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
---------------------
(Mark One)
[X] Annual report pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934 for the fiscal year ended December 31, 1996 or
[ ] Transition report pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934 for the transition
period from ________ to _________
Commission File No. 33-05433
Advanta National Bank USA
(with respect to ADVANTA Master Credit Card Trust II)
-----------------------------------------------------
(Exact name of Registrant as specified in its Charter)
United States of America 5l-0009000
- ---------------------------------- --------------------------------
(State or other Jurisdiction (I.R.S. Identification No.)
of incorporation)
Brandywine Corporate Center, 650 Naamans Road, Claymont, DE 19703
- ----------------------------------------------------------- -----
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code (302) 791-4400.
Securities registered pursuant to Section l2(b) of the Act:
Name of each exchange on
Title of each class which registered
None N/A
Securities registered pursuant to Section l2(g) of the Act:
None
- -------------------------------------------------------------------------------
(Title of class)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes [X] No _______
Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained, to the
best of registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K [ ].
State the aggregate market value of the voting stock held by non-affiliates
of the Registrant. The aggregate market value shall be computed by reference to
the price at which the stock was sold, or the average bid and asked prices of
such stock, as of a specified date within 60 days prior to the date of filing
(See definition of affiliate in Rule 405): None
Indicate the number of shares outstanding of the registrant's classes of
common stock, as of the latest practicable date: None.
<PAGE>
Documents Incorporated By Reference:
List hereunder the following documents if incorporated by reference and the
Part of the Form 10-K (e.g., Part I, Part II, etc.) into which the document is
incorporated: (1) Any annual report to security holders; (2) Any proxy or
information statement; and (3) Any prospectus filed pursuant to Rule 425(b) or
(e) under the Securities Act of 1933. The listed documents should be clearly
described for identification purposes (e.g. annual report to security holders
for fiscal year ended December 24, 1980).
Document Form 10-K Reference
- -------- -------------------
Current Reports on Form 8-K Part I, Item 2
filed between February 15, 1996
and January 15, 1997
<PAGE>
TABLE OF CONTENTS
Page
PART I
Item l. Business....................................................1
Item 2. Properties..................................................1
Item 3. Legal Proceedings...........................................5
Item 4. Submission of Matters to a Vote of
Security Holders..........................................5
PART II
Item 5. Market for the Registrant's Common Equity
and Related Stockholder Matters...........................5
Item 6. Selected Financial Data.....................................6
Item 7. Management's Discussion and Analysis of
Financial Condition and Results of Operations.............6
Item 8. Financial Statements and Supplementary Data.................6
Item 9. Changes in and Disagreements with Accountants on
Accounting and Financial Disclosure.......................6
PART III
Item l0. Directors and Executive Officers of
the Registrant............................................6
Item ll. Executive Compensation......................................6
Item l2. Security Ownership of Certain Beneficial
Owners and Management...................................7
Item l3. Certain Relationships and Related
Transactions.............................................33
PART IV
Item l4. Exhibits, Financial Statement Schedules,
and Reports on Form 8-K..................................33
SIGNATURES...........................................................34
EXHIBITS.............................................................36
<PAGE>
PART I
Item l. Business
--------
Not applicable.
Item 2. Properties
----------
The information set forth in the Current Reports on Form 8-K dated February
15, 1996 through January 15 1997, as filed by the Registrant, is incorporated
herein by reference. For the monthly period ending December 31, 1996,
approximately 2.50% of the accounts and 4.45% of the receivables were 30 days or
more delinquent. The aggregate outstanding balance of such delinquent accounts
was $413,199,875.05. Set forth below is certain information with respect to the
Class A Floating Rate Asset Backed Certificates, Series 94-B ("Series 94-B Class
A"), the Class B Floating Rate Asset Backed Certificates, Series 94-B ("Series
94-B Class B"), the Class A Floating Rate Asset Backed Certificates, Series 94-D
("Series 94-D Class A"), the Class B Floating Rate Asset Backed Certificates,
Series 94-D ("Series 94-D Class B"), the Class A Floating Rate Asset Backed
Certificates, Series 95-A ("Series 95-A Class A"), the Class B Floating Rate
Asset Backed Certificates, Series 95-A ("Series 95-A Class B"), the Class A
Floating Rate Asset Backed Certificates, Series 95-C ("Series 95-C Class A"),
the Class B Floating Rate Asset Backed Certificates, Series 95-C ("Series 95-C
Class B"), the Class A Floating Rate Asset Backed Certificates, Series 95-D
("Series 95-D Class A"), the Class B Floating Rate Asset Backed Certificates,
Series 95-D ("Series 95-D Class B"), the Class A1 Fixed Rate Asset Backed
Certificates, Series 95-F ("Series 95-F Class A1"), the Class A2 Floating Rate
Asset Backed Certificates, Series 95-F ("Series 95-F Class A2"), the Class B
Floating Rate Asset Back Certificates, Series 95-F ("Series 95-F Class B"), the
Class A Floating Rate Asset Backed Certificates, Series 95-G ("Series 95-G Class
A"), the Class B Floating Rate Asset Backed Certificates, Series 95-G ("Series
95-G Class B"), the Class A1 Fixed Rate Asset Backed Certificates, Series 96-A
("Series 96-A Class A1"), the Class A2 Floating Rate Asset Backed Certificates,
Series 96-A ("Series 96-A Class A2"), the Class B Floating Rate Asset Backed
Certificates, Series 96-A ("Series 96-A Class B"), the Class A Floating Rate
Asset Backed Certificates, Series 96-B ("Series 96-B Class A"), the Class B
Floating Rate Asset Backed Certificates, Series 96-B ("Series 96-B Class B"),
the Class A Floating Rate Asset Backed Certificates, Series 96-C ("Series 96-C
Class A"), the Class B Floating Rate Asset Backed Certificates, Series 96-C
("Series 96-C Class B"), the Class A Floating Rate Asset Backed Certificates,
Series 96-D ("Series 96-D Class A"), the Class B Floating Rate Asset Backed
Certificates, Series 96-D ("Series 96-D Class B"), the Class A Floating Rate
Asset Backed Certificates, Series 96-E ("Series 96-E Class A") and the Class B
Floating Rate Asset Backed Certificates, Series 96-E ("Series 96-E Class B").
