----------  -----------
<S>                         <C>          <C>          <C>          <C>
Average Receivables
 Outstanding..............  $17,011,666  $15,150,906  $13,618,769  $12,103,362
Gross Losses..............  $   487,155  $   820,310  $   930,334  $   895,434
Gross Losses as a
 Percentage of Average
 Receivables
 Outstanding(2)...........         5.73%        5.41%        6.83%        7.40%
Recoveries................  $   172,868  $   253,933  $   174,713  $    74,902
Net Losses................  $   314,287  $   566,377  $   755,621  $   820,532
Net Losses as a Percentage
 of Average Receivables
 Outstanding(2)...........         3.69%        3.74%        5.55%        6.78%
</TABLE>
--------
(1) Net Losses as a percentage of Average Receivables Outstanding would have
    been 6.40% without the change in charge-off methodology discussed above
    under "--General."
(2) The percentages reflected for the six months ended June 30, 2000 are
    annualized figures. Annualized figures are not necessarily indicative of
    results for the entire year.

                                       8
<PAGE>

Revenue Experience

  The following table sets forth the revenues from finance charges and fees
billed and interchange received with respect to the Bank Portfolio for the
periods shown.

                   Revenue Experience for the Bank Portfolio
                            (Dollars in Thousands)

<TABLE>
<CAPTION>
                            Six Months
                               Ended                 Year Ended
                            -----------  -------------------------------------
                             June 30,
                               2000         1999         1998        1997(2)
                            -----------  -----------  -----------  -----------
<S>                         <C>          <C>          <C>          <C>
Average Receivables
 Outstanding..............  $17,011,666  $15,150,906  $13,618,769  $12,103,362
Finance Charges and
 Fees(1)..................  $ 2,315,905  $ 3,908,913  $ 3,165,960  $ 2,434,650
Yield from Finance Charges
 and Fees(3)..............        27.23%       25.80%       23.25%       20.12%
Interchange...............  $   203,335  $   293,378  $   165,115  $   109,394
Yield from
 Interchange(3)...........         2.39%        1.94%        1.21%        0.90%
</TABLE>
--------
(1) Finance Charges and Fees does not include interest on subsequent
    collections on accounts previously charged off. Finance Charges and Fees
    includes monthly periodic rate finance charges, the portion of the annual
    membership fees amortized on a monthly basis, cash advance fees, late
    charges, overlimit charges and other miscellaneous fees.
(2) Yield from Finance Charges and Fees would have been 20.66% without the
    adjustments discussed above under "--General."
(3) The percentages reflected for the six months ended June 30, 2000 are
    annualized figures. Annualized figures are not necessarily indicative of
    results for the entire year.

  Because the Trust Portfolio is only a portion of the Bank Portfolio, actual
revenue experience for the Receivables is different from that set forth above
for the Bank Portfolio. There can be no assurance that the yield experience
for the Receivables in the future will be similar to the historical experience
set forth above for the Bank Portfolio. In addition, revenue from the
Receivables will depend on the types of fees and charges assessed on the
Accounts, and could be adversely affected by future changes made by the Bank
or the servicer in such fees and charges or by other factors.

  The revenue from finance charges and fees for the accounts in the Bank
Portfolio shown in the above table is comprised of three primary components:
monthly periodic rate finance charges, the amortized portion of annual
membership fees and other service charges, such as cash advance fees, late
charges, overlimit fees and other miscellaneous fees. If payment rates
decline, the balances subject to monthly periodic rate finance charges tend to
grow, assuming no change in the level of purchasing activity. Accordingly,
under these circumstances, the yield related to monthly periodic rate finance
charges normally increases. Conversely, if payment rates increase, the
balances subject to monthly periodic rate finance charges tend to fall,
assuming no change in the level of purchasing activity. Accordingly, under
these circumstances, the yield related to monthly periodic rate finance
charges normally decreases.

  Furthermore, as the Bank Portfolio experiences growth in receivables through
account origination and account management balance transfer programs which are
assessed low introductory periodic rate finance charges and to the extent the
Bank chooses to waive all or part of the rate increase for selected accounts
in an effort to profitably retain balances, the yield related to monthly
periodic rate finance charges would be adversely affected. The yield related
to service charges varies with the type and volume of activity in and the
amount of each account, as well as with the number of delinquent accounts. As
account balances increase, annual membership fees, which remain constant,
represent a smaller percentage of the aggregate account balances.

                                       9
<PAGE>

Payment Rates

  The following table sets forth the highest and lowest accountholder monthly
payment rates for the Bank Portfolio during any single month in the periods
shown and the average accountholder monthly payment rates for all months
during the periods shown, in each case calculated as a percentage of average
monthly account balances during the periods shown. Payment rates shown in the
table are based on amounts which would be payments of principal Receivables
and finance charge Receivables on the Accounts.