1
<PAGE>
<TABLE>
<CAPTION>
Receivables Written Off
as Uncollectible with
Respect to the % of Receivables
Monthly Period Participation Interests Outstanding on an
Series/Class Ended of Certificateholders Annualized Basis
------------ ----- --------------------- ----------------
<S> <C> <C> <C>
Series 94-B
Class A December 31, 1996 $2,892,770.84 5.26%
November 30, 1996 $2,356,494.73 4.28%
October 31, 1996 $2,708,137.16 4.92%
Series 94-B
Class B December 31, 1996 $131,852.81 5.27%
November 30, 1996 $106,871.04 4.27%
October 31, 1996 $121,473.17 4.86%
Series 94-D
Class A December 31, 1996 $3,747,816.36 5.26%
November 30, 1996 $3,051,314.51 4.28%
October 31, 1996 $3,508,430.99 4.92%
Series 94-D
Class B December 31, 1996 $219,754.69 5.27%
November 30, 1996 $178,118.40 4.27%
October 31, 1996 $203,646.20 4.89%
Series 95-A
Class A December 31, 1996 $2,625,069.67 5.26%
November 30, 1996 $2,136,212.40 4.28%
October 31, 1996 $2,454,472.60 4.92%
Series 95-A
Class B December 31, 1996 $151,830.51 5.21%
November 30, 1996 $124,714.49 4.28%
October 31, 1996 $142,909.61 4.90%
Series 95-C
Class A December 31, 1996 $2,141,609.35 5.26%
November 30, 1996 $1,744,288.71 4.28%
October 31, 1996 $2,004,307.32 4.92%
Series 95-C
Class B December 31, 1996 $151,830.51 5.28%
November 30, 1996 $123,063.62 4.28%
October 31, 1996 $142,909.61 4.97%
Series 95-D
Class A December 31, 1996 $2,497,212.39 5.26%
November 30, 1996 $2,034,230.75 4.28%
October 31, 1996 $2,340,144.91 4.93%
Series 95-D
Class B December 31, 1996 $131,852.81 5.27%
November 30, 1996 $106,871.04 4.27%
October 31, 1996 $121,473.17 4.86%
Series 95-F
Class A1 December 31, 1996 $1,658,149.03 5.26%
November 30, 1996 $1,349,920.34 4.28%
October 31, 1996 $1,550,569.30 4.92%
</TABLE>
2
<PAGE>
<TABLE>
<CAPTION>
Receivables Written Off
as Uncollectible with
Respect to the % of Receivables
Monthly Period Participation Interests Outstanding on an
Series/Class Ended of Certificateholders Annualized Basis
------------ ----- --------------------- ----------------
<S> <C> <C> <C>
Series 95-F
Class A2 December 31, 1996 $1,658,149.03 5.26%
November 30, 1996 $1,349,920.34 4.28%
October 31, 1996 $1,550,569.30 4.92%
Series 95-F
Class B December 31, 1996 $195,781.45 5.26%
November 30, 1996 $160,338.16 4.31%
October 31, 1996 $185,782.50 5.00%
Series 95-G
Class A December 31, 1996 $1,897,881.42 5.27%
November 30, 1996 $1,543,437.49 4.28%
October 31, 1996 $1,772,079.20 4.92%
Series 95-G
Class B December 31, 1996 $119,866.19 5.23%
November 30, 1996 $98,806.35 4.31%
October 31, 1996 $114,327.69 4.99%
Series 96-A
Class A1 December 31, 1996 $964,922.87 5.26%
November 30, 1996 $785,498.24 4.28%
October 31, 1996 $902,116.93 4.92%
Series 96-A
Class A2 December 31, 1996 $964,922.87 5.26%
November 30, 1996 $785,498.24 4.28%
October 31, 1996 $902,116.93 4.92%
Series 96-A
Class B December 31, 1996 $115,870.66 5.30%
November 30, 1996 $92,329.32 4.22%
October 31, 1996 $107,182.21 4.90%
Series 96-B
Class A December 31, 1996 $2,844,824.36 5.26%
November 30, 1996 $2,315,981.67 4.28%
October 31, 1996 $2,661,691.53 4.92%
Series 96-B
Class B December 31, 1996 $179,799.29 5.23%
November 30, 1996 $147,384.10 4.29%
October 31, 1996 $167,918.79 4.88%
Series 96-C
Class A December 31, 1996 $2,653,038.45 5.26%
November 30, 1996 $2,160,532.88 4.28%
October 31, 1996 $2,483,054.52 4.92%
Series 96-C
Class B December 31, 1996 $167,812.67 5.23%
November 30, 1996 $137,668.55 4.29%
October 31, 1996 $157,200.57 4.90%
Series 96-D
Class A December 31, 1996 $2,653,038.45 5.26%
November 30, 1996 $2,160,532.88 4.28%
October 31, 1996 $2,483,054.52 4.92%
Series 96-D
Class B December 31, 1996 $167,812.67 5.23%
November 30, 1996 $137,668.55 4.29%
October 31, 1996 $157,200.57 4.90%
</TABLE>
3
<PAGE>
<TABLE>
<CAPTION>
Receivables Written Off
as Uncollectible with
Respect to the % of Receivables
Monthly Period Participation Interests Outstanding on an
Series/Class Ended of Certificateholders Annualized Basis
------------ ----- --------------------- ----------------
<S> <C> <C> <C>
Series 96-E
Class A December 31, 1996 $1,901,876.96 5.28%
November 30, 1996 $1,389,576.36 4.28%
Series 96-E
Class B December 31, 1996 $119,866.19 5.23%
November 30, 1996 $89,090.81 4.32%
</TABLE>
(Certain terms used but not defined in this Form 10-K Annual Report have the
meanings defined in the Pooling and Servicing Agreement dated as of December 1,
1993, filed with the Securities and Exchange Commission on June 8, 1994 as
Exhibit 4.1 to the Registrant's Registration Statement on Form S-3 (No.
33-79986)).
4
<PAGE>
Item 3. Legal Proceedings
There are no material pending legal proceedings with respect to the Trust,
involving either the Trust, the Trustee or the Registrant, other than ordinary
or routine litigation incidental to the Trustee's or the Registrant's duties
under the Pooling and Servicing Agreement.
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 Stockholder
Matters
(a) There is no established public trading market for the Certificates.
(b) At February 28, 1997 there were twenty-three (23) holders of record of
the Series 94-B Class A Certificates, three (3) holders of record of
the Series 94-B Class B Certificates, twelve (12) holders of record of
the Series 94-D Class A Certificates, six (6) holders of record of the
Series 94-D Class B Certificates, sixteen (16) holders of record of
the Series 95-A Class A Certificates, two (2) holders of record of the
Series 95-A Class B Certificates, twelve (12) holders of record of the
Series 95-C Class A Certificates, one (1) holder of record of the
Series 95-C Class B Certificates, thirteen (13) holders of record of
the Series 95-D Class A Certificates, one (1) holder of record of the
Series 95-D Class B Certificates, forty (40) holders of record of the
Series 95-F Class A1 Certificates, nine (9) holders of record of the
Series 95-F Class A2 Certificates, two (2) holders of record of the
Series 95-F Class B Certificates, one (1) holder of record of the
Series 95-G Class A Certificates, one (1) holder of record of the
Series 95-G Class B Certificates, twenty-nine (29) holders of record
of the Series 96-A Class A1 Certificates, seven (7) holders of record
of the Series 96-A Class A2 Certificates, one (1) holder of record of
the Series 96-A Class B Certificates, eleven (11) holders of record of
the Series 96-B Class A Certificates, two (2) holders of record of the
Series 96-B Class B Certificates, eleven (11) holders of record of the
Series 96-C Class A Certificates, three (3) holders of record of the
Series 96-C Class B Certificates, fifteen (15) holders of record of
the Series 96-D Class A Certificates, three (3) holders of record of
the Series 96-D Class B Certificates, thirteen (13) holders of record
of Series 96-E Class A Certificates and three (3) holders of record of
Series 96E Class B Certificates.
(c) Not applicable.
5
<PAGE>
Item 6. Selected Financial Data
Not applicable.
Item 7. Management's Discussion and Analysis of Financial Condition and
Results of Operations
Not applicable.