                      Accountholder Monthly Payment Rates
                           for the Bank Portfolio(1)

<TABLE>
<CAPTION>
                                              Six Months
                                                 Ended          Year Ended
                                             ------------- --------------------
                                             June 30, 2000  1999   1998   1997
                                             ------------- ------ ------ ------
<S>                                          <C>           <C>    <C>    <C>
Lowest Month(2).............................    15.84%     12.09% 10.86%  9.66%
Highest Month(2)............................    17.36%     14.97% 12.64% 10.74%
Average Payment Rate for the Period.........    16.62%     14.23% 11.71% 10.20%
</TABLE>
--------
(1) The monthly payment rates include amounts which are payments of principal
    Receivables and finance charge Receivables with respect to the Accounts.
(2) The monthly payment rates are calculated as the total amount of payments
    received during the month divided by the average monthly receivables
    outstanding for each month.

The Receivables

  As of August 4, 2000:

  .  the Trust Portfolio included $12,781,649,599 of principal Receivables
     and $393,929,905 of finance charge Receivables;

  .  the Accounts had an average principal Receivable balance of $1,181 and
     an average credit limit of $3,944;

  .  the percentage of the aggregate total Receivable balance to the
     aggregate total credit limit was 29.94%;

  .  the average age of the Accounts was approximately 37 months;

  .  all of the Accounts in the Trust Portfolio were VISA or MasterCard
     credit card accounts, of which 62% were standard accounts and 38% were
     premium accounts; and

  .  approximately 47% of the Accounts in the Trust Portfolio were assessed a
     variable rate periodic finance charge and approximately 53% were
     assessed a fixed rate periodic finance charge.

  The following tables summarize the Trust Portfolio by various criteria as of
August 4, 2000. References to "Receivables Outstanding" in the following
tables include both principal Receivables and finance charge Receivables.
Because the future composition and product mix of the Trust Portfolio may
change over time, these tables are not necessarily indicative of the
composition of the Trust Portfolio at any subsequent time.

                                      10
<PAGE>

                        Composition by Account Balance
                                Trust Portfolio

<TABLE>
<CAPTION>
                                    Percentage                     Percentage
                                     of Total                       of Total
                         Number of  Number of     Receivables      Receivables
Account Balance Range     Accounts   Accounts     Outstanding      Outstanding
---------------------    ---------- ---------- ------------------  -----------
<S>                      <C>        <C>        <C>                 <C>
Credit Balance(1).......    152,320     1.37%  $   (15,345,465.58)    (0.12)%
No Balance(2)...........  2,132,528    19.11                 0.00      0.00
More than $0 and less
 than or equal to
 $1,500.00..............  6,697,153    60.03     3,312,347,283.27     25.14
$1,500.01-$5,000.00.....  1,450,276    13.00     4,170,625,783.51     31.65
$5,000.01-$10,000.00....    601,621     5.39     4,105,420,532.06     31.16
Over $10,000.00.........    122,891     1.10     1,602,531,370.55     12.17
                         ----------   ------   ------------------    ------
  TOTAL................. 11,156,789   100.00%  $13,175,579,503.81    100.00%
                         ==========   ======   ==================    ======
</TABLE>
--------
(1) Credit balances are a result of cardholder payments and credit adjustments
    applied in excess of the unpaid balance on an Account. Accounts which
    currently have a credit balance are included because Receivables may be
    generated with respect thereto in the future.
(2) Accounts which currently have no balance are included because Receivables
    may be generated with respect thereto in the future. Zero balance accounts
    are not included in these figures.

                        Composition by Credit Limit(1)
                                Trust Portfolio

<TABLE>
<CAPTION>
                                     Percentage                    Percentage
                                      of Total                      of Total
                          Number of  Number of     Receivables     Receivables
Credit Limit Range         Accounts   Accounts     Outstanding     Outstanding
------------------        ---------- ---------- ------------------ -----------
<S>                       <C>        <C>        <C>                <C>
Less than or equal to
 $1,500.00...............  6,105,041    54.72%  $ 2,524,011,246.42    19.16%
$1,500.01-$5,000.00......  1,485,340    13.31     1,763,952,992.36    13.39
$5,000.01-$10,000.00.....  2,602,137    23.32     5,110,404,539.26    38.79
Over $10,000.00..........    964,271     8.65     3,777,210,725.77    28.66
                          ----------   ------   ------------------   ------
  TOTAL.................. 11,156,789   100.00%  $13,175,579,503.81   100.00%
                          ==========   ======   ==================   ======
</TABLE>
--------
(1) References to "Credit Limit" herein include both the line of credit
    established for purchases, cash advances and balance transfers as well as
    receivables originated under temporary extensions of credit through
    account management programs. Credit limits relating to these temporary
    extensions decrease as cardholder payments are applied to these
    receivables.