Item 8. Financial Statements and Supplementary Data
See the Supplementary Trust Data relating to the performance of the
Trust filed as Exhibit 99 under Item l4(a) hereof.
Item 9. Changes in and Disagreements with Accountants on Accounting and
Financial Disclosure
Not applicable.
PART III
Item l0. Directors and Executive Officers of the Registrant
Not applicable.
Item ll. Executive Compensation
Not applicable.
6
<PAGE>
Item l2. Security Ownership of Certain Beneficial Owners and Management
(a)(i) Each holder of record at February 28, 1997 of more than five percent
(5%) of the Series 94-B Class A Certificates is indicated below:
Dollar Amount
of
Percent Certificates
of Certificates Held
Name and Address of Holder Held (in $1,000's)
- ------------------------------- -------------------- --------------
Smith 5.75% $ 38,000
c/o ADP Proxy Services
51 Mercedes Way
Edgewood, NY 11717
Bankers Trust Company 13.21% $ 87,200
c/o BT Svcs Tennessee Inc.
648 Grassmere Park Drive
Nashville, TN 37211
Chase-Chemical Bank 9.33% $ 61,600
Auto Settle Dept.
4 New York Plaza, 4th Floor
New York, NY 10004
Bankers Trust Co. 9.88% $ 65,225
First Union Safe Keeping
Dealer Clearance
16 Wall Street, 5th Floor
New York, NY 10005
Chase Manhattan Bank, N.A. 47.71% $314,950
1 Chase Manhattan Plaza
3B Proxy Dept.
New York, NY 10081
7
<PAGE>
(a)(ii) Each holder of record at February 28, 1997 of more than five
percent (5%) of the Series 94-B Class B Certificates is indicated
below:
Dollar Amount
of
Percent Certificates
of Certificates Held
Name and Address of Holder Held (in $1,000's)
- ------------------------------- -------------------- --------------
CS First Boston Corp. (The) 16.66% $ 5,000
c/o ADP Proxy Services
51 Mercedes Way
Edgewood, NY 11717
Bankers Trust/Investment A/C 50.00% $15,000
16 Wall Street, 5th Floor
New York, NY 10005
Boston Safe Deposit & Trust Co. 33.33% $10,000
c/o ADP Proxy Services
51 Mercedes Way
Edgewood, NY 11717
8
<PAGE>
(a)(iii) Each holder of record at February 28, 1997 of more than five percent
(5%) of the Series 94-D Class A Certificates is indicated below:
Dollar Amount
of
Percent Certificates
of Certificates Held
Name and Address of Holder Held (in $1,000's)
- ------------------------------- -------------------- --------------
Chase Manhattan Bank 30.05% $257,000
1 Chase Manhattan Plaza
3B-Proxy Dept.
New York, NY 10081
SSB - Custodian 49.37% $422,150
c/o ADP Proxy Services
51 Mercedes Way
Edgewood, NY 11717
Northern Tr. 9.76% $ 83,500
c/o ADP Proxy Services
51 Mercedes Way
Edgewood, NY 11717
9
<PAGE>
(a)(iv) Each holder of record at February 28, 1997 of more than five percent
(5%) of the Series 94-D Class B Certificates is indicated below:
Dollar Amount
of
Percent Certificates
of Certificates Held
Name and Address of Holder Held (in $1,000's)
- ------------------------------- -------------------- --------------
Chase Manhattan Bank 20.00% $10,000
1 Chase Manhattan Plaza
3B-Proxy Department
New York, NY 10081
Citibank, N.A. 6.00% $ 3,000
111 Wall Street
20th Floor, Zone 9
New York, NY 10043
Salomon Brothers, Inc 20.00% $10,000
c/o ADP Proxy Services
51 Mercedes Way
Edgewood, NY 11717
Barclay Bank 14.00% $7,000
c/o ADP Proxy Services
51 Mercedes Way
Edgewood, NY 11717
Bank of New York 10.00% $5,000
925 Patterson Plank Road
Secaucus, NJ 07094
Swiss American Securities, Inc. 30.00% $15,000
100 Wall Street
New York, NY 10005
10
<PAGE>
(a)(v) Each holder of record at February 28, 1997 of more than five percent (5%)
of the Series 95-A Class A Certificates is indicated below:
Dollar Amount
of
Percent Certificates
of Certificates Held
Name and Address of Holder Held (in $1,000's)
- ------------------------------- -------------------- --------------
Bank of New York 62.83% $376,075
925 Patterson Plank Road
Secaucus, NJ 07094
Chase Manhattan Bank 5.85% $ 35,000
1 Chase Manhattan Plaza
3B-Proxy Dept.
New York, NY 10081
SSB-Custodian 22.89% $137,000
c/o ADP Proxy Services
51 Mercedes Way
Edgewood, NY 11717
11
<PAGE>
(a)(vi) Each holder of record at February 28, 1997 of more than five percent
(5%) of the Series 95-A Class B Certificates is indicated below:
Dollar Amount
of
Percent Certificates
of Certificates Held
Name and Address of Holder Held (in $1,000's)
- ------------------------------- -------------------- --------------
CS First Boston Corp. (The) 14.29% $ 5,000
c/o ADP Proxy Services
51 Mercedes Way
Edgewood, NY 11717
Chase Manhattan 85.71% $30,000
1 Chase Manhattan Plaza
3B-Proxy Dept.
New York, NY 10081
12
<PAGE>
(a)(vii) Each holder of record at February 28, 1997 of more than five percent
(5%) of the Series 95-C Class A Certificates is indicated below:
Dollar Amount
of
Percent Certificates
of Certificates Held
Name and Address of Holder Held (in $1,000's)
- ------------------------------- -------------------- --------------
Bank of New York 12.22% $ 59,760
925 Patterson Plank Road
Secaucus, NJ 07094
Bankers Trust 17.60% $ 86,053
c/o BT Services Tennessee, Inc
648 Grassmere Park Dr.
Nashville, TN 37211
Chase Manhattan Bank, N.A. 48.55% $237,300
1 Chase Manhattan Plaza
3B-Proxy Dept
New York, NY 10081
13
<PAGE>
(a)(viii) Each holder of record at February 28, 1997 of more than five percent
(5%) of the Series 95-C Class B Certificates is indicated below:
Dollar Amount
of
Percent Certificates
of Certificates Held
Name and Address of Holder Held (in $1,000's)
- ------------------------------- -------------------- --------------
FNB Chicago 100.00% $34,500
c/o ADP Proxy Services
51 Mercedes Way
Edgewood, NY 11717
14
<PAGE>
(a)(ix) Each holder of record at February 28, 1997 of more than five percent
(5%) of the Series 95-D Class A Certificates is indicated below:
Dollar Amount
of
Percent Certificates
of Certificates Held
Name and Address of Holder Held (in $1,000's)
- ------------------------------- -------------------- --------------
Chase-Chemical Bank 11.50% $ 62,000
Auto Settle Dept.
4 New York Plaza, 4th Floor
New York, NY 10043
Citibank, N.A. 6.49% $ 35,000
111 Wall Street
20th Floor, Zone 9
New York, NY 10043
FNB Chicago 7.42% $ 40,000
Edgewood, NY 11717
Rep Bank Inv. 7.42% $ 40,000
One Hanson Place, Lower Level
Brooklyn, NY 11243
Chase Manhattan 17.62% $ 95,000
1 Chase Manhattan Plaza
3B Proxy Dept.
New York, NY 10081
SSB-Custodian 35.64% $192,150
c/o ADP Proxy Services
51 Mercedes Way
Edgewood, NY 11717
15
<PAGE>
(a)(x) Each holder at February 28, 1997 of more than five percent (5%) of the
Series 95-D Class B Certificates is indicated below:
Dollar Amount
of
Percent Certificates
of Certificates Held
Name and Address of Holder Held (in $1,000's)
- ------------------------------- -------------------- --------------
FNB Chicago 100.00% $30,000
c/o ADP Proxy Services
51 Mercedes Way
Edgewood, NY 11717
16
<PAGE>
(a)(xi) Each holder of record at February 28, 1997 of more than five percent
(5%) of the Series 95-F Class A1 Certificates is indicated below:
Dollar Amount
of
Percent Certificates
of Certificates Held
Name and Address of Holder Held (in $1,000's)
- ------------------------------- -------------------- --------------
Bank of New York 11.57% $43,800
925 Patterson Plank Road
Secaucus, NJ 07094
Bankers Trust Company 20.99% $79,430
c/o BT Svcs Tennessee Inc.
648 Grassmere Park Drive
Nashville, TN 37211
Northern Tr 6.17% $23,360
c/o ADP Proxy Services
51 Mercedes Way
Edgewood, NY 11717
SSB-Custodian 10.61% $40,167
c/o ADP Proxy Services
51 Mercedes Way
Edgewood, NY 11717
Chase Manhattan 12.42% $47,000
1 Chase Plaza
3B - Proxy Dept.
New York, NY 10081
Chase Manhattan of California 12.69% $48,000
2 Chase Manhattan Plaza, 5th Floor
New York, NY 10081
UBS Securities, Inc. 7.92% $29,985
299 Park Ave, 8th Floor
New York, NY 10171-0026
17
<PAGE>
(a)(xii) Each holder of record at February 28, 1997 of more than five percent
(5%) of the Series 95-F Class A2 Certificates is indicated below:
Dollar Amount
of
Percent Certificates
of Certificates Held
Name and Address of Holder Held (in $1,000's)
- ------------------------------- -------------------- --------------
Citibank, N.A. 5.55% $ 21,000
111 Wall Street
20th Floor, Zone 9
New York, NY 10043
Rep Bank Inv. 11.90% $ 45,000
One Hanson Place, Lower Level
Brooklyn, NY 11243
Bank of New York 34.10% $129,000
925 Patterson Plank Road
Secaucus, NJ 07094
Chase Manhattan 30.00% $113,500
1 Chase Manhattan Plaza
3B-Proxy Dept.