                       Composition by Payment Status(1)
                                Trust Portfolio

<TABLE>
<CAPTION>
                                       Percentage                    Percentage
                                        of Total                      of Total
                            Number of  Number of     Receivables     Receivables
Payment Status               Accounts   Accounts     Outstanding     Outstanding
--------------              ---------- ---------- ------------------ -----------
<S>                         <C>        <C>        <C>                <C>
Current to 29 days(2)...... 10,544,500    94.52%  $12,525,578,884.46    95.07%
Past due 30 - 59 days......    272,754     2.44       271,006,794.20     2.06
Past due 60 - 89 days......    142,986     1.28       142,813,131.01     1.08
Past due 90+ days..........    196,549     1.76       236,180,694.14     1.79
                            ----------   ------   ------------------   ------
  TOTAL.................... 11,156,789   100.00%  $13,175,579,503.81   100.00%
                            ==========   ======   ==================   ======
</TABLE>
--------
(1) Payment Status is determined as of the prior statement cycle date.
(2) Accounts designated as current include accounts on which the minimum
    payment has not been received prior to the second billing date following
    the issuance of the related bill.

                                      11
<PAGE>

                          Composition by Account Age
                                Trust Portfolio

<TABLE>
<CAPTION>
                                     Percentage                    Percentage
                                      of Total                      of Total
                          Number of  Number of     Receivables     Receivables
Account Age                Accounts   Accounts     Outstanding     Outstanding
-----------               ---------- ---------- ------------------ -----------
<S>                       <C>        <C>        <C>                <C>
Not More than 6 Months...    436,716     3.91%  $ 1,152,686,096.21     8.75%
Over 6 Months to 12
 Months..................    703,857     6.31     1,415,540,067.33    10.74
Over 12 Months to 24
 Months..................  2,592,506    23.24     2,932,220,255.95    22.25
Over 24 Months to 36
 Months..................  2,913,856    26.12     3,056,652,684.15    23.20
Over 36 Months to 48
 Months..................  1,635,212    14.66     1,095,295,385.99     8.31
Over 48 Months to 60
 Months..................  1,269,134    11.38     1,165,973,289.00     8.85
Over 60 Months...........  1,605,508    14.38     2,357,211,725.18    17.90
                          ----------   ------   ------------------   ------
  TOTAL.................. 11,156,789   100.00%  $13,175,579,503.81   100.00%
                          ==========   ======   ==================   ======

           Composition of Accounts by Accountholder Billing Address

<CAPTION>
                                     Percentage                    Percentage
                                      of Total                      of Total
                          Number of  Number of     Receivables     Receivables
State or Territory         Accounts   Accounts     Outstanding     Outstanding
------------------        ---------- ---------- ------------------ -----------
<S>                       <C>        <C>        <C>                <C>
California...............  1,522,785    13.65%  $ 1,674,050,148.76    12.71%
Texas....................    820,766     7.36       899,523,718.21     6.83
Florida..................    788,950     7.07       852,008,185.80     6.47
New York.................    769,531     6.90       822,403,641.18     6.24
Illinois.................    477,221     4.28       571,462,902.80     4.34
Ohio.....................    426,364     3.82       520,490,209.14     3.95
Pennsylvania.............    434,676     3.90       519,119,331.40     3.94
Virginia.................    345,005     3.09       482,290,256.40     3.66
Michigan.................    350,025     3.14       450,777,322.14     3.42
New Jersey...............    376,419     3.37       434,597,427.26     3.30
Others(1)................  4,845,047    43.42     5,948,856,360.72    45.14
                          ----------   ------   ------------------   ------
  TOTAL.................. 11,156,789   100.00%  $13,175,579,503.81   100.00%
                          ==========   ======   ==================   ======
</TABLE>
--------
(1) No other state individually accounts for more than 3.30% of the Percentage
    of Total Receivables Outstanding.

  Since the largest number of accountholders (based on billing addresses)
whose Accounts were included in the Trust as of August 4, 2000 were in
California, Texas, Florida and New York, adverse economic conditions affecting
accountholders residing in these areas could affect timely payment by such
accountholders of amounts due on the Accounts and, accordingly, the actual
rates of delinquencies and losses with respect to the Trust Portfolio.

                                      12


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