New York, NY 10081
Chase-Chemical 5.28% $20,000
Auto Settle Dept.
4 New York Plaza, 4th Floor
New York, NY 10004
18
<PAGE>
(a)(xiii) Each holder of record at February 28, 1997 of more than five percent
(5%) of the Series 95-F Class B Certificates is indicated below:
Dollar Amount
of
Percent Certificates
of Certificates Held
Name and Address of Holder Held (in $1,000's)
- ------------------------------- -------------------- --------------
BT/Inv AC 43.98% $19,625
16 Wall Street, 5th Floor
New York, NY 10005
Fuji Bank 56.02% $25,000
2 World Trade Center, 81st Floor
New York, NY 10048
19
<PAGE>
(a)(xiv) Each holder of record at February 28, 1997 of more than five percent
(5%) of the Series 95-G Class A Certificates is indicated below:
Dollar Amount
of
Percent Certificates
of Certificates Held
Name and Address of Holder Held (in $1,000's)
- ------------------------------- -------------------- --------------
First Union National Bank 100.00% $432,500
401 S. Tryon Street
TR OPSCMG NC 1151
Charlotte, NC 28288
20
<PAGE>
(a)(xv) Each holder of record at February 28, 1997 of more than five percent
(5%) of the Series 95-G Class B Certificates is indicated below:
Dollar Amount
of
Percent Certificates
of Certificates Held
Name and Address of Holder Held (in $1,000's)
- ------------------------------- -------------------- --------------
Chase Manhattan Bank 100.00% $27,500
One Chase Manhattan Plaza
3B-Proxy Dept.
New York, NY 10081
21
<PAGE>
(a)(xvi) Each holder of record at February 28, 1997 of more than five percent
(5%) of the Series 96-A Class A1 Certificates is indicated below:
Dollar Amount
of
Percent Certificates
of Certificates Held
Name and Address of Holder Held (in $1,000's)
- ------------------------------- -------------------- --------------
Bank of New York 10.56% $23,250
925 Patterson Plank Road
Secaucus, NJ 07094
Bankers Trust Company 32.04% $70,500
c/o BT Services Tennessee, Inc.
648 Grassmere Park Road
Nashville, TN 37211
Chase Manhattan Bank N.A. 6.61% $14,550
One Chase Manhattan Plaza
3B-Proxy Dept
New York, NY 10081
Citibank N.A. 8.18% $18,000
111 Wall Street
80th Floor, Zone 9
New York, NY
CS First Boston Corp. 7.41% $16,320
c/o ADP Proxy Services
51 Mercedes Way
Edgewood, NY 11717
SSB-Custodian 5.90% $13,000
c/o ADP Proxy Services
51 Mercedes Way
Edgewood, NY 11717
22
<PAGE>
(a)(xvii) Each holder of record at February 28, 1997 of more than five percent
(5%) of the Series 96-A Class A2 Certificates is indicated below:
Dollar Amount
of
Percent Certificates
of Certificates Held
Name and Address of Holder Held (in $1,000's)
- ------------------------------- -------------------- --------------
Chase Manhattan Bank 76.81% $169,000
1 Chase Manhattan Plaza
3B-Proxy Dept.
New York, NY 10081
Chemical Bank 8.63% $19,000
Auto Settle Dept.
4 New York Plaza, 4th Floor
New York, NY 10004
First National Bank of Chicago 8.18% $18,000
One First National Plaza
Suite 0417
Chicago, IL 60670
23
<PAGE>
(a)(xviii) Each holder of record at February 28, 1997 of more than five percent
(5%) of the Series 96-A Class B Certificates is indicated below:
Dollar Amount
of
Percent Certificates
of Certificates Held
Name and Address of Holder Held (in $1,000's)
- ------------------------------- -------------------- --------------
Swiss American Securities, Inc. 100.00% $26,250
100 Wall Street
New York, NY 10005
24
<PAGE>
(a)(xix) Each holder of record at February 28, 1997 of more than five percent
(5%) of the Series 96-B Class A Certificates is indicated below:
Dollar Amount
of
Percent Certificates
of Certificates Held
Name and Address of Holder Held (in $1,000's)
- ------------------------------- -------------------- --------------
Bank of New York 5.70% $ 37,000
925 Patterson Plank Road
Secaucus, NJ 07094
Chase Manhattan Bank, N.A. 15.34% $ 99,560
1 Chase Manhattan Plaza
3B-Proxy Dept.
New York, NY 10081
Citibank, N.A. 37.98% $246,400
111 Wall Street
20th Floor, Zone 9
New York, NY 10043
First National Bank of Chicago 7.05% $ 45,790
One First National Plaza
Suite 0417
Chicago, IL 60670
Goldman, Sachs & Co. 16.18% $105,000
c/o ADP Proxy Services
51 Mercedes Way
Edgewood, NY 11717
Northern Trust Co. 10.01% $ 65,000
801 S. Canal C - In
Chicago, IL 60607
25
<PAGE>
(a)(xx) Each holder of record at February 28, 1997 of more than five percent
(5%) of the Series 96-B Class B Certificates is indicated below:
Dollar Amount
of
Percent Certificates
of Certificates Held
Name and Address of Holder Held (in $1,000's)
- ------------------------------- -------------------- --------------
Boston Safe Deposit & Trust 39.39% $16,250
c/o ADP Proxy Services
51 Mercedes Way
Edgewood, NY 11717
Fuji Bank & Trust Co. 60.60% $25,000
2 World Bank Center, 81st Floor
New York, NY 10048
26
<PAGE>
(a)(xxi) Each holder of record at February 28, 1997 of more than five percent
(5%) of the Series 96-C Class A Certificates is indicated below:
Dollar Amount
of
Percent Certificates
of Certificates Held
Name and Address of Holder Held (in $1,000's)
- ------------------------------- -------------------- --------------
Bank of New York 14.86% $ 90,000
925 Patterson Plank Road
Secaucus, NJ 07094
Bankers Trust Co. 29.81% $180,500
c/o BT Services Tennessee, Inc.
648 Grassmere Park Dr.
Nashville, TN 87211
Chase Manhattan Bank 11.72% $ 71,000
1 Chase Manhattan Plaza
3B-Proxy Dept.
New York, NY 10081
SSB-Custodian 38.07% $230,536
c/o ADP Proxy Services
51 Mercedes Way
Edgewood, NY 11717
27
<PAGE>
(a)(xxii) Each holder of record at February 28, 1997 of more than five percent
(5%) of the Series 96-C Class B Certificates is indicated below:
Dollar Amount
of
Percent Certificates
of Certificates Held
Name and Address of Holder Held (in $1,000's)
- ------------------------------- -------------------- --------------
Fuji Bank & Trust Co. 65.27% $25,000
2 World Trade Center
81st Floor
New York, NY 10048
Harris Trust & Savings Bank 13.05% $ 5,000
Proxy Operations
111 West Monroe Street, 1130
Chicago, IL 60603
PNC National Association 22.19% $ 8,500
1835 Market Street
11 Penn Center, 15th Floor
Philadelphia, PA 19103
28
<PAGE>
(a)(xxiii) Each holder of record at February 28, 1997 of more than five percent
(5%) of the Series 96-D Class A Certificates is indicated below:
Dollar Amount
of
Percent Certificates
of Certificates Held
Name and Address of Holder Held (in $1,000's)
- ------------------------------- -------------------- --------------
Chase Manhattan Bank 50.50% $305,830
1 Chase Manhattan Plaza
3B-Proxy Dept.
New York, NY 10081
Chemical Bank 8.28% $ 50,170
Auto Settle Dept.
4 New York Plaza, 4th Floor
New York, NY 10004
First National Bank of Chicago 7.84% $ 47,500
One First National Plaza
Suite 0417
Chicago, IL 60670
Harris Trust & Savings Bank 6.27% $ 38,000
Proxy Operations
111 West Monroe Street, 1130
Chicago, IL 60603
Northern Trust Co. 8.17% $ 49,500
801 S. Canal C-In
Chicago, IL 60607
29
<PAGE>
(a)(xxiv) Each holder of record at February 28, 1997 of more than five percent
(5%) of the Series 96-D Class B Certificates is indicated below:
Dollar Amount
of
Percent Certificates
of Certificates Held
Name and Address of Holder Held (in $1,000's)
- ------------------------------- -------------------- --------------
Boston Safe Deposit & Trust 35.06% $13,500
c/o ADP Proxy Services
51 Mercedes Way
Edgewood, NY 11717
Bankers Trust Co. 49.35% $19,000
16 Wall Street, 5th Floor
New York, NY 10005
Morgan (J.P.) Securities, Inc. 15.58% $ 6,000
60 Wall St., 6th Floor
New York, NY 10260-0060
30
<PAGE>
(a)(xxv) Each holder of record at February 28, 1997 of more than five percent
(5%) of the Series 96-E Class A Certificates is indicated below:
Dollar Amount
of
Percent Certificates
of Certificates Held
Name and Address of Holder Held (in $1,000's)
- ------------------------------- -------------------- --------------
Bankers Trust Co. 6.82% $ 29,500
c/o BT Services Tennessee, Inc.
648 Grassmere Park Dr.
Nashville, TN 37211
Chase Manhattan Bank 44.62% $193,000
1 Chase Manhattan Plaza
3B-Proxy Dept.
New York, NY 10081
Chemical Bank 17.80% $ 77,000
Auto Settle Dept.
4 New York Plaza, 4th Floor
New York, NY 10004
SSB-Custodian 12.25% $ 53,000
c/o ADP Proxy Services
51 Mercedes Way
Edgewood, NY 11717
31
<PAGE>
(a)(xxvi) Each holder of record at February 28, 1997 of more than five percent
(5%) of the Series 96-E Class B Certificates is indicated below:
Dollar Amount
of
Percent Certificates
of Certificates Held
Name and Address of Holder Held (in $1,000's)
- ------------------------------- -------------------- --------------
Chase Manhattan Bank 54.54% $15,000
1 Chase Manhattan Plaza
3B-Proxy Dept.
New York, NY 10081
Chemical Bank 36.36% $10,000
Auto Settle Dept.
4 New York Plaza, 4th Floor
New York, NY 10004
Harris Trust & Savings Bank 9.09% $2,500
Proxy Operations
111 West Monroe St., 1130
Chicago, IL 60603
32
<PAGE>
(b) Not applicable.
(c) Not applicable.
Item 13. Certain Relationships and Related Transactions
Not applicable.
PART IV
Item 14. Exhibits, Financial Statement Schedules, and Reports on Form 8-K
(a) Supplementary Trust Data relating to performance of
the Trust is being filed herewith as Exhibit 99.
(b) See Item 2.
(c) Exhibits
Exhibit No. Description of Exhibit
----------- ----------------------
24 Powers of Attorney
(included on signature page)
99 Supplementary Trust Data
(d) Not applicable. No annual report or proxy material has been
sent to security holders.
33
<PAGE>
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the Registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized.
ADVANTA MASTER CREDIT CARD TRUST II
BY: Advanta National Bank USA, as
Servicer
Dated: March 28, 1997 By: /s/James J. Allhusen
--------------------
James J. Allhusen
President and Chief
Executive Officer
KNOW ALL MEN BY THESE PRESENTS, that each of the undersigned does hereby
constitute and appoint Dennis Alter, William A. Rosoff, Alex W. Hart, James J.
Allhusen, John J. Calamari, David D. Wesselink and Gene S. Schneyer, or any of
them (with full power to each of them to act alone), his or her true and lawful
attorney-in-fact and agent, with full power of substitution, for him or her and
on his or her behalf to sign, execute and file an Annual Report on Form 10-K
under the Securities Exchange Act of 1934, as amended, for the fiscal year ended
December 31, 1996 relating to ADVANTA Master Credit Card Trust II and any or all
amendments thereto, with all exhibits and any and all documents required to be
filed with respect thereto, with the Securities and Exchange Commission or any
regulatory authority, granting unto such attorneys-in-fact and agents, and each
of them, full power and authority to do and perform each and every act and thing
requisite and necessary to be done in and about the premises in order to
effectuate the same as fully to all intents and purposes as he or she might or
could do if personally present, hereby ratifying and confirming all that such
attorneys-in-fact and agents, or any of them, or their substitute or
substitutes, may lawfully do or cause to be done.
Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed by the following persons on behalf of Advanta National
Bank USA, as Servicer for the ADVANTA Master Credit Card Trust II and in the
capacities indicated on the 28th day of March, 1997.
Signature Title
/s/James J. Allhusen President, Chief Executive
- ------------------------- Officer and Director
James J. Allhusen
/s/William A. Rosoff Vice Chairman and Director
- -------------------------
William A. Rosoff
/s/Alex W. Hart Executive Vice Chairman
- ------------------------- and Director
Alex W. Hart
/s/David D. Wesselink Senior Vice President, Chief
- ------------------------- Financial Officer and Director
David D. Wesselink
34
<PAGE>
/s/John J. Calamari Vice President, Finance, Chief
- ------------------------- Accounting Officer and Director
John J. Calamari
/s/Jeffrey D. Beck Senior Vice President, Treasurer
- ------------------------- and Director
Jeffrey D. Beck
35
<PAGE>
INDEX TO EXHIBITS
Exhibit Description of Sequential Page
Number Exhibit Number
- ------------------------------------------------------------------------------
24 Powers of Attorney 34
(included on signature page)
99 Supplementary Trust Data 37
36
EXHIBIT 99
Supplementary Trust Data
l. The total amount of cash distributed to
Certificateholders in l996, per $l,000
of Certificates.................................................$1,375.168
2. The total amount of the distribution set
forth in paragraph l which represents
principal payments on the Certificates ................................$0
3. The amount of outstanding balances in the
Accounts which were 30 or more days
delinquent as of the end of the
December l996 Monthly Period .............................$413,199,875.05
4. The total amount of the Monthly
Servicing Fee paid to the Servicer
by the Trust in l996.........................................$135,090,434
